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R. Eihusen, or members of the latter’s immediate family. The
tender offer was required to be set at a minimum of $100 per
share.
After the execution of the definitive agreement but before
its closing on June 28, 1996 (closing), V. Eihusen alleged that
petitioner had defaulted on the definitive agreement with respect
to a clause that obligated petitioner to continue operating the
Indian Head Golf Club in the ordinary course of business. In
settlement of this allegation, petitioner agreed to assume the
lease obligations for certain golf carts, thereby incurring an
additional cost of $21,759 (golf cart adjustment).
As contemplated by the definitive agreement, the parties
thereto exchanged certain items at closing. Specifically,
petitioner transferred to V. Eihusen $32,308,800 in redemption of
323,088 unrestricted shares of stock in petitioner owned directly
by him; R. Eihusen transferred to V. Eihusen $2 million in
exchange for 20,000 unrestricted shares of stock in petitioner
owned directly by him; petitioner transferred to V. Eihusen
$875,770 in redemption of 8,757.706 unrestricted shares of stock
in petitioner owned indirectly by him through the ESOP;
petitioner transferred to V. Eihusen all of the shares of Indian
Head Golf Club, Inc., in redemption of 16,740 unrestricted shares
of stock in petitioner owned directly by him; and petitioner
transferred to V. Eihusen $363,214 in redemption of 4,219
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