Coggin Automotive Corporation - Page 15

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          petitioner and Mr. Hanania entered into an agreement whereby Mr.            
          Hanania was given the right to acquire the Acura dealership over 7          
          years.  As part of the agreement, Mr. Hanania had the option to             
          obtain the franchise rights of the dealership for an additional             
               In 1998, petitioner sold its 50-percent interest in the                
          partnership to Mr. Hanania for $2,397,500.  Mr. Hanania borrowed            
          the entire purchase price from petitioner, securing his loan with           
          his shares of stock in his solely owned corporation.                        
               On October 1, 1994, Mr. Seth purchased Mr. Andrews’ 5-percent          
          limited partnership interest in CN Motors, Ltd., for $201,138.              
               On January 1, 1996, CN Motor Corp., CO Motor Corp., CH Motor           
          Corp., CA Motor Corp., and CFP Motor Corp. merged into CP-GMC Motor         
          Corp.  Simultaneously therewith, CP-GMC Motor Corp. changed its             
          name to CF Motor Corp.  As of that date, Mr. Coggin was the                 
          majority shareholder (75 percent) of CF Motor Corp.  Most of the            
          other 16 shareholders were key employees of petitioner; none of             
          these employees had an ownership interest greater than 4.5 percent.         
          In 1997, petitioner agreed to sell the stock of CF Motor                    
          Corp., as well as the assets of the dealerships, to Asbury                  
          Automotive of Jacksonville, L.P. (Asbury).  As part of the                  
          acquisition, petitioner agreed to sell to Asbury its 50-percent             
          interest in the Coggin-Andrews partnership.  Mr. Andrews objected           

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Last modified: May 25, 2011