Document 59qRJK16b8qwy6QJE5Er8yYJ

PLAINTIFF'S EXHIBIT From R. H. GREGORY, Jr. 551-6464 October 1, 1968 MR. P.D. DEXTER 29th PI., Bldg. Frank I have redone your memorandum on asbestos. I hope you will find the enclosed to your taste. UCC 001267 DRAFT RHGJR:de3 10/1/66 CALIDRIA POSITION 1. UCC is planning to dispose of its calidria asbestos assets by mid-1969. Until this disposition takes place, UCC will conduct this business as actively as it has in the past. There is no reason to believe that a company acquiring this business will not continue to operate it substantially in the same manner that UCC has. 2. Hie disposition of the calidria asbestos assets ha3 been decided upon because (a) Even though UCC's asbestos business has probable long-range financial returns that appear attractive, UCC has determined to concentrate its efforts in areas more directly served by UCC's special expertise and technology. (b) The business of calidria asbestos is a clearly defined, separate activity of UCC. The disposition of these assets can, therefore, be easily accomplished and will not affect appreciably other UCC activities. (c) UCC's calidria asbestos assets are tangible -- consisting of plant, reserves, patents, customers -- and have significant value. UCC 001268 Calidria Position, 1. UCC is planning to divest itself of the Calidria Asbestos Business O OtLcempletign- goal- ef mid 1969. Tr il1 1--r~~ - business will be maintained t -fe is anticipated that any purchaser h USA* 'Gofttraetee wifrl 'be haw-- 'rL 1(mi fa<uJ*t The divestment ,pf Calidria Asbestos ie diatated because: r m afahtoJ. Mttuk _-5 itkk. Jr* a. UCC MMpiHMiMaMt to concentrate its jsffgxti 1 *^ --i "" 5iJf.,,er pro.r-.J ` y *' * b. Cabtdria- AsbestO^(^Wbile not neccsonrily first1 f turn , " IbuhfrM n longer rangn tinanrinl-'ntnndpmnt, is a separate entity in r" ~j itself|/and'-ean-lye ^pet^iwin itas eutiiettryy W.j -It is impractical tn rl<iinnt i hinfwm trMrh i.j port- nf.^_m.j^r p1.fc..nH Hi >-eipewtiena-l sauit-fre-... The Calidria Asbestos transaction would be clean, concise and Assets ? Calidria Asbestoswa are tangible plant, reserves, patents, customers -- and valuable. Other projects are more "akin" to UCC's main interests 5^ -chantcals { plaatiae^ and more dependent on UCC strengths -- technology, chemical processing, etc. UCC 001269 CALIDRIA ASBESTOS POSITION 1. UCC is planning to divest the Calidria Asbestos business by mid-1969. The business wiU^Sbhtinue to be conducted actively by UCC until this is accomplished. /> Further it is anticipated that the purchaser of the business will follow the pattern set by UCC. Obviously, contractual commitments will be honored by UCC. 2. The decision to divest the Calidria Asbestos business is made on the basis that: a. UCC has determined to concentrate its newer program efforts in areas more directly served by UCC's special expertise and technology. b. Although the Calidria Asbestos business has attractive longer range financial returns, it is not as closely related to UCC's basic skills as are certain other programs. c. The Calidria Asbestos business is a clearly defined, separate activity of UCC and can be divested through a transaction which would be clean, concise and total. This is not true of some businesses, which form a part of a large plant or operational complex. d. UCC's Calidria Asbestos assets, consisting of plant, mineral reserve, patents and customers, are tangible and of significant value. 3. Because of tBe:mature of the operation and UCC's interest in an orderly transfer, it is anticipated that a continuous supply of material will be maintained. UCC 001270 A UCC 001271