The daily morning journal and courier., 1904-03-23
RAILROAD MERGER
 DISSOLUTION PLAH Formally Adopted at Meet ing of Board Directors Yesterday Afternoon
 in New York.
OFFICIAL STATEMENT ISSUED
STOCK DIVIDEND OF 9s PER
 CENT. PROVIDED FOR.

CENT. PROVIDED FOR. For Every share of Northern Securities
 stock tho Company wiii Deliver S39 27 stock of the Northern Pacific l and $50 I7 stock the Great N orthern l Capital stock to be Reduced from
 3,s54,00O to 39,5aO shsres,a Reductfon | of Nincty-nine Per Cent. .--stooA-
 holders Requested to Promptly For
 ward Proxies-No Disposition of
 Other Assets mt Present.
 New York, March 22-Following day of great excitement in the stock market and numerous conferences among the leading financial interests, the new plan of the Northern Securities company was made public this evening. In substance it provides for a stock dividend Of 90 per cent, this to be eff fected by a reduction of that amount in the capital stock of the securities conn pa1y For. every share of Northern Se- curities stock surrendered the company Twill deliver $3927 stock of the North ern Pacific Railway company and $30.l7 stock Of the Great Northern Railway company. The shares of the Northern Pacific Railway company, which were taken over by Northern Securities at 115 and those of Great Northern at 1SO will be distributed on this basis.
 | The other assets of the securities company, consisting chiefly of it's Chi cago, Burlington and Quincy holdings and Northern Pacific coal lands, will remain in the treasury of the company until some plan for their distribution has been evolved.
 1 Official notice of the new plan, which lis signed by President Hill under this ldate was sent to Northern Securities stockholders in a circular latter. which says in part:
 1 Since the formation of your company with a view of promoting, developing land eniarging the commerce and t1af Ihcs of the country served by the Great Northern and Northern Pacific Rail- way companies, and by the Chicago Burlington and Quincy Railroad conn pany the traffic and earnings of the three railways have largely increased The rates paid by the public have been materially reduced. The respective rail ways have been extended and their corl- dition and facilities improved and i'm creased.
 "The stock of the Northern Securities Icompany was issued solely for the shares of the Northern Pacific and Great Northern Railway companies, and other properties purchased by it.
 "In forming the company and dispos- ling of it's shares. no commissions were paid, nor has the company incurred any expenses save those necessary for ob- itaining it's charter and for the econom- lical conduct Of it's affairs.
 "The company's acquisition of North Tern Pacific and Great Northern shares was made in the full belief that such purchases were in nowise obnoxious to any law of the United States an opin- ion which has received the approval of four justices of the supreme court of the United States, namely, Chief Justice Fuller and Associate Justices White, Peckham and Holmes.
 However, the majority of the court disregarding as irrelevant any benefi- lcial increase of commerce, was of the opinion that as matter of law your lcompany's holdings of the stocks of l the two railway companies in itself con- lstituted restraint of interstate corl- lmerce prohibited by the so-called Sher- lman act Of 1890. Accordingly the rail- |Way companies have been forbidden to permit your company to vote or to col llect dividends on the shares held by it.
 Therefore your directors at meet ling held this day have, under the ad- vice of counsel, decided that in order to fully and promptly comply with the decree in this suit, 1t is necessary to reduce the capital stock of the company and to distribute to it's shareholders the shares of stock of said railway companies now held by it. To this end they have adopted resolutions recom- Intending to the stockholders:
 First, That the capital stock of this Icompany be reduced from 3,954,000 shares 39,540, being reduction of 9s per cent.
 Second, That said 99 per cent. of the present outstanding shares be called in for surrender and cancellation.
 Third, That against each share Of the stock of this company so to be sur- rendered there will be delivered $39.27 stock of the Northern Pacific railway company; $3O.17 stock of the Great Northern Railway company, and pro- Iportionate amounts thereof for each fraction of a share of stock.
 ( A T 1T IL. of New Jersey, a special meeting of the shareholders has been called for April 21. 1904 at the office of the conn pany in Hoboken.
 For the purposes of this meeting, the lstock transfer books will be closed lApril IS.
 Holders of this company's stock to a large extent have already expressed their approval of the recommendations lof the board. but the laws of New Jer- |