Question
TO: Richard B. Smith
Premerger Office
Federal Trade Commission
FROM: (redacted)
RE: (redacted)
DATE: July 21, 1992
____________________________________________________________________________
Attached is a schematic and list of steps in the transaction that we will discuss later. The written-in number is my correction of a typo.
Regards,
OUTLINE OF TRANSACTION
Note: all steps are deemed to occur concurrently; all dollar values are approximate
1.(redacted) transfers (redacted) to (redacted) as a contribution to capital
2.(redacted) purchases 25% of the voting securities of (redacted) for (redacted)
3.(redacted) contributes (redacted) to LIMITED PARTNERSHIP and receives in exchange a (redacted) limited partnership interest in LIMITED PARTNERSHIP
4.(redacted) purchases 50% of the voting securities of (redacted) for (redacted)
5.(redacted) contributes (redacted) to LIMITED PARTNERSHIP and receives in exchange a (redacted) limited partnership interest in LIMITED PARTNERSHIP
6.(redacted) contributes (redacted) to LIMITED PARTNERSHIP and receives in exchange a limited partnership interest in LIMITED PARTNERSHIP
7.(redacted) and (redacted) collectively contribute substantially all of their assets to LIMITED PARTNERSHIP in exchange for a 25% limited partnership interest in LIMITED PARTNERSHIP and an equalization payment of (redacted)
8.(redacted) and (redacted) distribute the 35% limited partnership interest in LIMITED PARTNERSHIP to (redacted)
9.(redacted) transfers the 25% limited partnership interest in LIMITED PARTNERSHIP to (redacted) as a contribution to capital
10.(redacted) purchases 25% of the voting securities of (redacted) in exchange for a .25% limited partnership interest in LIMITED PARTNERSHIP
(schematic redacted)