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callable at any price which seamed just, and of course for balance
sheet purposes could be given any declared value. Under such en
arrangement, the dividend requirements would be $10,000. per year,
and of course were they not earned and paid, no accumulation in un-
paid dividends would pile up against the Corporation,
b.
In caso Debenture Bonds were given as part consideration for turning
in the present Preferred Stock, they should probably be Income
Debentures, and if issued in the anount of $200,000. would call for
the same minimum net earnings of $10,000. per year in order to meet
the interest charges. Of course with Income Debentures, if the 5%
was not earned in any one year, thore would be no accumulated
liability piled up against the Corporation.
Ca
From the balance shoet or capital stendpoint, the Debonture Bonds
could not be considered as capital, but only as an obligation,
whereas the amount represented by Preferred Stock ia classified as
capital.
4. Consideration of Present Common Stockholders:
as
In round numbers, the Corporation has outstanding 15,000 shares of
Common Stock, of which approximately 6,000 aheres are omed by per-
sons who do not hold Preferred Stock. From a strictly dollar and
cent standpoint, there is no equity whatever in any of this Common
Stook, since the liquidating value of the Preferred Stock, plus the
accumulation of unpaid dividends, will amount at the end of the year
to $568,000.3 a sun far in excess of the total assets of the Corporation.
It probably could be considared, howavex, that in case the Preferred
Stockholders do not liquidate the Company and prefer to continue as
a going concern, any progress made after the re-orgenization should
go to Conmon Stockholders as woll as Preferred.
b.
The outstanding Common Stock could be dut dom to a considerable ex-
tont or could stand as is, and additional stock be issued. On the
Proforma Balance Shesta marked n and #2, the present Stock has not
been disturbed, and each Proferred holder who turns in his shares for
redemption is given one share of Common as a bonus. Under such a set-
up, the Common Stock of the new Corporation would be divided 13,000
shares to what is now our Proforred Stockholders, and 6,000 shares to
those who hold no Proferred at present.
c.
On Proforma Balance Sheets marked 18 and #4; they reflect a reduction
of the present outstanding Common Stock from 15,000 to 3,000 shares,
and the isauing of 1/2 ahaze of new Common for each of the 4,000 of
Prosent Proferred Stock now outstanding. Under this arrangement, of
the 5,000 shares of Common, our present Preferred Stockholders would
om 3,800 shares, and our present Common Stockholders who do not own
Preferred, would have 1,200 shares. This of course would place a
higher percentage in the hands of the Preferred Stockholders than if
our present outstending Common Stock was not reduced.
d.
Under any new set-up where Preferred Stock was issued instead of
Debenture Bonds, it might be desirable to provide that after Proforred
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"ocrText": "Page -2-\nwell\ncallable at any price which seamed just, and of course for balance\nsheet purposes could be given any declared value. Under such en\narrangement, the dividend requirements would be $10,000. per year,\nand of course were they not earned and paid, no accumulation in un-\npaid dividends would pile up against the Corporation,\nb.\nIn caso Debenture Bonds were given as part consideration for turning\nin the present Preferred Stock, they should probably be Income\nDebentures, and if issued in the anount of $200,000. would call for\nthe same minimum net earnings of $10,000. per year in order to meet\nthe interest charges. Of course with Income Debentures, if the 5%\nwas not earned in any one year, thore would be no accumulated\nliability piled up against the Corporation.\nCa\nFrom the balance shoet or capital stendpoint, the Debonture Bonds\ncould not be considered as capital, but only as an obligation,\nwhereas the amount represented by Preferred Stock ia classified as\ncapital.\n4. Consideration of Present Common Stockholders:\nas\nIn round numbers, the Corporation has outstanding 15,000 shares of\nCommon Stock, of which approximately 6,000 aheres are omed by per-\nsons who do not hold Preferred Stock. From a strictly dollar and\ncent standpoint, there is no equity whatever in any of this Common\nStook, since the liquidating value of the Preferred Stock, plus the\naccumulation of unpaid dividends, will amount at the end of the year\nto $568,000.3 a sun far in excess of the total assets of the Corporation.\nIt probably could be considared, howavex, that in case the Preferred\nStockholders do not liquidate the Company and prefer to continue as\na going concern, any progress made after the re-orgenization should\ngo to Conmon Stockholders as woll as Preferred.\nb.\nThe outstanding Common Stock could be dut dom to a considerable ex-\ntont or could stand as is, and additional stock be issued. On the\nProforma Balance Shesta marked n and #2, the present Stock has not\nbeen disturbed, and each Proferred holder who turns in his shares for\nredemption is given one share of Common as a bonus. Under such a set-\nup, the Common Stock of the new Corporation would be divided 13,000\nshares to what is now our Proforred Stockholders, and 6,000 shares to\nthose who hold no Proferred at present.\nc.\nOn Proforma Balance Sheets marked 18 and #4; they reflect a reduction\nof the present outstanding Common Stock from 15,000 to 3,000 shares,\nand the isauing of 1/2 ahaze of new Common for each of the 4,000 of\nProsent Proferred Stock now outstanding. Under this arrangement, of\nthe 5,000 shares of Common, our present Preferred Stockholders would\nom 3,800 shares, and our present Common Stockholders who do not own\nPreferred, would have 1,200 shares. This of course would place a\nhigher percentage in the hands of the Preferred Stockholders than if\nour present outstending Common Stock was not reduced.\nd.\nUnder any new set-up where Preferred Stock was issued instead of\nDebenture Bonds, it might be desirable to provide that after Proforred"
}