BNC Mortgage

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In February 2000, BNC Mortgage, Inc. entered into a merger agreement with BNCM Acquisition Co., a company formed by an investor group led by senior members of the company's management. Pursuant to the agreement, BNC would merge with BNCM, with BNC as the surviving company in the merger. After the consummation of the merger, all of the common stock of BNC would be owned by the members of the management team who are members of the investor group and would no longer be publicly traded. BNC Mortgage, Inc., a finance company, was engaged in originating, purchasing, and selling non-conforming and conforming residential mortgage loans secured by one to four family residences, as of March 31, 2000. BNC Mortgage, Inc. operates as a subsidiary of Lehman Brothers Bank, FSB.

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