Bemidji Distributing Co., Inc. - Page 7




                                        - 7 -                                         
               Around April 1990, Mr. Langdon contacted Pohle Partners,               
          Inc. (Pohle Partners), a company that specialized in appraising             
          and brokering the sale of wholesale beer distribution businesses            
          throughout the United States, to discuss a possible sale of BDC.4           
               In mid 1990, Mr. Langdon agreed to have Pohle Partners                 
          appraise BDC's business and to preliminarily market it to                   
          potential purchasers.  He made it clear that he had made no firm            
          decision to sell, and Pohle Partners so stated in the offering              
          package.  It was understood that BDC and Mr. Langdon would have             
          to approve the terms of any offer.  No fee would be owed to Pohle           
          Partners, unless a sale was consummated and BDC and Mr. Langdon             
          were paid.  However, if the company were sold, Pohle Partners               
          would receive a specified percentage of the total purchase price.           
          For purposes of determining this fee, the total purchase price              












               4Pohle Partners was well known throughout the wholesale beer           
          industry and enjoyed an excellent reputation as a broker.  Since            
          about 1978, it had brokered hundreds of sales of wholesale beer             
          businesses.  Mr. Langdon was acquainted with Paul L. Pohle and              
          Robert W. Pohle, the two principals of Pohle Partners.  Paul                
          Pohle had previously owned and operated a wholesale beer                    
          distribution business in the Minneapolis-St. Paul area.                     





Page:  Previous  1  2  3  4  5  6  7  8  9  10  11  12  13  14  15  16  17  18  19  20  Next

Last modified: May 25, 2011