Bismarck daily tribune. [volume] (Bismarck, Dakota [N.D.]) 1881-1916, 1914-08-13

P0AAC0 ola CVAuPStlSAOU& 10 0lAluM0ScN
between the constituent parts Of the
combination, then 1t is In restraint Of
trade within the meaning Of the stat
utes under all Of the decisions"
The decision reviews the history of
the manufacture Of harvesting imple.
ments In the United States, asserting
that prior to the organization Of the
international Harvester Company the
principal manufacturers OF harvesting
implements In the United States
were:
Founded IN 1o4s.
The Mccormick Harvesting Ma.
chine Co., Of Chicago, founded In
about 1849. 4. " "
D. M. Osborne & Co, Of Auburn,
IN. T., founded about 1859.
The Warder, Bushnell & Glessner
Co., Of Springfield Ohio. founded
| about 1869.
The Deering Harvester Co, of Chi
cago. founded about 1875.
The Milwaukee Harvester Co., Of
Milwaukee.
The Plano Manufacturing Co., Of
West Pullman, III.
| According to the decision, the ef-
forts to combine these concerns be-
gan on June "a, 1902, when 7. D.
Middlekauff secured an option on the
stock and plant of the Milwaukee
Harvester Co. for $3,14j,691. "He did
this" the decision says, ''in fact as
agent, though 1t does not clearly ap.
pear who his principal was, whether
~. P. Morgan & Co., George w. Per.
kins, or the Mccormick Harvesting
Machine Co. He did it, however. at
the direct instance Of the Mccormick
Harvesting Machine Co., but whether
he was acting as principal or agent
is left in some slight d0ubt.
'On June rs, 1902, Mr.. Middlekaut1
went to New York with a letter from
an officer Of the McC C0rmick Co. au
thorizing him to assign his option to
]. P. Morgan & Co., of which George
w. Perkins was q member, or to any
one they might designate, and recit-
ing that the option had been obtained
for u.s.
sOn August II, 1902, . new contract
was made for the purchase Of the NIL.
lwaukee Harvester plant by Mr.. Mid
I dlekautf, and on the same day he as
fSisngd hts S0ntfact to Mr.. VIM. G.
| Lane, New York banker, and then
president Of the Standard Trust com
pany.
saw Geo. w. Perkins.
"In July, 1902, the representatives
CT the McCormick, Deering, Wardner,
| Bushnell and Glessner and the Plano
companies were all in New York, but
stopping at different hotels. and not
seeing one another. They were all
seeing, however, Mr.. George W. Per-
kins.
"On July 2s, 1902, they met and
gave separate contracts to VIM. C..
Lane to sell all their tangible proper
ty, and specified portions Of their
bills receivable. These agreements
all contained recital of the property,
intended to transfer the same as 4
corporation to be organized under the
laws of Illinois or some Of the states,
called the Purchasing Company. 1t
| was in each case, except that Of the
Wardner, Bushnell & Glessner Co.,
stipulated that the entire purchase
price be paid and fully paid non-as-
sessable stock of the purchasing com
pany.
''On August II, 1902, the companies
all signed an agreement for the i'm
mediate delivery Of their plants and
property without waiting for any ap-
praisement heretofore stipulated for
| in each instance. -
Total Capital OF $40, 100000.
ION August IL, 1902, the very day
of the organization Of the lnterna-
tional Harvester Company with to-
tai capital of 1920, 900. Mr.. Lane
appeared before the Board of Direc-
tors &nd offered to sell the MilWau-
kee Harvester Company plant as a
going concern, including its bills re-
ceiyable, and the plants of the Nc
Cormick Harvesting Machine Co., the
Deering Harvester Co., the Plano
Manufacturing Co., and the Warder,
Bushnell & Glessner Co., and to fur
nish $60O0O,0O0 Of working capital
to be represented by accounts and
bills. receivable of the Mccormick
Harvesting Machine Co., the Deering
Harvester Co., and the Plano Manu-
featuring Co. or in cash, for $120, 0,000,-
900 Of the capital stock of the com
pany and on Aug. 13, 1913 this propo-
sition was accepted. The property
turned in was of greater value than
the stock issued for 1t. This case,
therefore, invlves no question of over.
capitalization. =
on Suggestion Of Counsel.
"In all Mr.. Lane did In this mat
ter, he vas acting upon the sugges-
ton Of his counsel. He was compen-
sated, but there never was any idea
upon his part that he owned any Of
the property. He was mere conduit
or instrumentality in the transac-
ticn." H
Later on the decision says: "This
court is clearly of the opinion that
the process by which 1t was made to
appear that the properties were sold
to Lane were merely colorado.
The opinion recites that after the
organization of the International Har-
vester Company the combination ac-
quired all the stock of the Milwau-
kee Harvester Company, as it had al
ready acquired the plant. 1t reduced
CONTINUED on Page 81
V IT. . ~ y = - i. y .