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BAT Industries document for Province of British
Columbia 5 November 1999


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I'm referring to the one --hat's ac-tua2.ly the
operating company of the depax-t=ent stores.
"ANSWF-R: I'm on the board of two of Vie Saks
companies, and V= not sure of 1-,te titles, as to
whic-li one has the operations and which one has
the
real estate.
"QU-ZST=CN: 3u.t one of the= does have =e
operations?
"ANSWM: I'm not sure that -- let me cor--ec--
t-hat. I'm not sure that the operaticns are
included
in What sub.
"In our management role at EATUS, there are
several subsidiaries, many of which are inacttive,
the major decisions are made at t-he BATUS board
level, including review wit-h ?-he operating
company
management, and generally the operating company
management are an the boards of t~he operating
companies."
MR. MILLSON: I stand by what I said.
New, when you said ycu were on the beard of t-do
of
the Saks companies, to what boards did you refer?
A. Currently, I'm on the beard of SFA Data
Processing,
Inc., which is one of the Saks subsidiariese
Previously, I was an the board of SFA Folio
Collection, Saks & Company, Saks Fifth Avenue of
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BAT Industries document for Province of British
Columbia 5 November 1999


I Missauxi, Saks Fifth Avenue of Ohio, Saks Fifth
2 ve. I az*
A nue of Texas,.Saks Fifth Avenue of At- ta and
3 Saks Fifth Avenue, Inc. . Saks Fifth Avenue of
4 Lcuisiana, Saks Fift-h Avenue of Stanford, Saks
WhIte
5 Plains Realty Company.
6 And those Saks Fifth Avenue companies operated
7 stzres, did they not?%
a A. Most of these are real estate subsidiar4es
that he'a-`
9 the --
10 Did any of t-hem operate stores?
1-1 A. Yes.
12 Q. And did you ever attend any of the board of
directzrs
13 meetings of the company or companies that
operated
L4 the Saks stores while you were on the board?
is A. We waived the meetings.
16 So you never had a meeting?
17 A. That's correct.
And that's the typical procedure, that you do not
19 have board meetings for all of those
subsidiaries
20 that you are on, correct?
21 A. That's correct.
22 Q. Is RATUS a member
23 MR. MILLSON: Excuse me. We are at 19 minutes
24 now.
25 Is Brown Williamson part of an agreement with a
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BAT Industries document for Province of British
COIUMbia 5 November 1999


9 =-,
i nt=her of B.A.T tzbacco affiliates t= stare the
ccsz
2 of researct int= the link between s=ckinq and
disease
3 based an the volume of turnover?
4 MR. N=ZCN: I have to Object to the cruesticn
5 as well as heing irrelevant and unti=ely.
6 XUDGZ E.R-ITT: well, the untimely is overruled.
7 If ycu -=derstand the question, you can answer
a it.
9 A. I don't kncw.
10 Q. BY MR. SMITH: Brown & Willia--gon has no
insurance
ii for products liability, does it?
12 A. That's correct.
13 Q. Nor does it have any reserves set aside for
tobacco
14 products lia!;Uity, correct?
is A. That's correct.
Have you made any effort to determine whether
BATUS
17 or Brown & Williamson have, in fact, conducted
any
research intz- the link between smoking and
disease?
19 A. I'm sorry. C-culd you please repeat the
question?
20 Q. Have you made any effort to determine
whet-her BATUS
21 or Brown & Williamson have conducted any
researc.11
22 into the link between smoking and disease?
23 A. No.
24 MR. SM=-_1H: I have no further questions.
25 JMXE al.=.: A.11 right. Who is going to take
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BAT Industries document for Province of British
Columbia 5 November 1999


958
I this?
2 4R. de 'J-kAFZ: !oEr- de Haaf!, you= Rcnor.
3 XUDGE BF:TT: :tank you, Mr. de Haaff.
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BY MR. de HAAFF:
7 M--. Azentsen, am Z =r--ect that BATUS has r%ct
requested the appr=val or consent at the Exchanges
to
9 the proposed acquisition by BATUS of Fa=ers
Group,
10 Inc.?
11 A. That's corzect.
12 Q. Am I also cor--ect t!:at BATUS has not
received the
13 approval or consent of the Exchanges?
14 A. That's correct. : telieve that's correct.
15 Q. I believe you tes--':!-,ed that BA7rJS has
prepared some
16 projections for t.!,-e Exchanges. Is that
cor--ect?
17 A. That's correct-
Do those projecticr-s include projecticns of
surplus?
19 A. Yes.
20 C. Projections of pre=.iums?
21 A. Yes.
22 Have those projections* been provided to the
23 California Depar---ent of Insurance?
24 A. No.
25 Q. Have those projeczicns been produced to us
or to
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BAT Industries document for Province of British
Columbia 5 November 1999


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Q
A.
A.
ccunsel fcr Fa=ers Grzup, Inc.?
MR. K'Z:ZZCN: He 41ust said, no.
MR. KARZTC: Mr. M_4_11scn, you are not the
wit-ness.
JUDGE BR-T=: He's the witness.
MR. KITT-7 qCM: I d=nlt know that he )mows what we
produced.
JUDGE BRITT: We"-! find cut. Do you k--icw?
TEX WITNESS: As !ar as I know, they have not
been produced. I think I testified that in sc=e of
the doc=ents that were produced, 4nfcr=at_4cn that
was s--arized from thcse projections was pr=duced
and given to you.
And the reason that tl:ey were not produced, Mr.
Arentsen?
The reason is that these projecticas relate tc the
valuation of the business, and it's my
understanding
there's an ag--eament with you that that
infor=ation
need not be produced.
Is it your understand-,-g that BATUS is acquiring
the
Exchanges?
we are not acquiring t!:e Exchanges. We are
acquiring
the attorney-in-fact.
Could you, then, explain how the projection of
surplus for the Exchanqes relates to the price
that
BAT Industries document for Province of British
Columbia 5 November 1999