Wheeling Sunday register. [volume] (Wheeling, W. Va.) 1882-1934, 1901-03-03
A CIRCULAR LETTER FROM
J.P.A MORGAN IND COMPANY
COMPANIES 1T is PROPOSED
TO CONSOLIDATE.
GIVES THE TERMS IN FULL.
DIRECTORS OF VARIOUS COMPAN-
les URGE ACCEPTANCE OF
THE OFFER.

NEW YORK, March "A circular
addressed by j. P. Morgan & Co. to
the stockholders of the Federal Steel
Company, National Steel Company,
National Tube Company, American
Steel 6 Wire Company, American Tin
Plate Company, American Steel Hoop
Company, and American Steel Sheet
Company, which, together with the
Carnegie Company, are to be merged
into the United States Steel Corpora
ton was issued to-day.
1t recites the previously known
terms of exchange of securities Of the
constituent companies and is supple
mented by an address of the board of
directors of the various companies urg-
ing acceptance of the terms offered on
the score of decreased expenses and
larger net earnings without advances
in prices of manufactured products.
In order to carry out the provisions
of the consolidation, the capitaliza-
ton of the Uniteu States Steel Corpor-
alton will be 81, 154, 600 900. OF this
amount $42o, coo is eve per cent. GU
mulative preferred stock; an equal
amount of ommon stock and S340 ,0O0,-
600 OF five per cent bonds. The bonds
are to be used only III acquiring the
bonds and sixty per cent. OF the stock
of the Carnegie Company. An under
writing syndicate of 5000, 600 900 has
been formed to finance the plan. j. p.
Morgan & Co. will manage the syndl-
cate and exchange the bonds and
stocks of the corporation for those OF
the subordinate companies and S2o,00O,-
600 in cash.
The syndicate is to retain all stocks
not required for the acquisition of
combining companies. Negotiable re-
ceipts will be issued for the deposits of
stock at the repositories designated.
The right is reserved to withdraw the
terms of exchange to any company I'M
less two-third of its capital stock IS
deposited or to Withdraw their offer in
respect to all companies If deemed ad-
visable. Preferred stock dividends OF
the various companies are adjusted up
to April LIST, but common stocks depos-
tied must have dividends or rights to
dividends declared or payable up to
March 1st. No adjustment Is made
otherwise. A clause in the charter Of
the United States Steel Corporation re-
stricts the payment of dividends on the
common stock out of the net earnings
or surplus until the years quarterly
dividends have been paid on the pre-
ferred stock. Dividends accrue on the
latter from April LIST.
4a4rItn~ 10 Ctnfnna onto n1nHn nv
officials of the various companies en-
tering the combination their aggregate
net earnings for 1900 were sufficient to
pay dividends on both common and
preferred stocks of the United States
Steel Corporation, besides allowing for
sinking funds and maintenance. The
Capitalization of the company may be
reduced if the entire capitalization OF
the subordinate companies is not &C
quired. J. p. Morgan & Co. announce
that they have received no compensa-
ton whatever for their services in per-
fecting the deal, other than the profits
to be realized from the operation of the
underwriting syndicate. Deposits of
stock under the agreement are called
for I'D to March goth, without penalty.
1t is reported that several additional
steel companies are DESTROYS Of being
taken into the new combination. Their
amt are not mentioned. but it is
limited that among them are the Tenn
essee Coal and Iron Company, and the
Sloss-Shefield Iron ard Steel Com
pany Both are Southern companies.
In financial circles, however, as we'll
as in the trade, it is believed that the
United States Steel Corporation will
not for the present, at least. absorb
any companies other than tl'ose al
ready accepted by the underwriting
syndicate, although it IS said that the
American Bridge Company may come
in at some future date.