The Norfolk Virginian. [volume] (Norfolk, Va.) 186?-189?, 1896-11-19
MIR. RYAN's SIDE.
He Gives Recital OF the Facts of
the Deal.


the Deal.
| New York, Nov. 1s-Nfr. Thomas F.
Ryan's recital of his side of the deal was
given out late to-day from the office of
his attorney. Elihu Root. 1t is as fol-
| lows:
THE story Of this transaction from
| beginning to end Is perfectly plain, and
there is no reason why 1t should not be
made public. l have desired f9r some
| time to purchase the stock Of The Sea-
board and Roanoke railroad. With
that object In view l obtained through
Gen. John Gill, president OF the AIer-
camille Trust and Deposit Company, of
Baltimore, options upon about $500
shares OF the stock. I then went TO
annual stockholders meeting for tho
! purpose of negotiating with other stock
holders who might desire to sell their
| holdings.
''On the forenoon of the annual meet
ing met in the office of the counsel of
the company Messrs. Louis McLane,
Moncure Robinson and l.. r. Watts.
| They informed me that they coul5 sell
and deliver to me at least Il majority
of the stock IL price could be agreed
upon. did not even ask to see their
authorization, but assumed that they
were honorable. trustworthy and acting
| In good faith.
1.-THE sole questions in the negotia-
tions related to, first, the price to be
| paid for the stock. which they agreed to
sell, and second, as to the time which
should be allowed me for examining
| the books to verify certain representa-
| tions they then made regarding the con-
dition of the company and property.
The only conditions imposed by Messrs
McLane, Robinson and Watts were
| that should purchase the stock of the
| Bay Line Steamboat Company at q
price agreed upon and should give to
| every holder of stock In the Seaboard
and Roanoke railroad the privilege OF
selling his stock to me at the same price
as that fixed for the stock which they
personally sold to me. I assen,ed 10
| these conditions; we agreed upon the
price to be paid for the stock, upon the
| time to be allowed me for examination
Of the books and we completed and exc
cutcd on that day n contract of pur-
chase and sale, and I paid SEQ, 600 on
| account Of such purchase.
| Relying upon their representation ]
| availed myself OF the options secured by
| Gen. Gill and purchased and paid for
~" stock which had been put in his
| hands.
ON October - they refused to allow
\ me 10 examine the books, but even this
did not deter me from endeavoring to
carry out my part of the contract TO the
| latter, and I went to Baltimore on Sat
urday last prepared to take from Messrs.
MCLane, 1ODlnSOn ana Watts the STOCK
which | had purchased.
"They We're not ready to deliver II,
and now say that they are unable to
perform their part of the contract. and
only one of two conclusions is possible.
Either they deliberately misrepresented
the facts at the time they said they
| could sell me the stock. and made a
4 contract TO that effect, or they Grlib-
cratcly broke q contract which they
were. in fact, able to perform.
aside from their verbal representa-
tions TO me that they were able to sell
me a majority of the stock, the recital
of the contract which they signed states
plainly that they are stockholders In the
Senboard and Roanoke Railroad Com
Dany, and also represent n large
amount of stock In said corporation
held by others. and that they in behalf
OF themselves and associate stockhold-
ers are desirous OF making sale of all
their stock in said corporation, and also
the shares Of all such other stockholders
as join with them prior to Oct. IS, 1896.
This recital was followed by a plain
contract of purchase and sale. which
also contained the following provisions:
"The party OF the second part, Thomas
n. Ryan, makes this contract to pur-
chase, relying on the representation
that the railroad companies comprising
the Seaboard Air Line system are free
Of all floating debt due to any creditor
TEN. Said party Of the second part is
to have forty days from this date. with
In which to have an examination made
into the conditions and accounts Of said
corporation and systems to determine
whether said representation Is correct.
"On Oct. IL ] went to the company's Of
fee to make the examination thus pro-
vided for and was refused permission to
look at the books. and all opportunity to
look at them has been refused ever
since. Notwithstanding the fact that the
signers OF the contract which contained
the foregoing provision constituted one
half of the Board OF Directors. What
new light these gentlemen obtained as
to the condition OF the company be-
tween Oct 6. when they made their rep
resentations to me. and agreed that
should have the opportunity to examine
and Oct. IL. when they refused me that
opportunity. / do not know, but they
seem to have preferred to break their
contract rather than to permit me to
verify their re presentations.
81 understand that the principal argu-
ment used to prevent stockholders other
'-F iContinued ON Fifth PaRal