Railroads -- United States; Railroads -- United States -- Finance
“Consultations and comparisons of views have recently taken place,”
said these gentlemen, “between the owners and representatives of the
second consolidated mortgage bonds and other bonds of your company,
to whom the proposition as detailed in your circular of January 2 is
not satisfactory.... Your plan seems unjust, inasmuch as it demands a
permanent reduction of interest on the bonded indebtedness for which
no adequate equivalent is offered, and it levies a forced contribution
upon the bondholders through the demand for a subscription to new bonds
at a price considerably over and above the market value these new bonds
are likely to command, while the fixed charges proposed to be created
appear to be considerably larger than, in the light of past earnings
and experience, the property of the company can carry with safety.
“Instead of 5 per cent bonds, as provided in the published plan, 4 per
cent bonds, in our opinion, should be issued, while for the interest
to be surrendered the bondholders should receive an equivalent in
interminable non-cumulative 4 per cent debentures, interest payable if
earned; the holders of the debentures to have sufficient representation
in the management to protect them.
“The floating debt should be liquidated from the proceeds of an
adequate amount of new 4 per cent bonds (and debentures if desirable),
which shall be offered to the shareholders and bondholders at a
price rather below than above the probable market value of the new
securities, and under the guarantee of an underwriting syndicate.
“Provision should also be made to obtain the conversion on fair terms
of the reorganization prior lien bonds into the new bonds, so that it
shall become practicable to secure the new 4 per cent bonds at once by
a lien second only to the ‘Erie first consolidated 7 per cent bonds’;
the new 4 per cent bonds to be issued under a general mortgage to an
amount sufficient to provide for future additions and improvements, and
with adequate provision for the taking up of the underlying bonds, and
the issue of 4 per cent bonds in their stead.... Any plan now adopted
for the readjustment of the finances of your company should seek,
as its first object, to reduce the permanent charges so well within
the earning capacity of the property as to make another default in
the future an improbability.... We trust this communication will be
received in the spirit in which it is submitted.”[141]
The directors refused to modify their plan, and the bankers, therefore,
notified them of the election of a protective committee.[142] On March
6 a meeting of stockholders approved the plan, and the same week
Messrs. Drexel, Morgan & Co. gave notice that, having received deposits
of a majority of each class of bonds, they had declared the plan
operative as announced.[143]
Public-domain text, read in full here on John Shaqi.
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