AIC_gold debentures_G.H. Walker a director_1929

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AIC_gold debentures_G.H. Walker a director_1929 - $25,000,000 American International Corporation...
$25,000,000 American International Corporation , (Incorporated in th State of New York) Twenty "Year 512Convertible Gold Debentures Tote dated January 1, 1929 To mature January 1, 1949 Convertible at their princifalmmtnt into tharcs of Common Stocl; at rf hare. on of before December 31, lq.V); at t90 per share thereafter and on or before December M, 19.12; and at $100 per share thereafter and on or before December Jl, 1934. If called for rerletnprtem tfte conversion privilege continues up to and including the tenth day prior to the date designated for redemption. httcreK jxivaWt Jinairar I latl July 1. Coiipnf. tVhanturit. In df nsmmatlon nf $1,000 rrmtrraWf aa to pt-incirial pt-incirial pt-incirial nnlv. RaHffmeWf In ai'hilt f ta rt tin foray -! -! (Uva' nrxrtrf at anv time r or Ixftore January 1, lo-il lo-il lo-il .t 110; thcrtaftrr and on or hfor l.n.i.rv I, WW ar I07ij. anrl thare-afttt thare-afttt thare-afttt at 195; in each caaa with accrued intereet. Internet payahla without deduction for any normal Federal incoma tax not to extent 2 per annum. CAPITALIZATION (Aftr etanaxg effect fi rKe aola of rite Debenture, the incrM, in tfxe ntftaiber of nharrn vf urWirerJ Common fStncai.aMdfrie utuancao two tatrea ot Sfoclt maxcnanfeoreacli nran-unialy nran-unialy nran-unialy aiitaioriredoncl tniuuindinf thart.) AuthoriseJ Outatandtna Twenty-Year Twenty-Year Twenty-Year 5Vi Convertible Gold Debentures $25,000,000 $25,000,000 Common Stock Wa'arViim) 2,000,000 shs. 980,0O0shi. lnclnfling ahairee reecrvafl for coaiYcreion of Debenturaa. Mr. Matthew C. Brush, President of the Corporation, hdumihed the fellouing information rrgardtnif the Corporation and the above issue of Debentures : ORGAH11ATIOH AND MANAGEMENT "American International Corporation wu incorporated November 23, 115, tinder the lawi of the State of New York, for the purpose of participating in enterprisea, both foreign and domestic. The reaourcea of th Corporation are now inveated chiefly in large and favorably known domeetic companiea engaged in a wide range of activitiea. It haa important intereata in the international engineering engineering and construction buaineaa of Ulen ( Company and in the International Acceptance Bank, in the organization of which companiea it took an active part. The Board of Directors of the Corporation includes Frank Altachul, of Laiard Frirea; H. A. Arthur, Vice-President; Vice-President; Vice-President; Matthew C. Brush, President; Robert K. Caeaatt, of Caaeatt tf Co.; Pierre S. DuPont, Chairman, E. I. Dn Pont dc Nemoars tt Co.; Halatead G. Freeman, Freeman, President, Chaae Securities Corporation; Arthur Lehman, of Lehman Brothere; John J. Raekob; Percy A. Rockefeller; Frederic W. Scott and Buford Scott, of Scott t Stringfcllow, Rich mond, Va. ; George H. Walker, Preai-dent, Preai-dent, Preai-dent, W. A. Harriman f Co., Inc.; Albert H. Wiggin, Chairman, The Chaaa National Bank of the City of New York; and Beekman Winthrop.of Robert Winthropt Co. ASSETS That estimated liquidating valise of the net aaaeta of the Corporation, without provtaion for income taiea, if any, on unrealized appreciation of aecuritiea, amounted to 141,700,000 on December 31, 1928, securities having a current market being valued at the laat sale prices on that day. Thia eatimatcd liquidating value, equivalent to over $42.50 per share of the 980,000 shares of Common 8tock now outstanding, with the addition of the proceeds ef the sale of the Debenturea ia in exceea of 82,675 per $1,000 principal amount of Debenturea. At the cloaing prices on the New York Stork Fachange en January 17, 1929, the outstanding Common Stock of the Corporatio had n aggregate market value of over $72,000,000. COMMON STOCK In accordance with action taken by the Stockholder of the Corpoiation on January 17, 1929, the previously out-tending out-tending out-tending shs res of Common Stock were changed at the rate of an for tw into 980,000 shares of Common Stock of no par value. During the calendar year 1928, apart from a conservative revaluation of certain aaaeta (amounting (amounting to an increase of approximately $1,500,000) and after payment of cash dividends equivalent to $1.00 per share on the Common Stock now outstanding, but without provision for income taxes, if any, on unrealized appreciation appreciation of aecurities, there was an increase in the estimated estimated liquidating value of the net aaaeta of the Corporation Corporation amounting to $10,470,000 or $10.58 for each such ahare now outstanding. PROVISIONS OF THE DEBENTURES The TwentvAYear 5Vj Convertible Gold Debenturea will be iaaued under an indenture with The Chaae National National Bank of the City of New York aa Truatee, which will provide, among othSr things, that so long aa any of the Debenturea are outstanding the Corporation will not (1) create any additional funded debt or make any distribution distribution upon or acquire or purchase or redeem any of lis atock of any class if immediately thereafter ita aaaeta, after deducting all liabilities other than funded debt, amount to lesa than 200, of all of its funded debt, or (2) mortgage or pledge any of its ssscts except for current loana maturing not more than one year from the date of creation thereof made in the normal course of buaineaa; all aa will be more particularly set foith in the indenture. CONVERSION PRIVILEGE The Debentures will be convertible at their principal amount into aharea of Common Stock at $ft0 per ahare on or before December 31, 1930, at $90 per ahare thereafter and on or before December 31, 1932, and at $100 per ahare thereafter and on or before December 31, 1934. Accrued intereat will be paid in cash. Conversion wilt be made at the principal office of the Trustee. If Debenturea are called for redemption the converaion privilege thereof will continue up to and including the tenth day prior to the date deaignated for redemption. Scrip aa deacrihed in the indenture, exchangeable in proper multiples for full shares, will be issued in lieu of fractional aharea. The indenture will contain provisions to protect the value of the conversion privilege, but atock dividends in the aggregate of aix shares of Common Stock on each one tiundred ahares of Common Stock may be paid in any calendar year without affecting the converaion price." Application tvill be made to list the Debenture on the N'w Tori; Stocl; Exchange. Price 105 and Accrued Interest to Yield 5.10 THil nfTfirtnf if mi im all rupecta u4ttm, and if Iaaued. and detiuereaa to and accepted kry ua and lukieot to the anrirnaait of eaer couMaeT. We rejea-aai rejea-aai rejea-aai the right to reiect an and aU aubacrxptiona tn u hole or in part, to alltrt lea. than the amount npfnteri for and to doae aha et.bacrxption soota at any time u tthout notice. Jt ia expected that deli,rv of rempm-ary rempm-ary rempm-ary Debenturea or a interim receipt, tt ill be made on or about January 31, 1929, at the office of Lehman Brotherl, 16 William Street, n Tta, . T., again payment thereor in tw Xor fundi. 1 LAZARD FRERES LEHMAN BROTHERS CHASE SECURITIES CORPORATION W. A. HARRIMAN U CO., INC. SCOTT y STRINGFELLOW CASSATT CO. TUCKER, ANTHONY fc? CO. INTERNATIONAL ACCEPTANCE BANK, INC.

Clipped from The Philadelphia Inquirer21 Jan 1929, MonPage 19

The Philadelphia Inquirer (Philadelphia, Pennsylvania)21 Jan 1929, MonPage 19
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  • AIC_gold debentures_G.H. Walker a director_1929

    quixoticjoust – 25 Jan 2017

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