Life — March 21, 1901 — page 20: what you’re looking at

Machine-transcribed from the original scan — historical spelling and the odd misread are preserved.

“LIFE: | Office of J. P. MORGAN & CO., 23 Wall Street, New York. March 2, 1901, To the Stockholders of Federal Steel Company, . National Steel Company, National Tube Company, American Steel and Wire Company of New Jersey, American Tin Plate Company, American Steel Hoop Company, American Sheet Steel Company. The UNITED STATES « CORPORATION pas been organized under the laws of the State of New Jersey, with outstanding preferred stocks and common stocks of the Companies above named and the outstanding bonds and sock of the A SYNDICATE, comprising leading financial Interests throughout the United States and Europe, of which thera to 0h 000,000 wer, among other things, to acquire the rhegie Company. the undersigned are Managers, has been formed by such subscribers the undersigned and many ‘large stockholders of the several Companies), to carry out the cash and the financial aupport required for that purpose, Such Syndicate, through the undersigned, has made a which the latter Is to Isnue and deliver Its Preferred Stock and Its Common Stock and Itw Five Per Cent. Gold J Companies and bonds and stock of the Carnegie Company and the sum of $25,000,000 In cash, cqulsition of substantially all the bonds and stock of the Carnegie Company, Including Mr. Carnegte's holdings. ‘The contract with the United “8 Honds In consideration for stocks Tho Byndicate hax alren nged for the bonds of the United States Steel Corporation are to be used only to acquire bonds and W per cent. of the atock of the Carnegie Company. |. in behalf of the Syndicate, nies above named, respective + viE.t johot euch $100 par value of stock of the class mentioned below, the amount set opposite thereto In Preferred Gtock or Common Btock of the United Btates Steel Cor- poration at par: and on the terms and conditions heretnafter stated, offer, In exchange for the preferred stocks and coinmon stocks of y, certificates for Preferred Stock and Common Stock of the United States Bteel Corporation, upon the basla xtated in the follow. AMOUNT OF NEW STOCK TO BE ° COMPANY AND CLASS OF STOCK DELIVERED IN PAR VALUE. NAME ¢ _ _ _ a _ Preferred Stock. | _ Common Stock Federal 6teel Company, Preferred atock... seubeveanaeees ; ses aaa aie ‘i $110 00 sf tt e Common stock : ss Sosassebe nee Bis iovees 400 $107 American Steel and Wire Company of New Jersey, Preferred stock. mmon stock 102 60 National Tube Company, Preferred stock sce Common stock 125 00 Natlonal Steet Company, Preferred stock : ss 7" Common stock 2... tions cota ee P ilbecerssseee abieras ses 125 00 American Tin Plate Company, Preferred stock “ “ Common. stock 2) 00 125 00 American Steel Hoop Company, Preferred mtock.. 100 00 oe Common stock es a setae 100 00 American Sheet Steel Company, Preferred stock 20000000005 . 10°60 cae Common stock soscee 100 00 With reference to the last four Companies the aggregate amount of stocks 0 to be offered was arranged with the principal stockholders of those Compantes, who have requested the distribution of such amount among the four Companies to be made in the percentages above stated. Proper adjustment will be made tn respect of dividends upon all the deposited preferred stocks, no that the registered holders of receipts for such preferred stocks will receive the equivalent of dividends thereon, at the rates therein provided, from the last dividend period up to APRIL 1, 1901, from which date dividends on the Preferred Stock of the United States Steel Corporation are to b on or al er MARCH 1, 1901, and no adjustment or al gin to accrue. Deposited common stocks must carry all dividends or rights to dividends declared or payable wance WII be made in Feapect thereof. | For the purpose of avolding the necessity of Interruption in the dectaration and payment of dividends, when earned, upon the common stock, concurrently with | the payment of dividends upon the preferred stock, there has been Inserted in the charter of the United States Steel Corporation @ provision to the effect that whenever all quarterly dividends accrued upon the preferred stock for previous quarters shall have been paid, the Board of Directors may declare dividends on the common stock cut of any remaining murplus oF net profits : Statements furnished to us by officers of the several all the companies for the calendar ye companies above named. rege Company, show that the aggregate of the net earnings of r 1900 was amply sufficlent to pay. dividen en of the new stocks, besides making provision for sinking funds pd maintenance of properties. It is expected that by the consummation of the proposed arrangement the necesalty of large deductions heretofore made on account of expenditures for Improvements will be avolded, the amount of earnings applicable to dividends will be substantially Increased, and «reater stability of Investment will be assured, without necessarily Increasing the prices of manufactured products. ‘The certificates for stocks of the Compantes above named must be deposited as stated below, In exchange for TRANSFERABLE RECEIPTS Issued by the respective depositartes, for which application will be made for listing on the ew Yor Exchange, ‘The deposited certificates must be accompanied by suitable Assignments and powers of attorney In blank, w York Stock Exchang p duly executed, and. having attached thereto the proper War Revenue stamps, and also, if required, suitable assign- ments or transfers of all dividends or rights to dividends Upon deposited common stocks declared or payable on or after MARCH 1, 1001, Every deposit shall be upon the following further terms and conditions: 1. The undersigned, acting In behalf of the Syndicate, shall have full control over the deposited certificates, Including power to deliver the same under said contract to the United States Steel Corporation In consideration of the issue of Preferred Stock and Common Stock of said Corporation. 2 The certificates for shares of the United States Steel Co 01 erable to depositors, shall be delivered at an office or at offices In the City of New York to be designated by the underalgned by advertixement In at least twa newspapers. tn the City of New York, Such certiMeates may be Iraued in the names of the respcc: tive holders of the receipts entitled thereto or may be lasued In such other names as the undersigned may select, In which event they shall be endorsed for transfer tn blank at the Ume of delivery. The undersigned at thelr option may deliver temporary certificates for such shares pending the preparation and delivery of engraved certificates, , 3 At any time prior to the deposit hereunder of two-thirds {namo 1} outstanding shares of the capital stock of any one or more of the above-named Withdraw ‘the offer herein made to depoaltors of shares of ony sich Company of whose capital stock two-thirds shall not have ‘been deposited: and. in such case. no at gr notice of withdrawal shail be required other than advert! vint thereot at east once in each of two dally newepapers in the City of New York. Upon any such oylthara wal, oe deposited ieares, of such Company shall be ned without charge, upon surrender of she reapect ee fing ana po roerefor. The lundersieneg helr discretion, may consummate the proposed transactl y Com herein named, irrespective of the deposit of. the stocks of any ol | Company or of any withdrawal as to any other Company.” ©” °/ ‘he Mocks of any Companies 4, The undersigned are authorized to proceed pantes, or of any of them, shall have been deposite offer herein contained, as’ to all the depositors, With the proposed transaction whenever in their sole Judgment a sufficient amount of the stocks of said com: They. rivers” tee Tighe at any: times in thelr discretion, JeoGhelly ‘abandon the transaction and to, withdraw thete | by publication of notice of much withdrawal in two daily newspapers in the City of New York: and in that ev Fee eee ener g etonitorgturned without charge upon the surraider of the respective receipts therefor. In case, of any euch withdrawel of the oles bere: the ‘surrender of the respective receipts thera < ly be entitled to receive their deposited secur tho“turrender of we wapective receipts rhea tor# Anal have no ciatm against the, undersigned, and ahall only be ¢ comicbooks.com