Estate of Richard R. Simplot - Page 68




                                       - 68 -                                         

          assets, or take the Company's stock public.  Only the holders of            
          the voting stock would make these decisions.                                
               We agree with respondent's experts that through ownership of           
          decedent's voting shares, a hypothetical buyer would gain access to         
          the "inner circle" of J.R. Simplot Co., and by having a seat at the         
          class A shareholder's table, over time, the hypothetical buyer              
          potentially could position itself to play a role in the Company.            
          In this regard, we are mindful that "a journey of a 1,000 miles             
          begins with a single step."                                                 
               At this point, we consider the characteristics of the                  
          hypothetical buyer of decedent's class A voting shares.  The                
          hypothetical buyer might well be one or a group of investors or             
          even one of the Simplots.  The investor(s) might be a competitor,           
          supplier, or major customer of J.R. Simplot Co.  The hypothetical           
          buyer would probably be well financed, with a long-term investment          
          horizon and no expectations of near-term benefits.29 The                    
          hypothetical buyer might be primarily interested in only one of             
          J.R. Simplot Co.'s two distinct business activities--its food and           
          chemicals divisions--and be a part of a joint venture (that is, one         



               29   Petitioner claims that because J.R. Simplot was 90                
          years old and living at the time of trial, the Simplot family has           
          unusually good genes.  Thus, the argument was made that a good              
          possibility existed for Don, Gay, and Scott to live until a ripe            
          old age, and the class A voting shares would wind up in J.R.                
          Simplot's grandchildren's hands later rather than sooner.                   
               Decedent died at the age of 59.  Apparently, J.R. Simplot's            
          "good genes" were of limited assistance to him.  The length of              
          one's lifetime is unpredictable; no assurances exist that Scott,            
          Don, and Gay will live until the age of 90.                                 

Page:  Previous  58  59  60  61  62  63  64  65  66  67  68  69  70  71  72  73  74  75  76  77  Next

Last modified: May 25, 2011