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Sometime during 1989, Patrick relinquished his interest in
PKVI LP. As a result of Patrick’s withdrawal from PKVI LP, Rose
and PK Ventures became the partnership’s only general partners.
At that time, Rose held a 70-percent general partnership interest
in PKVI LP. From May 1988 through January 1990, PK Ventures was
both a 1-percent general partner and a 4.35-percent limited
partner of PKVI LP.
PK Ventures’ Purchase of the Stock of SLPC, TBPC, TPC, and TPTC
On December 10, 1986, PK Ventures entered into separate
Stock Purchase Agreements for the purchase of 100 percent of the
outstanding stock of SLPC, TBPC, TPC, and TPTC. At the time that
PK Ventures entered into these agreements, SLPC, TBPC, and TPC
were owned by Joyce Western Corp. (Joyce Western), and TPTC was
owned by Joyce Western, Kathleen Biondo, Christine Joyce, Helma
Joyce, and James Joyce (the TPTC sellers). At all relevant
times, these corporations were engaged in the following
operations: (1) SLPC owned a pipeline that transported aviation
fuel from Illinois to the Lambert Airport in St. Louis, Missouri;
(2) TBPC and TPTC owned pipelines that transported anhydrous
ammonia from the port of Tampa Bay, Florida, to Hillsborough
County, Florida, and Polk County, Florida; and (3) TPC held a
general partnership interest and/or a limited partnership
interest in Tampa Pipeline Limited Partnership, a business that
operated an aviation fuel pipeline that serviced the Tampa
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