Lojek v. Pedler

The proper resolution of this case depends upon the interpretation and interrelationship of two documents. The first document, labeled an “Agreement and Plan for Reorganization,” provided for GLE/Richfield to issue certain stock but restricted the “disposal” of that stock until certain conditions were satisfied. The second document, labeled a “Trust Agreement,” detailed an agreement whereby Stanley Lo-jek would lend $300,000 to James Pedler, who would then purchase certain shares of stock and transfer those shares to James Rondy as Lojek’s agent pending Pedler’s repayment of the debt to Lojek.