ownership of its theatres or properties, except those acquired from or disposed of to third parties. II. Container "II" forwards information requested in item "6" as it relates to each transaction under items "4" and "5" that occurred during the period January 1, 1964 through February 1, 1969, with specific reference to subparagraphs (a) through (j). III. In container "III" you will find the annual reports for each year from 1960 through 1968. IV. Please note that no information is submitted (1) in response to item "6(k)", as the Company has no performance evaluation reports on any persons, including the persons referred to in item “6(k)"; (2) for the two acquisitions referred to in container “I” under item "4", namely, Woodbridge Mall No. 2 and Lergood Theatre Corporation. Each of these transactions involves the acquisition of a single theatre. At the time of acquisition, the sole asset of Woodbridge Mall No. 2 was a ground lease, coupled with a building permit to construct a conventional theatre in Woodbridge, New Jersey. The principal asset of Lergood Theatre Corporation was a long term lease on the Raceway Cinema in Westbury, New York; (3) with respect to the acquisition of Educational Films, Inc.; (in this latter situation the contractual documents contain the outline and projected production details respecting a large number of training films to be produced by this subsidiary. Such information is highly confidential and would place the Company at a severe economic disadvantage if the work product were afforded to a competitor); (4) as to general records of telephone conversations, for it is not the policy of the Company's management officials to keep same. Except for information that is not available as indicated above, I believe that the enclosures comply with the Committee's request. You may if you so desire submit this letter to the Committee with material furnished. Very truly yours, HAROLD A. LIPTON, General Counsel. LAW OFFICES, WYMAN, BAUTZER, FINELL, ROTHMAN & KUCHEL, Re National General Corp. Hon. EMANUEL CELLER, Chairman, Committee on the Judiciary, DEAR MR. CHAIRMAN: Herewith, I send you (1) a copy of a letter addressed to me under date of January 14, from Mr. Bernard R. Kaufman, Associate Counsel, National General Corporation, and (2) the enclosures enumerated in Mr. Kaufman's letter. The balance of the letter is self-explanatory. In addition, I send you a copy of a letter, dated April 23, 1969, addressed to Mr. Richard A. Lydecker, President, Great American Insurance Company, from Honorable Richard E. Stewart, Superintendent of Insurance, State of New York, together with a copy of a Report on Special Examination of Declaration of Extraordinary Dividend on January 14, 1969, dated April 2, 1969, to which the letter refers. Very sincerely yours, DEAR SENATOR KUCHEL: Reference is made to your request for additional information relating to the above. With regard thereto : 1. Our files do not indicate any correspondence prior to February 20, 1968 relative to the finders fee of McDonnell & Co. relating to Educational Film Productions, Inc. 2. In our opinion, it is necessary that the material on Educational Film Productions, Inc. still be treated as confidential. The documents outline a method of developing and marketing training films which National General Corporation does not wish to be made public at this time. 3. We do not believe that Fund of Funds owns any National General Corporation stock or warrants. The appropriate transfer agents are reviewing their records and will advise definitive information as soon as possible. 4. Enclosed is a copy of National General Corporation April 3, 1969 Prospectus which has been stickered, “as of April 9, 1969". 5. As of December 31, 1969: (a) Eugene V. Klein owned 394,057 shares of National General Corporation common stock and 25,000 fractional share warrants. Such number does not include 1,404 shares owned by members of Mr. Klein's immediate family or 4,000 shares owned by a Trust of which Mr. Klein is a Trustee. (b) Irving H. Levin owned 140,633 shares of National General Corporation common stock. Such number does not include 15,292 shares owned by corporations, partnerships, or trusts of which Mr. Levin is an officer, director, stockholder, partner or trustee, or 104 shares owned by Mr. Levin's immediate family. (c) Sam Schulman owned 122,883 shares of National General Corporation common stock, which number does not include 500 shares owned by Mr. Schulman's immediate family. In addition, Messrs. Klein, Levin and Schulman all participate in National General Corporation Monthly Investment Plan which is administered by Merrill Lynch, Pierce, Fenner & Smith, Inc. As of December 31, 1969, they had each acquired approximately 120 additional shares of National General Corporation common stock pursuant to such plan and such shares are not included in the foregoing. 6. Enclosed are copies of the documents referred to as Items 1 through 7 on Pages 6 and 7 of the February 11, 1969 letter from Jerald S. Schutzbank to the Securities and Exchange Commission. 7. With respect to acquisitions since material was last submitted, enclosed are Folders numbered 1 through 7 inclusive, relating to Wygod, Weis, Florin, Inc.; Folders numbered 8 and 9 relating to Republic Indemnity Company of America; Folders numbered 10 through 12 relating to Harbor Savings & Loan Association; and, Folder No. 13 relating to Insurance Marketing Associates. Very truly yours, BERNARD R. KAUFMAN, Associate Counsel. Enclosures. (The documents referred to at p. 19 follow :) NATIONAL THEATRES & TELEVISION, INC.-LIST OF AFFILIATED COMPANIES AS AT JAN. 1, 1960 NATIONAL THEATRES & TELEVISION, INC.-LIST OF AFFILIATED COMPANIES AS AT JAN. 1, 1960-Continued 1 Name changed to National General Corp. on Mar. 1, 1962. * Merged or liquidated subsequent to Jan. 1, 1960, into parent or affiliated subsidiary. Assets distributed to shareholders prior to dissolution in February 1967. Acquired remaining 50 percent interest in May 1963 and subsequently merged into an affiliated subsidiary. • Name changed to NGC Amusement Corp. on Aug. 17, 1967. 7 Acquired approximately 87 percent stock interest in April 1959. In late 1960 a dividend of 844,875 shares of Nationa Telefilm Associates, Inc., was paid and distributed to National General Corp, shareholders, whereupon National Telefilm Associates, Inc., ceased to be a majority-owned subsidiary of National General Corp. Prior to Jan. 1, 1969, National General Corp. disposed of all its remaining shares of National Telefilm Associates, Inc. Sold assets in August 1960 prior to liquidation. Sold in May 1967. 10 Inactive. NATIONAL GENERAL CORP., PERSONNEL WHOSE MANAGEMENT FUNCTIONS HAVE INCLUDED RESPONSIBILITY FOR IDENTIFICATION, DEVELOPMENT, EVALUATION, AND FINAL DECISION ON MERGER OR ACQUISITION TRANSACTIONS DURING THE PERIOD FROM MARCH 9, 1961, THROUGH FEBRUARY 1, 1969 (Eugene V. Klein, Irving H. Levin, Samuel Schulman, Harold A. Lipton, Alan May) NATIONAL GENERAL CORPORATION List of Corporations of which National General acquired or disposed of 50% or more of the voting stock during the period January 1, 1960 to January 1, 1969. ACQUISITIONS FROM JANUARY 1, 1960, TO JANUARY 1, 1964 Designed Facilities Corporation (formerly Mobile Rentals Corporation).—Acquired 100% of stock in exchange for NGC stock-February 1963. Mission Pak, Inc. Acquired a minority interest for cash. Subsequently acquired assets and business in exchange for NGC stock. West Coast Hollywood Theatres-Purchased outside 50% of capital stockMay 1963. DISPOSITIONS FROM JANUARY 1, 1960, TO JANUARY 1, 1964 National Telefilm Associates, Inc.-In August 1960 National General declared a dividend consisting of 844,875 shares of National Telefilm stock which reduced National General's ownership from approximately 87% to less than 50%. Vermont Avenue Theatre Corporation-Entire capital stock sold March 1960. ACQUISITIONS FROM JANUARY 1, 1964, TO JANUARY 1, 1969 Columbia Savings and Loan Association-95% of stock acquired in exchange for NGC debentures & warrants-Aug. 1964. Williamsport-Lycoming Corporation-Acquired 50% of stock for cash and 50% of stock in exchange for stock of Bluefield Cable Corporation (NGC subsidiary)-December 1964. Sunset-Fox Plaza, Inc.-Acquired 100% of stock-February 1966. Banner Productions, Inc. and affiliates—Acquired 100% of stock in exchange for Series A & Series B Preferred Stock-December 1967. Grosset & Dunlap, Inc.-Acquired 100% of stock for cash-principally in March 1968. Educational Film Productions, Inc.-Acquired 100% of stock for cash-August 1968. Great American Holding Corporation-Acquired 7% of stock for cash in June 1968, and 68% of stock in exchange for NGC debentures and warrants in September and October 1968. Lergood Theatre Corporation-Acquired 100% of stock for warrants-December, 1968. DISPOSITIONS FROM JANUARY 1, 1964, TO JANUARY 1, 1969 Bluefield Cable Corporation-Exchanged 100% of stock for 50% of Williamsport-Lycoming Corporation stock-December 1964. Greenborough Corporation-100% of stock sold-February 1966. Alpena, Biloxi, Hattisburg & Logan CATV Systems sold on September 1, 1966. Williamsport Cable Company-100% stock sold (after merger with Williamsport-Lycoming Corporation on 9/30/66)-May 1967. Fox Overseas Theatres Corporation-50% of stock (entire NGC interest) sold-June 1967. Designed Faciilties Corporation-100% of stock sold July 1968. Under Item 5 there is only one abandoned merger or acquisition: Warner Bros.Seven Arts Limited. |