- 12 - substantial working capital in order to permit it to make use of Colonial’s ICC authority; As previously stated, Colonial’s ICC operating authority had no value, and Central never used the ICC operating authority acquired from Colonial in the merger. Central never operated as a packaged-freight carrier. For purposes of the merger, Mr. Odom determined that the premerger value of Central’s stock was $417.45 per share. He then determined that the net asset value of Colonial, which was being acquired by Central, was $7,442,6607 and that the number of Central shares necessary to compensate Mr. Honbarrier for his Colonial stock was 17,840 shares. Pursuant to the merger, Mr. Honbarrier’s 245 shares of Colonial stock were exchanged for 17,840 shares of Central stock. The merger changed Central’s shareholder ownership as follows: Before Merger: After Merger: Shares Percent Ownership Shares Percent Ownership Mr. Honbarrier 65,48472.0396 83,324 76.6268 Mrs. Honbarrier 3000.3300 300 0.2760 Gary L. Honbarrier 12,55813.8152 12,558 11.5486 Linda Embler 12,558 13.8152 12,558 11.5486 Total 90,900 100.0000 108,740 100.0000 On December 22, 1993, the board of directors of Central also declared a $7 million distribution payable to its shareholders on December 31, 1993. The shareholder distribution was allocated on a pro rata basis among the shareholders based on their stock 7This figure includes $175,000 for Colonial’s ICC operating authority. As we previously found, the ICC operating authority had no value and should not have been included in Colonial’s net asset value.Page: Previous 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 Next
Last modified: May 25, 2011