Railroads -- United States; Railroads -- United States -- Finance
This reorganization had certain interesting features. As before
remarked, it sought, as did the reorganization of 1889, to replace
securities, the interest on which was a fixed charge, by securities
on which payment of interest or dividends should be optional. But
whereas the earlier reorganization had depended on income bonds,
this plan included both income bonds and preferred stock. There are
several reasons why preferred stock is preferable to income bonds,
and it will be remembered that a peculiar difficulty experienced
from the income bonds of 1889 had arisen from the impossibility
of putting other mortgages ahead of them; yet that this was not
the chief obstacle sought to be avoided by the use of preferred
stock at this later date appears from the current use of adjustment
bonds. Provision for future capital requirements was in fact made in
another way, and the question was not here involved. So far as the
acceptability of the income bonds and the preferred stock respectively
to the old bondholders was concerned, it should be noted that the
men who received the greater part of the new issue were the holders
of the old income and second mortgage bonds; that is, Englishmen
who had already shown their preference for income bonds as opposed
to stock. The chief reason for the new expedient seems to have been
the desire to retain for the general mortgage holders a priority
of lien, while reducing part of their holdings to the level of an
optional obligation. If income bonds or preferred stock alone had
been used, these would necessarily have been given to the owners both
of general mortgage and of second mortgage or old income bonds; so
that the former might have received a larger amount, but not any lien
different in kind. By the scheme proposed, all possible interest on
the securities given for old mortgage 4s was to be met before anything
was to be paid on the equivalent of issues which had been inferior
before the reorganization took place. Abundant provision was made for
future capital requirements. That lesson had been learned once for
all. Cash requirements were met by an assessment. In speaking of the
reorganization of 1889 the rule was laid down that the disposal of
securities for cash is impossible except at an enormous sacrifice in a
time of general depression. There was widespread depression in 1895,
and the reorganization managers wisely made no attempt to negotiate
a sale. The amount of the assessment on the common stock was very
considerably above the quoted price of the shares, but it was correctly
figured that the hope of future increase in value would be sufficient
to induce stockholders to furnish the sums required. Not to tax them
too heavily call was made also on the junior securities. On the whole,
the decrease of $5,000,000 in fixed charges more than compensated the
stockholders for the additional obligations put between them and their
property; their claim on the road itself was made more remote, but
Public-domain text, read in full here on John Shaqi.
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