Estate of Josephine T. Thompson, Deceased, Carl T. Holst-Knudsen and the Bank of New York, Executors - Page 39

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          was not publicly traded; (2) historically, TPC was profitable;              
          (3) investment risks associated with TPC were moderate; (4) TPC             
          had consistently paid cash dividends; (5) as of May 2, 1998, TPC            
          held more than $137 million in net liquid assets; and (6) the               
          estate owned the single largest block of TPC stock.  Respondent’s           
          expert’s calculation of the $32,393,000 valuation for the                   
          estate’s 20.57-percent stock interest in TPC may be summarized as           
          follows:                                                                    

               Value of TPC                            $225,000,000                   
               Multiplied by Estate’s Interest in TPC   20.57%                        
               Prediscounted Value of Estate’s Interest$ 46,282,500                   
               Less 30% Marketability Discount          13,884,750                    
               Value of Estate’s 20.57% Interest in TPC$ 32,393,000*                  
          * $32,393,000 represents the calculation as reflected                       
                    in respondent’s expert’s revised report.  The                     
                    corrected math calculates to $32,397,750.                         

               As indicated, respondent’s expert does not apply a minority            
          interest discount to the estate’s 20-percent TPC stock interest.            
          Rather, respondent’s expert states that his discounted cashflow             
          method of valuation inherently reflects a minority interest in              
          TPC and therefore that no separate or additional minority                   
          interest discount is appropriate.                                           












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