Railroads -- United States; Railroads -- United States -- Finance
“Both classes of stock of the new company ... are to be issued to
three Stock Trustees, who shall be appointed, on or before completion
of reorganization, by Messrs. Drexel, Morgan & Co. The stock shall be
held by the Stock Trustees and their successors, jointly, for five
years, and for such further period (if any) as shall elapse before the
preferred stock shall have paid 5 per cent cash dividend in one year,
although the Stock Trustees may, in their discretion, deliver the stock
at an earlier date....
“No additional mortgage shall be put upon the property to be acquired
hereunder by the new company, nor shall the authorized amount of the
preferred stock be increased without the consent in each case of the
majority in amount of the preferred stockholders.”[380]
The result of all these provisions was to be a cancellation of the
floating debt, a reduction in fixed charges, and a decrease in mortgage
bonds; though inevitably also an increase in stock outstanding.
The plan proposed to disturb $49,117,900 of outstanding bonds, or,
including the Richmond Terminal 5s and 6s, a total of $65,617,900. But
the new bonds which it offered in exchange amounted to $19,806,700
only. On the other hand it took $111,819,550 in stock from the hands
of the public, and offered $165,559,514 new stock in the course of
the exchanges.[381] This was very conservative, since the increase
in total capitalization through these exchanges was less than 4½ per
cent; and less too than the cash assessment for which preferred stock
was allowed. Somewhat greater increase in securities appears if we
consider, not only the exchanges, but the provisions of the plan as
a whole; for here we must include $33,300,000 new common stock and
$8,000,000 new bonds issued to retire in part the $12,900,000 of
floating debt and for other purposes. Even so the net increase was
only 6 per cent.[382] The natural result was a considerable reduction
in fixed charges. The absolute fixed charges of the system in 1893 the
plan stated to be $9,900,000. The fixed charges under the plan were to
be $6,789,000. This was certainly a step in the right direction. It was
the point, nevertheless, at which the plan was weakest. The clauses
which have been outlined made abundant and conservative provision
for cash requirements; and the sums which they allowed for future
development were not on their face inadequate; but the reduction in
fixed charges was less than should have been ensured. The net earnings
for the year ending June 30, 1892, were $7,725,000, and those for 1893
were estimated by the plan itself as not likely to exceed $7,000,000.
This would have left $936,000 over the proposed fixed charges in 1892
and $211,000 in 1893:—or a surplus of some 3 per cent in the latter
year. This was altogether insufficient. It not only put out of the
question dividends on the $200,000,000 of stock, but it precluded the
partial improvement of the road from earnings, and left the system at
Public-domain text, read in full here on John Shaqi.
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