New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1907-02-05
CHA RGE OF CONSPIRACY.
E. r. THOMAS INVOLVED.
Allegations GrO1C Ont of Knicker-
booker Ice Transactions.

In q bill Of complaint served yesterday in be-
half ~ the minority stockholders committee Of
the Knickerbocker Ice Company allegations Of
conspiracy are made against z. r. Thomas o.
y. Thomas and some Of those associated with
them in the plan for turning over to the West
ern Ice Company the control Of the Kncker-
booker company. The charge Of conspiracy is
based on statements alleged to have been made
by T. r Thomas in an effort 20 induce WaIston
n Brown, Of this city. to exchange his Knick-
erbocker Ice holdings for securities of the West
eTn Ice Company. The complaint says
On January 10 r. r Thomas told EvaIston II
Brown, stockholder of KnickerbocJ5er Ice that
IN case the offer for exchange of stock was re-
FUSED he, E r.. Thomas and his confederates
would through their control Of the Knicte~-
2ocker Ice COMPANY and its directors and for
the purpose Of destroying or further depressing
Ihe market value Of the shares OF Knickerbocker
zee, prevent the further declaration OF dividends
oepress the market value Of Knickerbocker Ice
- 20 LoTee ana bring about the sale thereof by
present holders at great loss. and thus enable
him and HIS confederates 10 get such stock at
depressed and ruinous prices.
The compainants seek an Injunction to pre-
vent at the annual meeting Of the Knickerbocker
ice Company the voting Of any of the stock,
which IS held in the interest Of the Western
Ice Company. the position of the compIainants
being that under the laws Of Illinois in which
state the Knickerbocker company is incorpo-
rated. the stock OF a domestic corporation cannot
ne held by a foreign corporation (t1e WesteCn
Ice Company is Incorporated in New Jersey.
and also that the plan for transferring control
% the Knickerbocker 10 the Western is a-'fraud-
ulent ano Illegal conspiracy" the object OF
which is 10 afford undue profit TO the Thomas
interests 70 the detrment OF the minority hold
ers The proceeding is brought in the Circuit
Court Of Cook County, Ill. the complainan:s
being Gynden Evans, Of Chicago the holder OF
40 shares, and Meyer H. Lehman. of New York
the holder OF 400 shares. Their attorneys are
W w. Guriey and John s. Miller. Of Chicago,
with whom Joline. Rathbone & Lark:n, Of this
city, attorneys for the stockholders commit
tee, are associated.
At about the date in December when Thomas
Maclay & Co. made their original crer for ex-
change Of securities of the two companies. the
complaint sets forth, Knickerbocker Ice COM
mon stock was selling at between "a and II,
and the preferred at 20. On January o. about
two weeks after E r. Thomas IS alleged 70
have made the statement 10 Mr.. Brown, Knick-
erboekeT common sold at 40 and the Western
Ice securities were being quoted the curb at
figures representing a difference Of $40 share
between Knickerbocl1er common and the securi-
Ties for which IL might have been exchanged.
The complaint also refers to an interview in
which E. r. Thomas was quoted as expressing
his satisfaction the decline IN Knicker-
booker Ice predicting that the stock would
never advance above the prices then ruling
Tor IL
Tbs Knickerbocker Ice Company the COM
plant says has been doing profitable business.
=. r, Thomas o. F. Thomas and the members
Of Thomas, Maclsy & Co. the complaint goes on, |
were large holders Of Knickerbocker Ice COM
mon stock. The preferred stock was converti- |
bile into common at the option Of the holders, and
the Thomas interests, knowing of the increasing
were declared on the common preferred stock
holders might convert their holdings into COM
mon stock. caused the directors to amend the |
bylaws on September 6. The amendment re- |
qUred deposit OF preferred stock ten days after |
g dividend payment, and its retention for five |
months before it could be converted into COM |
mon Preferred stockholders IN October threat |
ened 10 begin suit unless the amendment should /
be Tescinded. and the Western Ice scheme was |
then or thereafter conceived by the Thomas IN
terests- The complaint says:
o. r Thomas, E. R. Thomas and Thomas, |
Mselay & Co conceived and framed a plan and |
conspired together to carry over the whole or |
majority Of the shares Of stock and tho cor |
pcrate control and DONNA ton CT the Knicker- (
booker Ice Company, TO be acquired and p Id /
by corporation to be formed BY them under |
Rev Jersey laws on a plan by which they /
would secure undue and Illegal profits.
The officers and directors Of the Western ice !
Company are alleged to be mere dummies for |
The said confederates" On the books Of the |
Knickerboeker Ice Company, when they were !
closed on January IS for the annual meeting, TO /
be held on Thursday Of this week, neither z. |
r nor o. T. Thomas, both OF whom are direc- /
Tors, appears as q stockholder, but there are I
large holdings in the names of Thomas Macay .
& Co and Of clerks in that firms employ These :
holdings aggregate 1874 shares OF about the (
amount which the Thomas interests contracted /
10 turn over to the Western Ice Company. In ,
none OF these cases. the complaint says. is the /
ownership real