New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1904-10-01
TO RESTRAIN MERGER.
ENJOINS TOBACCO PLAN
Ratified By Only Tsco Companies
Effect of fiction.

Because OF an injunction granted by wee
Chancellor Fitney. of NsW-Jersey, on Wednes-
Gay the proposed merger OF the American Con-
soIidated and Continental Tobacco companies
into new American Tobacco Company. with e
capitalization Of 1898. IL .O66 was ratified
yesterday by the stockholders of Only two Of the
three companies concerned. the special meeting
Of the Consolidated Tobacco Company being ad-
journed until October L.
The injunction was granted on the petition OF
Julius g. Iokelheirner. Of Manhattan: Henry
KesseI, OF Auburn n. T.. and James NJ. Rankin,
az Jersey City who set forth that they are the
holders Of Consolidated Tobacco Company bonds
Ickeiheimer. in his afadavit attached 20 the bin
Of complaint, says:
II is fact that the Consolidated Tobacco Com
pany incurred an alleged floating debt IN the en-
baooo business: that the outlay AID expenditure by
large; that large sums OF money are required 10
continue and extend in accordance with this pol
dent unsecured and is without the necessary funds
Ior It's present purposes
The bin alleges that the proposed merger is in
effect effort TO save the Consolidated To
bsocO Company from impending financial
disaster at the expense of the American Tobacco
Company ana the Continent Tobacco Com
psny. and greatly to the inju-y OF this last named
tobacco company.
II Is also charged that If the proposed merger
is allowed 10 be oonsummated the I per cent
bonds OF the merged corporations would not be
secured by any lien charge on the property
OF income OF the corporau,Ss.
The order TO show cause why the injunction
should not be made permanent is returhable
At Newark on oct 5ber j..
The result OF the ballot ot the American Com
pany was ll57, PA shsres for tbs consolidation
/ -
600 shares Of this company outstanding The
vote Of the stockholders Of the Continenta!
Company was aImosl rs emphatic in favor OF
The scheme. as 353774 shares were voted for
The consolidation and i. 49, against ii. out OF a
total Of 976,90T shares.
Before the meetings were held, X. W Fuller,
general counsel for the tobacco companies, Sslu
that he rad heard that injunction had been
obtained in Trenton. but that he had not seer
The papers. He had communicated with the
7-ice-chancellor and learned that the injunction
did not forbid the holding Of the meetings. put
had been asked 20 prevent the merging OF the
three companies. He added: 'Ninety-nine per
cert # the shareholders favor the union pro
iec- for the reason that. II is believed, II VIII
work 20 the increased security and slmpilhcauoii
Of The whole investment ana business as wen
as economy of management
r V. Lindabury. OF counsel for the companies
said that the effect Of the Injunction would ne
10 restrain the companies from certifying the
result Of the meetings to the Secretary OF state
The merger plan contemplates the conversion
Of the S4O-0OOiOeO stock or the 0OlSolodted 10
bacco Company and The S2424JO common stock
of the American and Continental companies not
held by the Consolidate Company into common
stock OF the new company at par; the exchange
OF one-half OF the Consolidated per cent bonds
for 6 per cent cumulative preferred stock or
The new company at par: the conversion OF the
American Company's S14000oO0 preferred stock
Rad S32.O77, 500 of the Continental Company 3
S4S Sz4 600 preferred stock into per cent forty
wear gold bends Of the new company, at the rate
Of S133 1-3 Of bonds for each share of American
Tobacco preferred and SIG - for Continental
Tobacco preferred: and the cancellation of the
sic 767 100 Of Continental preferred stock held
in The treasures Of the American and Consoi-
dsted Tobacco companies.