-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ev/YFkgvbVRqv7yORuYeYDnE0fw/tTHsKs4Qr6ZicngGNUdaCVkPrNc7jYd7+Vc6 nodcyr4eQS5/ExvqxBRzNQ== 0000906344-97-000079.txt : 19970613 0000906344-97-000079.hdr.sgml : 19970613 ACCESSION NUMBER: 0000906344-97-000079 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970612 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ADAMS EXPRESS CO CENTRAL INDEX KEY: 0000002230 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 134912740 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-51101 FILM NUMBER: 97622916 BUSINESS ADDRESS: STREET 1: SEVEN ST PAUL ST STE 1140 CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4107525900 MAIL ADDRESS: STREET 1: 7 ST PAUL STREET SUITE 1140 CITY: BALTIMORE STATE: MD ZIP: 21202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HOWARD RICE NEMEROVSKI CANADY FALK & RABKIN CENTRAL INDEX KEY: 0000906344 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 3 EMBARCADERO CTR 7TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94111-4065 BUSINESS PHONE: 4154341600 FORMER COMPANY: FORMER CONFORMED NAME: HOWARD RICE NEMEROVSKI CANADY ROBERTSON & FALK DATE OF NAME CHANGE: 19930601 SC 13D 1 SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. __)* The Adams Express Company (Name of Issuer) Common Stock (Title of Class of Securities) 006212104 (CUSIP Number) Erik E. Bergstrom P.O. Box 126, Palo Alto, CA 94302 (415) 323-0596 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 3, 1997 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (the "Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 19 Exhibit Index Located on Page 18 CUSIP No. 006212104 SCHEDULE 13D Page 2 of 19 1 Name of Reporting Person Erik E. Bergstrom SS or IRS Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Source of Funds Inapplicable 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization USA 7 Sole Voting Power 0 NUMBER OF 8 Shared Voting Power 2,435,624* SHARES BENEFICIALLY OWNED BY EACH 9 Sole Dispositive Power 0 REPORTING PERSON WITH 10 Shared Dispositive Power 2,435,624* 11 Aggregate Amount Beneficially Owned by Each Reporting Person 2,435,624* 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [x]* 13 Percent of Class Represented by Amount in Row 11 5.1%* 14 Type of Reporting Person IN * See response to Item 5. CUSIP No. 006212104 SCHEDULE 13D Page 3 of 19 1 Name of Reporting Person Erik E. Bergstrom Living Trust U/A Dated 12/6/74 SS or IRS Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Source of Funds PF, OO 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization California 7 Sole Voting Power 0 NUMBER OF 8 Shared Voting Power 875,100 SHARES BENEFICIALLY OWNED BY EACH 9 Sole Dispositive Power 0 REPORTING PERSON WITH 10 Shared Dispositive Power 875,100 11 Aggregate Amount Beneficially Owned by Each Reporting Person 875,100 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 1.8% 14 Type of Reporting Person OO CUSIP No. 006212104 SCHEDULE 13D Page 4 of 19 1 Name of Reporting Person Edith H. Bergstrom SS or IRS Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Source of Funds Inapplicable 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization USA 7 Sole Voting Power 0 NUMBER OF 8 Shared Voting Power 4,800 SHARES BENEFICIALLY OWNED BY EACH 9 Sole Dispositive Power 0 REPORTING PERSON WITH 10 Shared Dispositive Power 4,800 11 Aggregate Amount Beneficially Owned by Each Reporting Person 4,800 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 0.0% 14 Type of Reporting Person IN CUSIP No. 006212104 SCHEDULE 13D Page 5 of 19 1 Name of Reporting Person Edith H. Bergstrom Living Trust U/A Dated 12/6/74 SS or IRS Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Source of Funds OO 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization California 7 Sole Voting Power 0 NUMBER OF 8 Shared Voting Power 4,800 SHARES BENEFICIALLY OWNED BY EACH 9 Sole Dispositive Power 0 REPORTING PERSON WITH 10 Shared Dispositive Power 4,800 11 Aggregate Amount Beneficially Owned by Each Reporting Person 4,800 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 0.0% 14 Type of Reporting Person OO CUSIP No. 006212104 SCHEDULE 13D Page 6 of 19 1 Name of Reporting Person Bergstrom Advisers, Inc. SS or IRS Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Source of Funds OO 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware 7 Sole Voting Power 0 NUMBER OF 8 Shared Voting Power 1,355 SHARES BENEFICIALLY OWNED BY EACH 9 Sole Dispositive Power 0 REPORTING PERSON WITH 10 Shared Dispositive Power 1,355 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,355 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 0.0% 14 Type of Reporting Person CO, IA CUSIP No. 006212104 SCHEDULE 13D Page 7 of 19 1 Name of Reporting Person Federal United Corporation SS or IRS Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Source of Funds PF, OO 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization Delaware 7 Sole Voting Power 0 NUMBER OF 8 Shared Voting Power 31,240 SHARES BENEFICIALLY OWNED BY EACH 9 Sole Dispositive Power 0 REPORTING PERSON WITH 10 Shared Dispositive Power 31,240 11 Aggregate Amount Beneficially Owned by Each Reporting Person 31,240 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 0.1% 14 Type of Reporting Person CO CUSIP No. 006212104 SCHEDULE 13D Page 8 of 19 1 Name of Reporting Person Erik E. and Edith H. Bergstrom Foundation, Inc. IRS Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Source of Funds AF, PF, OO 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization California 7 Sole Voting Power 0 NUMBER OF 8 Shared Voting Power 1,500,000 SHARES BENEFICIALLY OWNED BY EACH 9 Sole Dispositive Power 0 REPORTING PERSON WITH 10 Shared Dispositive Power 1,500,000 11 Aggregate Amount Beneficially Owned by Each Reporting Person 1,500,000 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 3.1% 14 Type of Reporting Person CO CUSIP No. 006212104 SCHEDULE 13D Page 9 of 19 1 Name of Reporting Person Sharon's Trust IRS Identification No. of Above Person 2 Check the Appropriate Box if a Member of a Group (a) [ ] (b) [x] 3 SEC USE ONLY 4 Source of Funds AF, PF, OO 5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6 Citizenship or Place of Organization California 7 Sole Voting Power 0 NUMBER OF 8 Shared Voting Power 27,929 SHARES BENEFICIALLY OWNED BY EACH 9 Sole Dispositive Power 0 REPORTING PERSON WITH 10 Shared Dispositive Power 27,929 11 Aggregate Amount Beneficially Owned by Each Reporting Person 27,929 12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares [ ] 13 Percent of Class Represented by Amount in Row 11 0.1% 14 Type of Reporting Person OO CUSIP No. 006212104 SCHEDULE 13D Page 10 of 19 Item 1. Security and Issuer This Schedule 13D relates to the common stock, $1 par value ("Common Stock"), of The Adams Express Company, a Maryland corporation (the "Company"), whose principal executive offices are located at Seven St. Paul Street, Suite 1140, Baltimore, Maryland 21202. Item 2. Identity and Background Erik E. Bergstrom is an individual who is a United States citizen. The Erik E. Bergstrom Living Trust (the "Erik Bergstrom Trust") is a trust created under the laws of the State of California. Mr. Bergstrom is the sole trustee of this Trust, and Mr. Bergstrom and the Foundation (as defined below) are the beneficiaries of this Trust. Edith H. Bergstrom is an individual who is a United States citizen and a self-employed artist. Mr. and Mrs. Bergstrom are husband and wife. The Edith H. Bergstrom Living Trust (the "Edith Bergstrom Trust") is a trust created under the laws of the State of California. Mrs. Bergstrom is the sole trustee of this Trust, and Mrs. Bergstrom and the Foundation (as defined below) are the beneficiaries of this Trust. Bergstrom Advisers, Inc., a Delaware corporation ("Advisers"), is the investment adviser to Bergstrom Capital Corporation, a Delaware corporation and a registered investment company. Mr. Bergstrom is the sole director, officer and stockholder of Advisers. Mr. Bergstrom is the Chairman of the Board of Directors (but not an officer) of Bergstrom Capital Corporation. Federal United Corporation ("Federal United") is a Delaware corporation and a personal holding company. Mr. Bergstrom is the sole director and officer, and owns 95% of the common stock, of Federal United. Erik E. and Edith H. Bergstrom Foundation, Inc. (the "Foundation") is a California nonprofit corporation. The Foundation is a tax-exempt entity subject to certain restrictions relating to its tax-exempt status. Mr. Bergstrom is the President and sole director, and Mrs. Bergstrom is the Vice President, of the Foundation. Information with respect to the other executive officer of the Foundation is set forth on Schedule 1 to this report. Sharon's Trust is a trust created under the laws of the State of California. Mr. Bergstrom and Mrs. Bergstrom are two of three trustees of this Trust. The other trustee is Sharon A. McEwan, who is Mrs. Bergstrom's sister. Ms. McEwan and her descendants are the beneficiaries of this Trust. Information with respect to the other trustee of this Trust is set forth on Schedule 1 to this report. CUSIP No. 006212104 SCHEDULE 13D Page 11 of 19 The business address of Mr. Bergstrom, the Erik Bergstrom Trust, Mrs. Bergstrom, the Edith Bergstrom Trust, Advisers and Federal United is P.O. Box 126, Palo Alto, California 94302. The business address of Bergstrom Capital Corporation is 505 Madison Street, Suite 220, Seattle, Washington 98104. The business address of the Foundation is P.O. Box 520, Palo Alto, California 94302. The business address of Sharon's Trust is 13781 Strubel's Lane, Grass Valley, California 95949. To the knowledge of the reporting persons, none of Mr. Bergstrom, the Erik Bergstrom Trust, Mrs. Bergstrom, the Edith Bergstrom Trust, Advisers, Federal United, the Foundation, Sharon's Trust and the executive officer and trustee specified on Schedule 1 to this report has, during the last five years, (a) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction resulting in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration The Erik Bergstrom Trust has acquired shares of Common Stock using its funds available for investment and margin accounts it maintains with Anderson & Strudwick, Inc., E* TRADE Securities, Inc., Merrill Lynch, Pierce, Fenner & Smith, Inc., Pacific Brokerage Services, Inc., Prudential Securities, Inc. and Waterhouse Securities, Inc. The Foundation has acquired shares with its funds available for investment, through margin accounts it maintains with Anderson & Strudwick, Inc. and Prudential Securities, Inc., as gifts from Mr. Bergstrom and through bequests by Mr. Bergstrom's mother and Mrs. Bergstrom's mother. Federal United has acquired shares with its funds available for investment. Sharon's Trust has acquired shares with its funds available for investment and through a bequest from Ms. McEwan's mother. Each of the Erik Bergstrom Trust, the Edith Bergstrom Trust, Advisers, Federal United, the Foundation and Sharon's Trust has acquired shares as the result of an in-kind distribution by Bergstrom Capital Corporation in September 1996 and through dividend reinvestments. Item 4. Purpose of Transaction Mr. Bergstrom has purchased and may continue to purchase shares of Common Stock on behalf of himself and the other reporting persons for investment purposes. Mr. Bergstrom and the other reporting persons may also sell shares of Common Stock from time to time. Mr. Bergstrom's purchases and sales of Common Stock on behalf of himself and the other reporting persons will be affected by, among other things, the prospects of the Company, CUSIP No. 006212104 SCHEDULE 13D Page 12 of 19 general market conditions, tax considerations and investment objectives. Other than as set forth above, none of the reporting persons has any present plans or proposals which relate to or would result in: (a) The acquisition or disposition of additional securities of the Company by any person; (b) An extraordinary corporate transaction involving the Company or its subsidiaries, such as a merger, reorganization or liquidation; (c) A sale or transfer of a material amount of assets of the Company; (d) Any change in the present Board of Directors or management of the Company, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the Board of Directors; (e) Any material change in the present capitalization or dividend policy of the Company; (f) Any other material change in the Company's business or corporate structure, including but not limited to, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940, as amended; (g) Changes in the Company's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition or control of the Company by any person; (h) Causing a class of securities of the Company to be delisted from a national securities exchange or to cease to be authorized to be quoted in an interdealer quotation system of a registered national securities association; (i) A class of equity securities of the Company becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) Any action similar to any of those listed above. Item 5. Interest in Securities of the Issuer (a)(b) The following table specifies as of June 6, 1997 the number of shares of Common Stock as to which each person named in Item 2 has sole or shared power to vote or direct the vote or to dispose or direct the disposition, as well as the CUSIP No. 006212104 SCHEDULE 13D Page 13 of 19 percentages such shares constitute of the Common Stock reported to be outstanding as of March 31, 1997:
Sole Voting Shared Percentage and Voting and Aggregate of Dispositive Dispositive Number of Outstanding Name Power Power Shares Shares Erik E. 0 2,435,624 2,435,624 5.1% Bergstrom Erik E. 0 875,100 875,100 1.8% Bergstrom Living Trust Edith H. 0 4,800 4,800 0.0% Bergstrom Edith H. 0 4,800 4,800 0.0% Bergstrom Living Trust Bergstrom 0 1,355 1,355 0.0% Advisers, Inc. Federal 0 31,240 31,240 0.1% United Corporation Erik E. and 0 1,500,000 1,500,000 3.1% Edith H. Bergstrom Foundation, Inc. Sharon's 0 27,929 27,929 0.1% Trust ____________________ Consists of shares of Common Stock owned by the Erik Bergstrom Trust, Advisers, Federal United, the Foundation and Sharon's Trust. Does not include the shares owned by Mrs. Bergstrom and the Edith Bergstrom Trust. Pursuant to Rule 13d-4, Mr. Bergstrom hereby disclaims beneficial ownership of all shares owned by Mrs. Bergstrom, the Edith Bergstrom Trust, the Foundation and Sharon's Trust. Consists of 4,800 shares of Common Stock owned by the Edith Bergstrom Trust.
The reporting persons may be deemed to be members of a "group" within the meaning of Section 13(d)(3) of the Act and the CUSIP No. 006212104 SCHEDULE 13D Page 14 of 19 rules and regulations thereunder. Membership in such a group is hereby disclaimed. (c) During the past 60 days, the persons named in Item 5(a) purchased shares of Common Stock on the open market as follows:
Name Trade Date Shares Price Per Share Erik E. Bergstrom Living Trust 06/05/97 12,400 $22 06/03/97 30,000 22-1/8 05/30/97 2,600 21-3/4 05/27/97 5,000 21-3/4 05/19/97 5,000 21-5/8 05/14/97 5,000 21-5/8 05/06/97 5,000 21-1/2 05/05/97 5,000 21-1/4 04/25/97 10,000 20-1/8 04/17/97 5,000 20-1/8 Federal United Corporation 05/05/97 5,000 21-1/4 04/14/97 13,085 19-7/8 Erik E. and Edith H. Bergstrom Foundation, Inc. 04/11/97 19,900 19-7/8 04/04/97 100 19-7/8 04/03/97 19,000 20
(d) Except as described in Item 2, to the knowledge of the reporting persons, no other person has the right to receive, or the power to direct the receipt, of dividends from, or proceeds from the sale of, the shares listed above. (e) Inapplicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Except as described in Item 2, to the knowledge of the reporting persons, none of the persons named in Item 2 is a party to any contract, arrangement, understanding or relationship with respect to any securities of the Company, including but not limited to the transfer or voting of any of the securities of the Company, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. CUSIP No. 006212104 SCHEDULE 13D Page 15 of 19 Item 7. Material to be Filed as Exhibits Exhibit 1 Joint Filing Agreement CUSIP No. 006212104 SCHEDULE 13D Page 16 of 19 Signatures After reasonable inquiry and to the best of the undersigned's knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: June 12, 1997 ERIK E. BERGSTROM LIVING TRUST U/A DATED 12/6/74 /s/ Erik E. Bergstrom By: /s/ Erik E. Bergstrom _______________________________ ___________________________ ERIK E. BERGSTROM Name: Erik E. Bergstrom Title: Trustee EDITH H. BERGSTROM LIVING TRUST U/A DATED 12/6/74 /s/ Edith H. Bergstrom By: /s/ Edith H. Bergstrom _______________________________ ___________________________ EDITH H. BERGSTROM Name: Edith H. Bergstrom Title: Trustee BERGSTROM ADVISERS, INC. FEDERAL UNITED CORPORATION By: /s/ Erik E. Bergstrom By: /s/ Erik E. Bergstrom ___________________________ ___________________________ Name: Erik E. Bergstrom Name: Erik E. Bergstrom Title: President Title: President ERIK E. AND EDITH H. SHARON'S TRUST BERGSTROM FOUNDATION, INC. By: /s/ Erik E. Bergstrom By: /s/ Erik E. Bergstrom ___________________________ ___________________________ Name: Erik E. Bergstrom Name: Erik E. Bergstrom Title: President Title: Trustee CUSIP No. 006212104 SCHEDULE 13D Page 17 of 19 SCHEDULE 1 Set forth below is information required by Item 2 of Schedule 13D for each executive officer, other than Mr. Bergstrom and Mrs. Bergstrom, of the Erik E. and Edith H. Bergstrom Foundation, Inc. and each trustee, other than Mr. Bergstrom and Mrs. Bergstrom, of Sharon's Trust. Principal Occupation, Name of Employer and Residence Name and Position or Business Address Citizenship Julia Rita Bolous Secretary Bolivia Treasurer and Bergstrom Advisers, Inc. Secretary of the P.O. Box 126 Foundation Palo Alto, CA 94302 Sharon McEwan Homemaker U.S.A. Trustee of Sharon's 13781 Strubel's Lane Trust Grass Valley, CA 95949 CUSIP No. 006212104 SCHEDULE 13D Page 18 of 19 INDEX TO EXHIBITS Sequentially Numbered Item Description Page Exhibit 1 Joint Filing Agreement 19 CUSIP No. 006212104 SCHEDULE 13D Page 19 of 19 JOINT FILING AGREEMENT EXHIBIT 1 In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, the persons below agree to the joint filing on behalf of each of them of a Schedule 13D (and any further amendment filed by them) with respect to the shares of Common Stock of The Adams Express Company. Dated: June 12, 1997 ERIK E. BERGSTROM LIVING TRUST U/A DATED 12/6/74 /s/ Erik E. Bergstrom By: /s/ Erik E. Bergstrom _______________________________ ___________________________ ERIK E. BERGSTROM Name: Erik E. Bergstrom Title: Trustee EDITH H. BERGSTROM LIVING TRUST U/A DATED 12/6/74 /s/ Edith H. Bergstrom By: /s/ Edith H. Bergstrom _______________________________ ___________________________ EDITH H. BERGSTROM Name: Edith H. Bergstrom Title: Trustee BERGSTROM ADVISERS, INC. FEDERAL UNITED CORPORATION By: /s/ Erik E. Bergstrom By: /s/ Erik E. Bergstrom ___________________________ ___________________________ Name: Erik E. Bergstrom Name: Erik E. Bergstrom Title: President Title: President ERIK E. AND EDITH H. SHARON'S TRUST BERGSTROM FOUNDATION, INC. By: /s/ Erik E. Bergstrom By: /s/ Erik E. Bergstrom ___________________________ ___________________________ Name: Erik E. Bergstrom Name: Erik E. Bergstrom Title: President Title: Trustee -----END PRIVACY-ENHANCED MESSAGE-----