Exhibit 1
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STOCK PURCHASE AGREEMENT
among
MASHOV COMPUTERS LTD.,
XXXXX XXXXX & SON INCORPORATED
and
CERTAIN SHAREHOLDERS OF
MASHOV GRUSS INVESTMENTS LTD.
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Dated as of April 20, 2001
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STOCK PURCHASE AGREEMENT
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STOCK PURCHASE AGREEMENT, dated as of April 20, 2001 ("the Agreement"),
among Xxxxx Xxxxx & Son Incorporated, a New York corporation ("Gruss"), certain
shareholders of Mashov Gruss Investments Ltd., a corporation incorporated in the
State of Israel (the "Company"), listed on Schedule 2.02 hereto (collectively
with Gruss, the "Selling Shareholders"), and Mashov Computers Ltd., a
corporation incorporated in the State of Israel ("Buyer").
SUMMARY OF TRANSACTION
----------------------
The outstanding capital stock of the Company consists of 104 ordinary
shares, par value NIS 1.00 per share, of which Buyer holds 51 shares, the
Selling Shareholders hold, in the aggregate, 52 shares, and Xxxxxxxx Xxxxxxx (as
trustee) holds 1 share. The Company holds 1,497,766 ordinary shares, par value
NIS 0.5 per share, of Paradigm Geophysical Ltd., a corporation incorporated in
the State of Israel ("Paradigm").
Buyer desires to purchase, and the Selling Shareholders desire to transfer
and sell to Buyer, all of the ordinary shares of the Company held by the Selling
Shareholders, upon the terms and subject to the satisfaction of the conditions
set forth in this Agreement. In consideration of the foregoing, Buyer will
transfer to the Selling Shareholders, at the election of each Selling
Shareholder, either ordinary shares of Paradigm, or cash, or a combination
thereof.
In connection with this Agreement, each Selling Shareholder other than
Gruss is executing and delivering (i) a Letter of Transmittal and Custody
Agreement ("Custody Agreement") which includes, among other things, the election
of such Selling Shareholder to receive either Paradigm shares, or cash, or a
combination thereof; and (ii) a Power of Attorney which, among other things,
authorizes Xxxxx Xxxx to sell the shares of the Company held by such Selling
Shareholder.
To effect such purchase and sale and in consideration of the mutual
covenants, representations, warranties and agreements hereinafter set forth, and
intending to be legally bound hereby, the parties hereto agree as follows:
ARTICLE I
SALE OF STOCK AND TERMS OF PAYMENT
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1.01 The Sale. Upon the terms and subject to the satisfaction of the
conditions contained in this Agreement, at the Closing (as hereinafter defined),
the Selling Shareholders will sell, assign, transfer and deliver to Buyer, and
Buyer will purchase and acquire from the Selling Shareholders, an aggregate of
52 ordinary shares, par value NIS 1.00 per share, of the Company (the
"Transferred Company Shares").
1.02 Consideration. Subject to Section 1.05, upon the terms and subject to
the satisfaction of the conditions contained in this Agreement, in consideration
of the aforesaid sale, assignment, transfer and delivery of the Transferred
Company Shares, Buyer, at the election of each Selling Shareholder, either (a)
will pay to such Selling Shareholder an amount of cash, in United States dollars
(rounded down to the nearest xxxxx), equal to the product of (i) the number of
Transferred Company Shares sold, assigned and delivered to Buyer by such Selling
Shareholder, multiplied by (ii) the Conversion Ratio (as defined below),
multiplied by (iii) US$5.125 per share, and multiplied by (iv) the Tax
Adjustment Ratio (as defined below); or (b) subject to Section 1.03, will sell,
assign, transfer and deliver to such Selling Shareholder a number of ordinary
shares, par value NIS 0.5 per share, of Paradigm ("Transferred Paradigm Shares")
equal to the product of (i) the number of Transferred Company Shares sold,
assigned and delivered to Buyer by such Selling Shareholder, multiplied by (ii)
the Conversion Ratio, multiplied by (iii) the Tax Adjustment Ratio; or (c) such
combination of cash, calculated in accordance with clause (a) above, and
Transferred Paradigm Shares, calculated in accordance with clause (b) above, as
shall be requested by such Selling Shareholder and shall correspond to the total
number of Transferred Company Shares transferred by such Selling Shareholder. As
used herein, the "Conversion Ratio" is 14,401.59615 (the number of Paradigm
shares held by the Company divided by the number of Company shares outstanding)
and the "Tax Adjustment Ratio" is 0.64. (The Tax Adjustment Ratio is intended to
pass through to the Selling Shareholders the consequences to the Company, under
the income tax laws of Israel, of the transactions contemplated by this
Agreement.) Transferred Paradigm Shares may be delivered to Selling Shareholders
no later than the fifth trading day following the Closing.
1.03 No fractional shares. Buyer will not transfer fractional Transferred
Paradigm Shares under this Agreement. Each Selling Shareholder who otherwise
would have been entitled to receive a fraction of a Transferred Paradigm Share
will instead be entitled to receive an amount of cash, paid by check, calculated
as the product of such fraction multiplied by US$5.125, rounded down to the
nearest xxxxx.
1.04 Withholding taxes. Each Selling Shareholder acknowledges and agrees
that, if such Selling Shareholder is transferring a number of Transferred
Company Shares that equals or exceeds 10% of the total number of shares of the
Company outstanding, Buyer may withhold the consideration otherwise payable
under Sections 1.02 and 1.03 to the extent required by applicable law.
1.05 J Broker Commission. Each Selling Shareholder hereby instructs and
directs Buyer to pay to J Broker LLC in cash a portion of the consideration
payable to such Selling Shareholder pursuant to Section 1.02, equal to the
product of (i) the number of Transferred Company Shares sold, assigned and
delivered to Buyer by such Selling Shareholder, multiplied by (ii) the
Conversion Ratio, multiplied by (iii) the Tax Adjustment Ratio, multiplied by
(iv) US$0.05.
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ARTICLE II
REPRESENTATIONS AND WARRANTIES
OF THE SELLING SHAREHOLDERS
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As an inducement to Buyer to enter into this Agreement, each Selling
Shareholder (except with respect to Section 2.05, which is made only by Gruss)
hereby represents and warrants to Buyer that as of the date hereof and as of the
Closing Date:
2.01 Organization; Qualification. If such Selling Shareholder is a
corporation, trust, limited partnership, limited liability company or other
entity, the Selling Shareholder is duly organized, validly existing and in good
standing under the laws of its place of formation.
2.02 Title to Stock. Each Selling Shareholder owns and at the Closing will
own the Transferred Company Shares set forth opposite the name of such Selling
Shareholder on Schedule 2.02 hereto, free and clear of all pledges, security
interests, liens, charges, or other encumbrances ("Liens") or limitations
affecting its ability to vote the Transferred Company Shares or to transfer the
Transferred Company Shares to Buyer. At the Closing each Selling Shareholder
will transfer, assign and deliver good title to the Transferred Company Shares
to Buyer, free and clear of all Liens.
2.03 Authority Relative to this Agreement. The Selling Shareholder has full
legal power and authority to execute and deliver this Agreement and to
consummate the transactions contemplated hereby. This Agreement has been duly
and validly executed and delivered by the Selling Shareholder and constitutes a
valid and binding obligation of the Selling Shareholder, enforceable against it
in accordance with its terms.
2.04 Consents and Approvals; No Violation. Neither the execution and
delivery of this Agreement nor the consummation of the other transactions
contemplated by this Agreement will (a) conflict with or result in any breach of
any provision of the Certificate of Incorporation or By-Laws (or other similar
governing documents) of the Selling Shareholder, (b) require any consent,
approval, authorization or permit of, or filing with or notification to, any
governmental or regulatory authority other than those that have been made or
obtained; (c) to the best knowledge of the Selling Shareholder, result in a
default (or give rise to any right of termination, cancellation or acceleration)
under the terms, conditions or provisions of any note, bond, mortgage,
indenture, license, agreement or other instrument or obligation to which the
Selling Shareholder is a party or by which the Selling Shareholder or any of its
assets may be bound, except for such defaults (or rights of termination,
cancellation or acceleration) as to which requisite waivers or consents have
been obtained; (d) to the best knowledge of such Selling Shareholder, result in
the creation of any encumbrance, security interest, equity or right of others
upon any of the properties or assets of the Selling Shareholder or under the
terms, conditions or provisions of any agreement, instrument or obligation to
which the Selling Shareholder or any of its assets may be bound or affected; or
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(e) violate any order, writ, injunction, decree, law, statute, rule or
regulation applicable to the Selling Shareholder or any of its assets.
2.05 Transferred Company Shares. Gruss represents and warrants that the
Registration Company of Israel Bank Discount Ltd. (Street Name) is the record
holder of all of the Transferred Company Shares and that Schedule 2.02 is a
complete and accurate list of all persons who are beneficial holders of the
Transferred Company Shares through the Registration Company of Israel Bank
Discount Ltd. (Street Name).
2.06 Full Disclosure. No representation or warranty of the Selling
Shareholder and no information, Schedule or certificate furnished or to be
furnished by or on behalf of the Selling Shareholder to Buyer, its affiliates or
its agents pursuant to or in connection with this Agreement contains or will
contain any untrue statement of a material fact or omits or will omit to state a
material fact necessary in order to make the statements contained herein or
therein not misleading.
ARTICLE III
REPRESENTATIONS AND WARRANTIES OF BUYER
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Buyer represents and warrants to each Selling Shareholder as follows:
3.01 Organization; Qualification. Buyer is a corporation duly organized,
validly existing and in good standing under the laws of the State of Israel.
3.02 Title to Stock. Buyer represents that it owns and at the Closing will
own the Transferred Paradigm Shares free and clear of all Liens or limitations
affecting its ability to vote such Transferred Paradigm Shares or to transfer
the Transferred Paradigm Shares to the Selling Shareholders. At the Closing
Buyer will transfer, assign and deliver good title to Transferred Paradigm
Shares to each Selling Shareholder who has elected to receive Transferred
Paradigm Shares pursuant to Section 1.02, free and clear of all Liens.
3.03 Authority Relative to this Agreement. Buyer represents and warrants
(a) that it has full legal power and authority to execute and deliver this
Agreement and to consummate the transactions contemplated hereby and (b) that
this Agreement has been duly and validly executed and delivered by Buyer and
constitutes the valid and binding obligation of Buyer, enforceable against it in
accordance with its terms.
3.04 Consents and Approvals; No Violation. Neither the execution and
delivery of this Agreement by Buyer, the transfer by Buyer to the Selling
Shareholder of the Transferred Paradigm Shares nor the consummation of the other
transactions contemplated by this Agreement will (a) conflict with or result in
any breach of any provision of the Certificate of Incorporation or By-Laws (or
other similar governing documents) of the Buyer, (b) require
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any consent, approval, authorization or permit of, or filing with or
notification to, any governmental or regulatory authority other than those that
have been made or obtained; (c) to the best of Buyer's knowledge, result in a
default (or give rise to any right of termination, cancellation or acceleration)
under the terms, conditions or provisions of any note, bond, mortgage,
indenture, license, agreement or other instrument or obligation to which the
Buyer is a party or by which the Buyer or any of its assets may be bound, except
for such defaults (or rights of termination, cancellation or acceleration) as to
which requisite waivers or consents have been obtained; (d) to the best of
Buyer's knowledge, result in the creation of any encumbrance, security interest,
equity or right of others upon any of the properties or assets of Buyer under
the terms, conditions or provisions of any agreement, instrument or obligation
to which Buyer or any of its assets may be bound or affected; or (e) violate any
order, writ, injunction, decree, law, statute, rule or regulation applicable to
Buyer or any of its assets.
3.05 Securities Act Representations. Buyer is an Accredited Investor and is
acquiring the Transferred Company Shares for its own account for investment
purposes and not on behalf of, or with a view to a distribution to, any other
person.
3.06 Full Disclosure. No representation or warranty of Buyer and no
information, Schedule or certificate furnished or to be furnished by or on
behalf of Buyer, its affiliates their affiliates or agents pursuant to or in
connection with this Agreement contains or will contain any untrue statement of
a material fact or omits or will omit to state a material fact necessary in
order to make the statements contained herein or therein not misleading.
ARTICLE IV
THE CLOSING AND CERTAIN CLOSING DELIVERIES
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4.01 Time and Place of Closing. Upon the terms and subject to satisfaction
or waiver of the conditions contained in this Agreement, the closing of the
transactions contemplated by this Agreement (the "Closing") will take place as
of the close of business on April 20, 2001, or on such other date on which the
parties hereto agree, at the offices of Xxxxxx, Xxxxxxx & Xxxxxxx, counsel for
Buyer, or at such other place or time as the parties may agree in writing. The
effective time of the Closing is hereinafter referred to as the "Closing Date."
4.02 Deliveries by the Selling Shareholders. At the Closing, the Selling
Shareholders will deliver to Buyer the following:
(a) One Affidavit and Indemnity Agreement, in the form attached as an
exhibit to the Custody Agreement, completed and signed on behalf of each Selling
Shareholder, and notarized.
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(b) One Custody Agreement and one Power of Attorney, fully completed and
signed on behalf of each Selling Shareholder, except Gruss; and
(c) Resignations, dated the Closing Date, of the directors of the Company
who had been nominated by the Selling Shareholders.
4.03 Payment of cash by Buyer. At the Closing, Buyer will deliver the cash
portion of the consideration pursuant to Section 1.02 by sending a check, or
making a wire transfer, to each Selling Shareholder in the manner specified in
the Custody Agreement of such Selling Shareholder (or, in the case of Gruss, in
a comparable written instruction of Gruss).
ARTICLE V
POST-CLOSING COVENANTS
----------------------
5.01 Payment of Transferred Paradigm Shares by Buyer. No later than the
seventh trading day after the Closing, Buyer will deliver the Transferred
Paradigm Shares pursuant to Section 1.02 by sending share certificates to the
Selling Shareholders in the manner specified in the Custody Agreement of each
Selling Shareholder (or, in the case of Gruss, in a comparable written
instruction of Gruss). The share certificates delivered to the Selling
Shareholders shall not bear any restrictive legend under the Securities Act of
1933.
5.02 Expenses. Except as otherwise provided herein, the Selling
Shareholders and Buyer each shall bear their own costs and expenses incurred in
connection with this Agreement and the transactions contemplated hereby and
thereby. Buyer shall be responsible for the fees, commissions, expenses and
reimbursements incurred by or required to be paid to its professional advisors
and the Selling Shareholders shall be responsible for the fees, commissions,
expenses and reimbursements incurred by or required to be paid their respective
professional advisors.
5.03 Further Assurances. Subject to the terms and conditions of this
Agreement, Buyer and the Selling Shareholders will use all reasonable efforts to
take, or cause to be taken, all action, and to do, or cause to be done, all
things necessary, proper or advisable under applicable laws and regulations to
consummate and make effective the sale of the Transferred Company Shares and the
Transferred Paradigm Shares and the other transactions contemplated by this
Agreement. From time to time after the date hereof (including after the Closing
Date if requested), Buyer and the Selling Shareholders will, at their own
expense and without further consideration, execute and deliver to each other
such documents as such party may reasonably request in order more effectively to
vest in such party good title to the Transferred Company Shares and the
Transferred Paradigm Shares, as the case may be, and to more effectively
consummate the transactions contemplated by this Agreement.
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5.04 Public Announcements. Except as otherwise required by law or by the
rules of any stock exchange, Buyer and the Selling Shareholders agree that none
of them will issue any press releases or other statements with respect to this
Agreement, or the transactions contemplated hereby and thereby, without
consulting with each other before issuing any press release or otherwise making
any public statement with respect to this Agreement and the transactions
contemplated hereby and neither the Selling Shareholders nor Buyer shall issue
any such press release or make any such public statement prior to such
consultation. Gruss shall represent the Selling Shareholders for the purposes of
the consultations required by this Section 5.04.
5.05 Commissions and Fees. The Selling Shareholders and Buyer each
represent and warrant to the other that no broker, finder, financial adviser or
other person is entitled to any brokerage fees, commissions or finder's fees in
connection with the transactions contemplated hereby by reason of any action
taken by the party making such representation, except as provided in Section
1.05. The Selling Shareholders, jointly and severally, and Buyer will pay to the
other or otherwise discharge, and will indemnify and hold the other harmless
from and against, any and all claims or liabilities for all brokerage fees,
commissions and finder's fees incurred by reason of any action taken by such
party.
5.06 Securities Act Restrictions. Buyer acknowledges that the Transferred
Company Shares have not been registered for resale by Buyer pursuant to the
Securities Act and agrees that Buyer shall not resell, convey or otherwise
transfer the Transferred Company Shares except pursuant to an effective
registration statement under the Securities Act or an applicable exemption from
the registration requirements thereof.
5.07 Indemnification.
(a) Gruss agrees to save, defend and indemnify Buyer, its directors,
officers, advisors and agents, against and hold them harmless from any and all
claims, liabilities, losses, costs and expenses, of every kind, nature and
description, fixed or contingent ("Losses")(including, but not limited to,
reasonable counsel's fees and expenses in connection with any action, claim or
proceeding relating thereto or seeking enforcement of the obligations of Gruss
hereunder or under the Custody Agreement), arising out of any breach of any
breach of the duties of Gruss as custodian under the Custody Agreement.
(b) Buyer agrees to save, defend and indemnify Gruss, its directors,
officers, advisors and agents, against and hold them harmless from any and all
Losses (including, but not limited to, reasonable counsel's fees and expenses in
connection with any action, claim or proceeding relating thereto or seeking
enforcement of the obligations of Buyer hereunder) arising out of any breach of
any representation, warranty, covenant or agreement made by Buyer under this
Agreement.
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ARTICLE VI
MISCELLANEOUS PROVISIONS
------------------------
6.01 Amendment and Modification. This Agreement may be amended, modified or
supplemented only by a written instrument executed by the parties hereto.
6.02 Waiver of Compliance. Except as otherwise provided in this Agreement,
any failure of Buyer or Selling Shareholder to comply with any obligation,
covenant, agreement or condition herein may be waived by the party entitled to
the benefits thereof only by a written instrument signed by the party granting
such waiver, but any such waiver, or the failure to insist upon strict
compliance with any obligation, covenant, agreement or condition herein, shall
not operate as a waiver of, or estoppel with respect to, any subsequent or other
failure or breach.
6.03 Survival. Each and every representation, warranty, covenant and
agreement contained in this Agreement or in any document delivered pursuant to
or in connection with this Agreement shall survive the Closing and shall not be
affected by any investigation made by any party.
6.04 Notices. All notices and other communications hereunder shall be in
writing and shall be deemed given if delivered personally or by facsimile
transmission or mailed by reputable overnight delivery service or by registered
or certified mail (return receipt requested), postage prepaid, to the parties at
the following addresses (or at such other address as any party shall specify by
like notice; provided that notices of a change of address shall be effective
only upon receipt thereof):
(a) if to the Selling Shareholders to:
Xxxxx Xxxxx & Son Incorporated
00 Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xx. Xxxxxxx Xxxxxx, Executive Vice President
Phone No.: 000-000-0000
Fax No.: 000-000-0000
with a copy to:
Xxxxx Xxxx, Esq.
0000 X. 00xx Xxxxxx
Xxxxxxxx, Xxx Xxxx 00000
Phone No.: 000-000-0000
Fax No.: 000-000-0000
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(b) if to Buyer to:
Mashov Computers Ltd.
0 Xxxxxxx Xxxxxx
Xx-Xxxxxx, 00000 Xxxxxx
Attention: Xx. Xxx Xxxxxxx
Phone No.: 000-000-0-0000 201
Fax No.: 000-000-0-0000 393
with a copy to:
Xxxxxx, Xxxxxxx & Xxxxxxx
0 Xxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxx X. Xxxxxxxx, Esq.
Phone No.: 000-000-0000
Telecopier No.: 000-000-0000
6.05 Assignment. This Agreement and all of the provisions hereof shall be
binding upon and inure to the benefit of the parties hereto and their respective
heirs, executors, personal representatives, successors and permitted assigns,
but neither this Agreement nor any of the rights, interests or obligations
hereunder shall be assigned by either party hereto without the prior written
consent of the other party. Any purported assignment in violation of the
provisions hereof shall be void.
6.06 Governing Law. This Agreement shall be governed by the laws of the
State of New York (without regard to the conflict of laws principles thereof) as
to all matters, including but not limited to matters of validity, construction,
effect, performance and remedies.
6.07 Arbitration. Any dispute, controversy or claim arising out of or
relating to this Agreement or the transactions contemplated hereby shall be
settled and finally determined by arbitration in New York, New York, or at such
other location as the parties may agree, in accordance with the Commercial
Arbitration Rules of the American Arbitration Association in force at the time
of such arbitration. Judgment upon any award rendered by such an arbitration may
be rendered in any court having jurisdiction. All fees and charges of the
American Arbitration Association and of the arbitrators and all
arbitration-related costs of the parties shall be borne as the arbitrators shall
determine in their award.
6.08 Counterparts. This Agreement may be executed in any number of
counterparts, and by either party on separate counterparts, each of which as so
executed and delivered shall be deemed an original, but all of which together
shall constitute one and the same instrument,
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and it shall not be necessary in making proof of this Agreement as to any party
hereto to produce or account for more than one such counterpart executed and
delivered by such party.
6.09 Entire Agreement. This Agreement including the schedules, exhibits,
documents, certificates and instruments referred to herein and therein, embody
the entire agreement and understanding of the parties hereto in respect of the
transactions contemplated by this Agreement and supersede all prior agreements
and understandings between the parties with respect thereto.
6.10 Specific Performance.
(a) Each Selling Shareholder acknowledges that, in view of the uniqueness
of the business of the Company and the transactions contemplated hereby, Buyer
may not have an adequate remedy at law for money damages in the event that this
Agreement with respect to the sale and delivery of the Transferred Company
Shares has not been performed in accordance with its terms by such Selling
Shareholder and therefore such Selling Shareholder agrees that Buyer shall be
entitled to specific enforcement of the terms hereof with respect to the sale,
transfer and delivery of the consideration contemplated by Section 1.02 of this
Agreement and the other transactions contemplated hereby in the event of breach
by such Selling Shareholder in addition to any other remedy to which such party
may be entitled, at law or in equity, for such breach.
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IN WITNESS WHEREOF, this Agreement has been duly executed on behalf of the
parties hereto as of the date first above written.
MASHOV COMPUTERS LTD.
By: /s/ RoyMachnes
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Name: Xxx Xxxxxxx
Title:
XXXXX XXXXX & SON INCORPORATED
By: /s/ Xxxxxxx Xxxxxx
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Name: Xxxxxxx Xxxxxx
Title: Executive Vice President
XXXXXX XXXXXXX SYDRANSKI
By: /s/ Xxxxx Xxxx
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Name: Xxxxx Xxxx
Title: Attorney-in-Fact
XXXXXXXX LTD.
By: /s/ Xxxxx Xxxx
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Name: Xxxxx Xxxx
Title: Attorney-in-Fact
CHARANA HOLDINGS
By: /s/ Xxxxx Xxxx
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Name: Xxxxx Xxxx
Title: Attorney-in-Fact
XXXXXXX X. XXXXXXXXX
By: /s/ Xxxxx Xxxx
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Name: Xxxxx Xxxx
Title: Attorney-in-Fact
XXXXXX XXXXXXXXXX
By: /s/ Xxxxx Xxxx
--------------
Name: Xxxxx Xxxx
Title: Attorney-in-Fact
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XXXXXX XXXXX
By: /s/ Xxxxx Xxxx
--------------
Name: Xxxxx Xxxx
Title: Attorney-in-Fact
/s/ Xxxxx Xxxx
--------------
Xxxxx Xxxx
XXXXXX X. XXXXXXXXX
By: /s/ Xxxxx Xxxx
--------------
Name: Xxxxx Xxxx
Title: Attorney-in-Fact
XXXX ENTERPRISES
By: /s/ Xxxxx Xxxx
--------------
Name: Xxxxx Xxxx
Title: Attorney-in-Fact
XXXXX XXXXX AND XXXXXXX XXXXX J/T
ACCT.
By: /s/ Xxxxx Xxxx
--------------
Name: Xxxxx Xxxx
Title: Attorney-in-Fact
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Schedule 2.02
Transferred Company Shares
--------------------------
Selling Shareholder Transferred Company Shares
Xxxxx Xxxxx & Son Incorporated 4.905
Xxxxxx Xxxxxxx Sydranski 1.389
Xxxxxxxx Ltd. 7.091
Charana Holdings 7.091
Xxxxxxx X. Xxxxxxxxx 4.727
Xxxxxx Xxxxxxxxxx 3.431
Xxxxxx Xxxxx 7.091
Xxxxx Xxxx 1.194
Xxxxxx X. Xxxxxxxxx 4.652
Xxxx Enterprises 7.091
Xxxxx Xxxxx and Xxxxxxx Xxxxx J/T acct. 3.339
