Exhibit 10.57
Execution Copy
PREFERRED STOCK PURCHASE AGREEMENT
among
SEER TECHNOLOGIES, INC.,
WELSH, CARSON, XXXXXXXX & XXXXX VI, L.P.
and
THE SEVERAL OTHER PURCHASERS LISTED ON SCHEDULE I HERETO
Dated as of April 27, 1998
TABLE OF CONTENTS
Page
ARTICLE I. PURCHASE AND SALE OF SHARES 1
SECTION 1.01 Issuance, Sale and Delivery of the Shares 1
SECTION 1.02 Closing Date 2
ARTICLE II. REPRESENTATIONS AND WARRANTIES OF THE COMPANY 2
SECTION 2.01 Organization, Qualifications and Corporate Power 2
SECTION 2.02 Authorization of Agreements, Etc. 2
SECTION 2.03 Validity 3
SECTION 2.04 Authorized Capital Stock 3
SECTION 2.05 Financial Statements 3
SECTION 2.06 Disclosure 4
SECTION 2.07 Actions Pending 4
ARTICLE III. REPRESENTATIONS AND WARRANTIES OF THE PURCHASERS 4
ARTICLE IV. CONDITIONS TO THE OBLIGATIONS OFTHE PURCHASERS AND
THE COMPANY 5
SECTION 4.01 Conditions to the Obligations of the Purchasers 5
SECTION 4.02 Conditions to the Obligations of the Company 6
ARTICLE V. COVENANTS OF THE COMPANY 7
SECTION 5.01 Certain Registration Rights 7
SECTION 5.02 Availability of Rule 144 7
SECTION 5.03 Payment on Credit Agreement and Reduction
of Guaranty 8
ARTICLE VI. MISCELLANEOUS 8
SECTION 6.01 Expenses 8
SECTION 6.02 Survival of Agreements 8
SECTION 6.03 Brokerage 8
SECTION 6.04 Parties in Interest 8
SECTION 6.05 Notices 8
SECTION 6.06 Law Governing 9
SECTION 6.07 Entire Agreement 9
SECTION 6.08 Counterparts 9
INDEX TO SCHEDULES
Schedule Description
I Purchasers
2.06 Amendments and Supplements
INDEX TO EXHIBITS
Exhibit
A Certificate of Designation of Series B Preferred Stock
PREFERRED STOCK PURCHASE AGREEMENT, dated as of April 27, 1998, among
SEER TECHNOLOGIES, INC., a Delaware corporation (the "Company"), WELSH,
CARSON, XXXXXXXX & XXXXX VI, L.P., a Delaware limited partnership ("WCAS VI"),
and the several other purchasers listed on Schedule I hereto (such other
purchasers together with WCAS VI being herein referred to individually as a
"Purchaser" and collectively the "Purchasers").
WHEREAS, after giving effect to the filing of a Certificate of
Designation of the Company in the form annexed hereto as Exhibit A (the
"Certificate of Designation"), the Company shall designate shares of Series B
Convertible Preferred Stock ("Series B Preferred Stock") from the Company's
authorized 10,000,000 shares of Preferred Stock, par value $.01 per share (the
"Preferred Stock");
WHEREAS, the Company wishes to issue and sell to the Purchasers shares of
Series B Preferred Stock for an aggregate purchase price of $5,000,000 (the
"Purchase Price"); and
WHEREAS, the Purchasers wish to purchase said shares of Series B
Preferred Stock, all on the terms and subject to the conditions hereinafter
set forth;
NOW, THEREFORE, in consideration of the premises and the mutual covenants
herein contained, the parties hereby agree as follows:
I.
PURCHASE AND SALE OF SHARES
SECTION I.1 Issuance, Sale and Delivery of the Shares. On the Closing
Date (as defined below), the Company shall issue and sell to the Purchasers,
and each Purchaser shall purchase from the Company, the number of authorized
but unissued shares of Series B Preferred Stock, rounded to the nearest whole
share (said aggregate shares being purchased by the Purchasers being herein
collectively called the "Shares"), obtained by dividing the amount set forth
opposite the name of such Purchaser in Schedule I hereto under the heading
"Purchase Price", by the Average Share Price (as defined below), and the
Company shall issue and deliver to each Purchaser stock certificates in
definitive form, registered in the name of such Purchaser, representing the
Shares being purchased by such Purchaser hereunder.
(1) The price per Share to be paid by each Purchaser on the Closing Date
(the "Average Share Price") shall be determined by taking the average of the
last reported sales price per share of Common Stock, par value $.01 per share
("Common Stock"), of the Company quoted by the National Association of
Securities Dealers Automated Quotation System for the twenty (20) consecutive
trading days beginning on April 13, 1998.
(2) As payment in full for the Shares being purchased by each Purchaser
hereunder, and against delivery of the stock certificates therefor as
aforesaid, on the Closing Date each Purchaser shall wire transfer to the
account of the Company in immediately available funds the sum set forth
opposite the name of such Purchaser in Schedule I hereto under the heading
"Purchase Price".
SECTION I.2 Closing Date. The closing of the sale and purchase of the
Shares shall take place at the offices of Reboul, MacMurray, Xxxxxx, Xxxxxxx &
Kristol, 00 Xxxxxxxxxxx Xxxxx, Xxx Xxxx, Xxx Xxxx, at 10 a.m., New York time,
on April 27, 1998, or at such other date and time as may be mutually agreed
upon between the Purchasers and the Company (such date and time of closing
being herein called the "Closing Date").
II.
REPRESENTATIONS AND WARRANTIES OF THE COMPANY
The Company represents and warrants to the Purchasers as follows:
SECTION II.1 Organization, Qualifications and Corporate Power. The
Company is a corporation duly incorporated, validly existing and in good
standing under the laws of the State of Delaware and is duly licensed or
qualified to transact business as a foreign corporation and is in good
standing in each jurisdiction in which the nature of its business or the
ownership of its properties makes such licensing or qualification necessary,
except where the failure to be so licensed or qualified would not have a
material adverse effect on the operations or financial condition of the
Company. The Company has the corporate power and authority to own and hold
its properties and to carry on its business as currently conducted, to
execute, deliver and perform this Agreement and to issue, sell and deliver the
Shares.
SECTION II.2 Authorization of Agreements, Etc. (1) The execution and
delivery by the Company of this Agreement and the performance by the Company
of its obligations hereunder have been duly authorized by all requisite
corporate action and will not violate any provision of law, any order of any
court or other agency of government, the Restated Certificate of Incorporation
or By-laws of the Company, or any provision of any indenture, agreement or
other instrument by which the Company or any of its subsidiaries or any of
their respective properties or assets is bound, or conflict with, result in a
breach of or constitute (with due notice or lapse of time or both) a default
under any such indenture, agreement or other instrument, or result in the
creation or imposition of any lien, charge or encumbrance of any nature
whatsoever upon any of the properties or assets of the Company or any of its
subsidiaries.
(2) The Shares have been duly authorized and designated, and when issued
in accordance with the terms of this Agreement, will be validly issued, fully
aid and nonassessable shares of Series B Preferred Stock. The issuance, sale
and delivery of the Shares are not subject to any preemptive rights of
stockholders of the Company or to any right of first refusal or other similar
right in favor of any person.
SECTION II.3 Validity. This Agreement has been duly executed and
delivered by the Company and constitutes the legal, valid and binding
obligation of the Company, enforceable in accordance with its terms.
SECTION II.4 Authorized Capital Stock. (1) On the date hereof, the
authorized capital stock of the Company consists of 30,000,000 shares of
Common Stock and 10,000,000 shares of Preferred Stock of which 2,094,143
shares are designated Series A Convertible Preferred Stock (the "Series A
Preferred Stock"). After giving effect to the filing of the Certificate of
Designation, a number of shares of Preferred Stock equal to 5,000,000 divided
by the Average Share Price shall have been designated Series B Preferred
Stock. As of the date hereof, immediately prior to giving effect to the
purchase and sale of the Shares as contemplated hereby, 11,944,689 shares of
Common Stock and 2,094,143 shares of Series A Preferred Stock are validly
issued and outstanding, fully paid and nonassessable.
(2) Except for the transactions contemplated herein or as set forth in
the Company's Form 10-K for the 1997 fiscal year or the Company's Form 10-Q
for the first quarter ended December 31, 1997 referred to in Section 2.06
hereof, (i) no subscription, warrant, option, convertible security or other
right (contingent or other) to purchase or acquire any shares of any class of
capital stock of the Company is authorized or outstanding, (ii) there is not
any commitment of the Company to issue any shares, warrants, options or other
such rights or to distribute to holders of any class of its capital stock any
evidences of indebtedness or assets, and (iii) the Company has no obligation
(contingent or other) to purchase, redeem or otherwise acquire any shares of
its capital stock or any interest therein or to pay any dividend or make any
other distribution in respect thereof.
SECTION II.5 Financial Statements. The Company has heretofore furnished
to the Purchasers: (i) the audited consolidated balance sheet of the Company
and its subsidiaries as of September 30, 1997, and the related consolidated
statements of operations, changes in stockholders' equity and cash flows for
the year then ended, certified by Coopers & Xxxxxxx L.L.P., independent
certified public accountants, and (ii) the unaudited consolidated balance
sheet of the Company and its subsidiaries as of December 31, 1997, and the
related unaudited consolidated statements of operations, changes in
stockholders' equity and cash flows for the three month period then ended,
certified by the principal financial officer of the Company. All such
financial statements (including any related schedules and/or notes, if any)
are complete and correct in all material respects and have been prepared in
accordance with generally accepted accounting principles consistently applied.
Each such balance sheet fairly and accurately presents the financial position
of the Company and its subsidiaries as of its date, and each of said
statements of operations, changes in stockholders' equity and cash flows
fairly and accurately presents the results of operations of the Company and
its subsidiaries for the period covered thereby, subject, in the case of
unaudited financial statements, to normal year-end adjustments which are not,
in the aggregate, material. Since December 31, 1997, neither the business,
operations, property nor financial condition of the Company and its
subsidiaries, taken as a whole, have been materially adversely affected by any
occurrence or development known to the Company, whether or not insured
against.
SECTION II.6 Disclosure. Neither the Company's Annual Report on Form
10-K for the year ended September 30, 1997 nor its Quarterly Report on Form
10-Q for the first quarter ended December 31, 1997 contains any untrue
statement of material fact, or omits to state any material fact necessary in
order to make the statements contained therein, in light of the circumstances
under which they were made, not misleading. Neither this Agreement nor any of
the schedules, attachments, written statements, documents, certificates or
other items delivered by the Company to the Purchasers pursuant to this
Agreement contain any untrue statement of material fact, or omit to state any
material fact necessary in order to make the statements contained therein, in
light of the circumstances under which they were made, not misleading. The
Company has furnished the Purchasers with an accurate and complete copy of its
annual report on Form 10-K for the 1997 fiscal year and of all other reports
or documents required to be filed by the Company pursuant to Section 13(a) or
15(d) of the Securities Exchange Act of 1934, as amended, and the rules and
regulations of the Commission thereunder (the "Exchange Act"), since the
filing of the most recent annual report to its stockholders. The Company has
made all filings with the Securities and Exchange Commission (the
"Commission") that it has been legally required to make. Except as disclosed
in Schedule 2.06 attached hereto, the Company has not received any request
from the Commission to file any amendment or supplement to any of the reports
described in this Section 2.06.
SECTION II.7 Actions Pending. Except as set forth in the Company's Form
10-K for the 1997 fiscal year or the Company's Form 10-Q for the first quarter
ended December 31, 1997 referred to in Section 2.06 hereof, there is no
action, suit, proceeding or, to the knowledge of the Company, investigation
pending or, to the knowledge of the Company, threatened against or affecting
the Company or any of its subsidiaries or any of their respective properties
or rights before any court or by or before any governmental body or
arbitration board or tribunal, the outcome of which might result in any
material adverse effect on the business, prospects, operations, property or
financial condition of the Company or any of its subsidiaries, taken as a
whole. To the knowledge of the Company, there does not exist any basis for
any such action, suit, investigation or proceeding.
III.
REPRESENTATIONS AND WARRANTIES OF THE PURCHASERS
Each Purchaser represents and warrants to the Company that it is
acquiring the Shares being purchased by it hereunder for its own account for
the purpose of investment and not with a view to, or for sale in connection
with, any distribution thereof. Each Purchaser further represents that it
understands that (i) the Shares have not been registered under the Securities
Act of 1933, as amended (the "Securities Act"), by reason of their issuance in
a transaction exempt from the registration requirements of the Securities Act
pursuant to Section 4(2) thereof, (ii) the Shares must be held indefinitely
unless a subsequent disposition thereof is registered under the Securities Act
or is exempt from such registration, (iii) the Shares will bear a legend to
such effect and (iv) the Company will make a notation on its transfer books to
such effect. Each Purchaser further understands that the exemption from
registration afforded by Rule 144 under the Securities Act depends on the
satisfaction of various conditions and that, if applicable, Rule 144 affords
the basis of sales of the Shares (or of the shares of Common Stock issuable
upon conversion thereof) in limited amounts under certain conditions. Each
Purchaser acknowledges that it has had a full opportunity to request from the
Company to review and has received all information deemed relevant in making a
decision to enter into this Agreement and consummate the transactions
contemplated hereby.
IV.
CONDITIONS TO THE OBLIGATIONS
OF THE PURCHASERS AND THE COMPANY
SECTION IV.1 Conditions to the Obligations of the Purchasers. The
obligation of each Purchaser to purchase and pay for the Shares being
purchased by it hereunder on the Closing Date is, at its option, subject to
the satisfaction, on or before such date, of the following conditions:
(1) Representations and Warranties to be True and Correct. The
representations and warranties contained in Article II hereof shall be true
and correct on and as of the Closing Date with the same force and effect as
though such representations and warranties had been made on and as of such
date, and the Company shall have certified to such effect to the Purchasers in
writing.
(2) Performance. The Company shall have performed and complied with all
agreements and conditions contained herein required to be performed or
complied with by it prior to or at the Closing Date, and the Company shall
have certified to such effect to the Purchasers in writing.
(3) Credit Line Agreement. The $12,500,000 Credit Agreement (the
"Credit Agreement"), dated as of July 15, 1996, as amended by that certain
First Amendment To Credit Agreement, dated as of March 27, 1997, between the
Company and NationsBank, N.A., a national banking association ("NationsBank"),
shall have been increased by $4,500,000 (the "Increased Amount") to
$17,000,000 and shall be in full force and effect and the Second Amendment To
Credit Agreement (the "Second Amendment To Credit Agreement") between the
Company and NationsBank shall have been executed and delivered by the Company
and NationsBank and shall be in full force and effect.
(4) Guaranty Agreement. The Agreement (the "Second Guaranty Agreement")
between the Company and WCAS VI pursuant to which (i) WCAS VI shall agree to
execute a guaranty in connection with the Increased Amount and certain
liabilities and obligations (the "Hedge Amount") of the Company to NationsBank
or one of its affiliates pursuant to "Hedge" Agreements for an additional
aggregate amount of $5,000,000 in order to protect and enhance its existing
substantial equity investment in the Company and to induce NationsBank to
increase the funds available under the Credit Agreement, and (ii) the Company
shall agree to issue to WCAS VI in recognition for the additional financial
risk assumed by WCAS VI in guaranteeing the Increased Amount and the Hedge
Amount (and not as compensation or a payment for any services or otherwise in
connection with the pursuit of a trade or business) 30,000 shares (the
"Additional Guaranty Shares") of Common Stock, shall have been executed and
delivered by the Company and shall be in full force and effect.
(5) Additional Guaranty Shares. The Additional Guaranty Shares shall
have been issued and delivered to WCAS VI pursuant to the Second Guaranty
Agreement.
(6) Extension of Revolver. The maturity date of the Loan and Security
Agreement, dated as of March 26, 1997, between the Company and Greyrock
Business Credit, a division of NationsCredit Commercial Corporation, shall
have been extended until at least one year from the Closing Date.
(7) Certificate of Designation. The Certificate of Designation shall
have been adopted by the Company by all necessary action of the Board of
Directors, and shall have been duly filed with the Secretary of State of
Delaware and become legally effective.
(8) All Proceedings to be Satisfactory. All corporate and other
proceedings to be taken by the Company in connection with the transactions
contemplated hereby and all documents incident thereto shall be satisfactory
in form and substance to the Purchasers and the Purchasers shall have received
all such counterpart originals or certified or other copies of such documents
as it may reasonably request, including, without limitation, certified copies
of the resolutions of the Board of Directors of the Company approving and
authorizing the execution, delivery and performance of this Agreement and the
issue, sale and delivery of the Shares.
All such documents shall be satisfactory in form and substance to the
Purchasers.
SECTION IV.2 Conditions to the Obligations of the Company. The
obligation of the Company to sell the Shares on the Closing Date is, at its
option, subject to the satisfaction, on or before the Closing Date, of the
following conditions:
(1) Increased Credit Agreement. The Credit Agreement shall have been
amended to reflect the Increased Amount and shall be in full force and effect.
(2) Guaranty Agreement. The Second Guaranty Agreement shall have been
executed and delivered by WCAS VI and shall be in full force and effect.
(3) Guaranty. The Amended and Restated Guaranty (the "Amended
Guaranty") by WCAS VI in favor of NationsBank shall have been executed and
delivered and shall be in full force and effect.
(4) Certificate of Designation. The Certificate of Designation shall
have been adopted by the Company by all necessary action of the Board of
Directors, and shall have been duly filed with the Secretary of State of
Delaware and become legally effective.
V.
COVENANTS OF THE COMPANY
SECTION V.1 Certain Registration Rights. The Company hereby affirms and
agrees that the registration rights granted to the Purchasers and certain
other stockholders of the Company as set forth in Section 12 of the Preferred
Stock Purchase Agreement dated as of March 7, 1990, among the Company and
International Business Machines, CS First Boston Securities Corporation and
the other parties named therein, as amended by, among other things, the
Securities Purchase Agreement dated as of September 30, 1994, among the
Company, WCAS Capital Partners II, L.P and the several securityholders named
in Annexes I and II thereto and the Preferred Stock Purchase Agreement, dated
as of July 31, 1996, among the Company, WCAS VI and the several other
purchasers named in Schedule I thereto (said Section 12, as amended, herein
referred to as the "Registration Rights Agreement"), shall be deemed to
continue in full force and effect, provided, however, that the term
"Registration Shares" shall be modified to include (i) any shares of Common
Stock issuable upon conversion of the shares of Series B Preferred Stock
issued to the Purchasers pursuant to this Agreement, (ii) any shares of Common
Stock issued to WCAS VI pursuant to the Second Guaranty Agreement, and (iii)
any securities issued or issuable with respect to any shares of Series B
Preferred Stock or Common Stock referred to in clause (i) or (ii) by way of
stock dividend or stock split or in connection with any merger, consolidation
or other reorganization or otherwise.
SECTION V.2 Availability of Rule 144. So long as there are Registration
Shares (as defined in the Registration Rights Agreement) outstanding, the
Company hereby covenants and agrees that it shall file the reports required to
be filed by it under the Securities Act and the Exchange Act and the rules and
regulations adopted by the Commission thereunder, to the extent required from
time to time to enable any holder of Registration Shares to sell such
Registration Shares without registration under the Securities Act within the
limitation of the exemptions provided by Rule 144 or any similar rule or
regulation allowing such holders to sell without registration under the
Securities Act, as such Rule may be amended from time to time; provided,
however, that so long as there are Registration Shares outstanding, the
Company shall continue to file such reports as may be required to satisfy the
requirements of Rule 144(c) even if not required to do so pursuant to the
Exchange Act.
SECTION V.3 Payment on Credit Agreement and Reduction of Guaranty. The
Company hereby affirms and agrees that, in the event either (a) it issues
equity securities, in addition to those outstanding immediately after the
consummation of the transactions contemplated in this Agreement, that have a
value of $5,000,000 or more or (b) it enters into a contractual agreement for
providing services pursuant to which it receives an advance payment of
$5,000,000 or more, it shall use at least $5,000,000 of such funds to
permanently reduce its Commitment (as defined in the Credit Agreement) under
the Credit Agreement (as amended by the Second Amendment To Credit Agreement).
In the event that either (a) or (b) above occurs, the Company shall use
its best efforts to assist WCAS VI in reducing the Guaranty (as amended by
the Amended Guaranty) issued in connection with the Credit Agreement by at
least $5,000,000.
VI.
MISCELLANEOUS
SECTION VI.1 Expenses. Each party hereto will pay its own expenses in
connection with the transactions contemplated hereby, whether or not such
transactions shall be consummated.
SECTION VI.2 Survival of Agreements. All covenants, agreements,
representations and warranties made herein shall survive the execution and
delivery of this Agreement and the issuance, sale and delivery of the Shares
pursuant hereto, and all statements contained in any certificate or other
instrument delivered by the Company hereunder shall be deemed to constitute
representations and warranties made by the Company.
SECTION VI.3 Brokerage. The Company, on the one hand, and the
Purchasers, on the other hand, shall indemnify and hold harmless the other
against and in respect of any claim for brokerage or other commissions
relative to this Agreement or to the transactions contemplated hereby, based
in any way on agreements, arrangements or understandings made or claimed to
have been made by such party with any third party.
SECTION VI.4 Parties in Interest. All covenants, agreements,
representations and warranties contained in this Agreement by or on behalf of
the parties hereto shall bind and inure to the benefit of the respective
successors and assigns of the parties hereto whether so expressed or not.
SECTION VI.5 Notices. All notices, requests, consents and other
communications hereunder shall be in writing and shall be sent by national
overnight courier service or certified mail, return receipt requested, in each
case with postage prepaid, addressed as follows:
(1) if to the Company, at 0000 Xxxxxxx Xxxxxxx, Xxxx, Xxxxx Xxxxxxxx
00000, Attention: President; and
(2) if to the Purchasers, to their addresses as set forth on Schedule I
hereto;
or, in any such case, at such other address or addresses as shall have been
furnished in writing by such party to the others.
SECTION VI.6 Law Governing. This Agreement shall be governed by and
construed in accordance with the laws of the State of New York.
SECTION VI.7 Entire Agreement. This Agreement constitutes the entire
agreement of the parties with respect to the subject matter hereof and may not
be modified or amended except in writing.
SECTION VI.8 Counterparts. This Agreement may be executed in two or
more counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the Company and the Purchasers have executed this
Agreement as of the day and year first above written.
SEER TECHNOLOGIES, INC.
By /s/ Xxxxxx Xxxxxxxxxxx
Name: Xxxxxx Xxxxxxxxxxx
Title: Co-President & CFO
WELSH, CARSON, XXXXXXXX
& XXXXX VI, L.P.
By WCAS VI Partners, L.P., General
Partner
By /s/ Xxxxx XxxXxxxx
General Partner
WCAS INFORMATION PARTNERS, L.P.
By WCAS INFO Partners,
General Partner
By /s/ Xxxxx XxxXxxxx
General Partner
*
Xxxxxxx X. Xxxxx
*
Xxxxxxx X. Xxxxxx
*
Xxxxx X. Xxxxxxxx
*
Xxxxxxx X. Xxxxx
*
Xxxxxx X. Xxxx
*
Xxxxxx X. XxXxxxxxx
/s/ Xxxxx XxxXxxxx
Xxxxx XxxXxxxx, individually
and as attorney-in-fact*
*
Xxxxx X. Xxxxxx
DELAWARE CHARTER TRUST CO., as
Trustee for the Benefit of the
XXX Rollover of Xxxxx X. Xxxxxx
By /s/ Xxxxx X. Xxxxxx
*
Xxxxxx X. Xxxxxxxxx
*
Xxxxxxx X. xx Xxxxxx
TRUST U/A DATED 11/26/84 for the
Benefit of Xxxx Xxxxx (Xxxxx
Xxx Xxxxx, Trustee)
By /s/ Xxxxx X. Xxxxx
TRUST U/A DATED 11/26/84 for the
Benefit of Xxxxxxx Xxxxx (Xxxxx
Xxx Xxxxx, Trustee)
By /s/ Xxxxx X. Xxxxx
TRUST U/A DATED 11/26/84 for the
Benefit of Xxxxxxxx Xxxxx (Xxxxx
Xxx Xxxxx, Trustee)
By /s/ Xxxxx X. Xxxxx
/s/ Xxxxx X. Xxxxxx
Xxxxx X. Xxxxxx
REBOUL, MACMURRAY, XXXXXX, XXXXXXX
& KRISTOL
By /s/ Xxxxxx X. Xxxxxx
Schedule I
Series B Preferred Stock Purchasers
Name of Purchaser Purchase Price
Welsh, Carson, Xxxxxxxx & Xxxxx VI, L.P. $ 4,724,210
WCAS Information Partners, L.P. 56,451
Xxxxxxx X. Xxxxx 28,226
TRUST U/A DATED 11/26/84 for the 4,032
Benefit of Xxxx Xxxxx (Xxxxx Xxx Xxxxx, Trustee)
TRUST U/A DATED 11/26/84 for the 4,032
Benefit of Xxxxxxx Xxxxx (Xxxxx Xxx Xxxxx, Trustee)
TRUST U/A DATED 11/26/84 for the 4,032
Benefit of Xxxxxxxx Xxxxx (Xxxxx Xxx Xxxxx, Trustee)
Xxxxxxx X. Xxxxxx 40,321
Xxxxx X. Xxxxxxxx 40,321
Xxxxxxx X. Xxxxx 16,126
Xxxxxx X. Xxxx 9,676
Xxxxxx X. XxXxxxxxx 8,064
Xxxxx XxxXxxxx 1,612
Xxxxx X. Xxxxxx 12,096
Delaware Charter Trust Co., as Trustee for 4,032
the Benefit of the XXX Rollover of Xxxxx X. Xxxxxx
Xxxxxx X. Xxxxxxxxx 20,160
Xxxxxxx X. xx Xxxxxx 2,418
Xxxxx X. Xxxxxx 16,128
Reboul, MacMurray, Xxxxxx, Xxxxxxx & Kristol 8,064
TOTAL: $5,000,000