Democrat and Chronicle from Rochester, New York • Page 20

ROCHESTER DEMOCRAT rANB CHRONICLE. SUNDAY. MAY 1. 1904. 20 a -I- 4- 4-4-4-4- 4- 4- 4- 4- 4- 4- 4- 4- vvf 4-4-4- 4- 4- 4- 4- 4- 4-4-4- 4- 4 4- 4- 4- 4 4-4 4- 1 4 4 4 i 4" 4 4" 4 4 4 4 4 44 4" "5 4 4 4.

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4. 4. 4-4- 4. 4. -J- 4- 4 4-4-4 4-4-4-4- 4-4- 4-4-4-4-4-4- 4 VVTT -I- VV 1 4- OF BIG MADE DEAL vM if Deal as Outlined to Interested Stockholders PUBLIC Just What Consolidation of the Three Electrical Companies of Rochester Means to All Concerned.

4-4-4-4-4-4 4-4" 4- -5- 4-4-4- 4- 4 4 for Women. CASH FOR RAILWAY Large Sum tOj Be Made Available for Use in Developing Trolley System of the Flower City. 4- 4 4 4- 4. 4 4 4 4- 4 Suits, Costumes, Coats, Skirts, Waists i. I 4- 1 1 4- 4- 4- 4 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- 4 4- 4- 4- 4- 4- 4- 4- 4- 4.

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4. 4. 4. 4- 4- 4. 4 4- 4 i- 4- Four weeks ago we were showered with congratulations by thousands who viewed our exhibit, yet subsequsnt events have- proved that that was merely the of a progressive series of exhibits, each excelling the others.

Now, encouraged by public approval, inspire by the demands, we have utilized all our resources in preparing an exhibit of surprising beauty. It is more than that; it is a showing of creative ORIGINALITY and EXCLUS1VENESS; it is a demonstration of new relations of PRICE to VALUE. Let us call it the IMPORTANT exhibit and see whether so large a claim is justified by the verdict of visiting patrons. Comparisons are invited. The great merger of the electric power, light and street railway interests Rochester is practically an accomplished fact.

While the contracts entered into by the large holding interests are yet to be formally ratified, at an adjourned meeting of the stockholders of the Rochester Gas and Electric Company 'ami otherwise, such action will be purely perfunctory, as the syndicate promoting the merger holds, absolutely, two-thirds of all the stock interests involved. Information to this effect was given out last night, and the uncertainty which has prevailed in financial circles regarding the matter, for several weeks past, is at an end. The salient points of the merger of electrical interests may be succinctly summarized as" follows: The Rochester Gas and Electric Company and the Rochester Light'and Power Company have, by the agreement, been consolidated. A new company will be formed, under the name of the Rochester Railway and Light Company. report of J.

G. White Company, hereafter mentioned. Under the provisions of the plan about $1,250,000 in cash will be immediately available for the company's purposes; and from further assessments on the common stock aud from surplus earnings it is estimated that another $1,000,000 will be forthcoming for betertnents, extensions and improvements -uring the yean 1904, 195 and 1900. making a total of about $2,2..0. 00 provided for use in that period, of which but $500,000 will come from the pale of bonds.

In addition this estimated amount of $2,250,000 there will be in the hands of the trustee $4,073,000 of bonds reserved for future requirements, and the common stock will be liable to further assessment of $1,300,000. Reasons for Consolidation. The magnitude of the properties affected, the opportunities for development which they present, the promise of satisfactory returns upon the further investment required, and the duty of furnishing to the public adequate service combine to make necessary the organization of the consolidated company upon such broad lines as will be of advantage to the present stockholders and at the same time make provision for meeting the future requirements of a rapidly growing business. The plan proposed has been outlined with this end in view, and it is recommended for your approval. An expert examination has been made of the books and property of the Railway Company on your behalf by J.

G. White Company, of New York, and the -statement above made as to the gross earnings, and earnings over operating expenses of the Railway Company for the year 1903 is taken from the report of that examination. It will be observed that under the plan proposed the stockholders of the Rochester Gas and Electric Company have the choice to take, in place of their present holdings, either the bonds of the consolidated company, which will be a prior security to the stocks issued to acquire the Rochester Light and Power Company and the control of the Rochester Railway Company, or to take preferred stock of the consolidated company. Promoters of the Plan. The plan for the combination of these companies has been formulated by Messrs.

Frederick Cook, Albert II. Harris and Granger A. Hollister, as representatives of the Rochester Gaa and Electric Company, and Messrs. E. W.

Clark, C. M. Clark and A. G. Hodenpyl.

as representatives of the Rochester Railway Company. These gentlemen, as a joint committee, will have charge of carrying out the details of the plan and making such minor changes in it as may be necessary. Ry resolution of the board of directors of the Rochester Gas and Electric Company the plan has been recommended to its stockholders. If it meets with your approval you are requested to deoosit your stock with the Security Trust Company of Rochester not later than May 15, 1904, and at the same time to deliver to it, properly executed, the enclosed proxy anil power of attorney. Negotiable receipts will be issued by the Trust company therefor.

Please at the same time state w-hether you elect to take the bonds or the Preferred stock of the confcilidated company in exchange for your present holdings. A full and more detailed statement of the proposed plan is on file with the Security Trust Company of Rochester, and open to your examination. This letter is to oe regarded as supplemented thereby, and, the deposit of your stock will be an evidence of your assent to the terms therein set forth. 4-4-4- 4 To the Stockholders of the Rochester Gas and Electric Company: A plan has been outlined for the consolidation of the Rochester Gas and Electric Company and the Rochester Light ami Power Company, and for the acquisition by the consolidated company of a controlling interest in the stock of the Rochester Railway Company. The capital and funded debt accounts of these -ompauies are as follows: norHESTKK CAS AND ELECTRIC CO.

Bonds ami water power and real estate mortgages $0,230,000 Preferred stuck. 0 per cent, cuiuu- latlve Comuiou stock Total $10,740,000 KOCH ESTER. LIGHT AM POWER CO. Bonds $12,000 Stock W.o(o Total ROCHESTER RAILWAY CO. Funded debt Preferred stock.

3 per cent, cuinu- Intive Common Total The name of the consolidated company is to be Rochester Railway and Light Company. Its capital stock will be of preferred stock (which may be increased as hereinafter stated), and $0,500,000 of common stock. An issue of first consolidated mortgage 5 per cent, bonds to an amount not exceeding SIO.OUO.OOO will be authorized, which will be used to retire the present funded debt of the Rochester Gns and Electric Company, to take up the preferred stock of that company at 12 per cent, and its common stock at 110 per cent. Provision has been made for the sale of $500,000 of these bonds at par and accrued interest, and the balance will be reserved for future requirements of the consolidated company. The bonds of the Rochester Railway and I.lsht Company will be appropriated as follows: To take up the O.ise and Electric Preferred utock at 12 To take up the Jas and Electric common wtock at 110 2.3V.oon To be sold for cash 500.000 Trusteed Hzalnst funded debt of (Ja and Electric Co 6.230.000 Trusteed for future 4.0i3.o Total authorized issue Terms of the Mortgage.

The mortgage will be so drawn as to safeguard the issue of U.nds trusteed future requirements, and provision will be made by which all after acquired stocks and property against which such bonds are issued shall be brought under the lien of the mortgage. There will be a provision that before any of the trusteed bonds shall be issued against Ix-tterment or permanent improvements the consolidated company shall have first expended the sum of $750,000 upon betterments and permanent improvements to its own property, and that no part of said bonds so trusteed shall be issued against Interments or permanent improvements made by the use of said $750,000. The bunds are to be secured by a first consolidated mortgage upon all of the franchises, real estate, plants, of the consolidated company, and by a deposit as additional security, with the trustee, in pledge, of a niajojrity of all present aud future issues of Rochester Railway sPwk. The londs will mature in fifty years, but will be redeemable on any interest day and on ninety days' notice at HO per cent. Stockholders of the Gas and Electric Company, who so desire, may receive the preferred stock of the consolidated company instead of bonds on the basis of 120 per cent, for both preferred and common stock of the Rochester Gas and Electric Company.

The amount of the preferred stock of the consolidated company will be increased to such an extent as shall be necessary to provide preferred stock for the Gas and Electric stockholders who Bhall elect to take it instead of bonds, and the amount of bonds set aside for them shall be added to the amount trusteed for requirements. The bonds of the consolidated company will bear interest from July 1, 1004, at 5 per cent, per annum, payable semi-annually. They will be coupon bonds, but may be registered if desired. It is intended to issue registered bonds, or certificates, of smaller denominations than to provide for stockholders of the Rochester Oas and Electric Company having small holdings. The preferred stock will carry dividends from June 1, RMH.

at the rate of 4 per cent, per annum for the first two years, and thereafter at the rate of 5 per payable quarterly on the first days of September, December, March and June. Adjustment will be made so that holders of Gas and Electric preferred stock exchanging for either bonds or preferred stock of the consolidated company shall Suffer no loss in dividends. Three million dollars of the preferred stock of the consolidated company shall be set aside to be used together with part of its common stock in the purchase of the common stock of the Rochester Hail-way Company. The common stock of the consolidated company received by the holders of railway common stock "will lie issued 50 per cent, paid and liable to assessments of 50 per cent. The Rochester Liprht and Power Company bondholders and stockholders are to receive common stock of the consolidated cmpany for their bonds and stock.

No bonds w-ill be used- to acquire the bonds or stock of the Rochester Light and Power Company or the majority of the present issued stock of the Railway Company. By reason of its ownership of a majority of the stock, the consolidated company w-ill control the Rochester Railway Company and the mortgage will contain a guarantee on the part of the Rochester Railway and Light Company that the Rochester Railway Company shall not incur any indebtedness of any kind except for current expenses and such as may be temporarily incidental to the ordinary course of its business, but this shall not prevent the refunding of existing liens or the sale by the Railway Company of its bonds already authorized but not issued, provided that its present bonded debt is not therebv increased to a greater exteut than $125,000. The Rochester Gas and Electric Company, the Rochestar Light aud Power-Company, and the Rochester Railway Company now own and operate all of th gas. electric light and power, and street railway franchises and properties in the city of Rochester (except about a mile and one-half of track owned by the Rochester and Suburban) and by means of the plan proposed these will be brought into the ownership or under the control of the Rochester Railway and Light Company. Iuring the last few years the demand for gas, electric light and electric power in Rochester has increased with great rapidity.

The limit of the capacity of tha gas plant has been reached, and the production and distribution of lioth gas and electricity must bo modernized aud extended to keep pace with present and future requirements, and to make more profitable the existing investments. This nrikes imperatively necessary the immediate expenditure of a large sum of money. In like manner the business of the Rochester Railway has grown rapidly, and there is need for a large expenditure to extend its line, increase its equipment, and' improve it service. Under the efficient management which that company has had during the last three years its gross earnings have increased from 415.84 in UoO, to $1 in aud its earnings over operating expenses from $375.0.5.09 to $010,795.52. These figures are for calendar years.

Those for partyl900 are furnished by the railway company, and those for 1903 are from the Suit Department WALKING SUITS mixtures as well as plain weaves, most clever model 25 tO $50 DRESS SUITS in tans and fancy mixtures, Rochester Railway The merger of the cheviots. Mostly all 525 to $75 somely silk lined Company with this new- company is to re 100 TAILORED WALKING SUITS in men's materials tweeds, cheviots, coverts QC 4n SCf) and Scotch mixtures IU PJU 1 4v 4- 4-4-4-4 4-4 4 4- 4-4. 4- 4-4 4 4- 4- 4- 4- 4 4 4 4- 4- 4 4- 4- 4- 4-4- accomplished by the consolidated company's acquiring the controlling interest in the stock of the Rochester Railway Company. As stated, the contracting syndicate already holds two-thirds of the entire stock of the Rochester and Electric Com pany, the entire stock of the Rochester Waist Department LAWN WAISTS hemstitched, tucked JC and lace trimmed prJ HANDSOME LAWN WAISTS choicelv trimmed with Light and Power Company, and the controlling interest in the stock of the Rochester Railway Company. The capital stock of the Rochester Railway and Light Company, or the consolidated company, will be XJO.OOO of preferred stock, which may be increased under certain stipulated conditions, and of common stock.

An issue of first consolidated mortgage 5 per cent, bonds, to the amount 01 $10,000,000, will be authorized. Properties Involved. lace, embroidery, hem- HEL QA (gC and tucked tPJ. pt, stitched ed FANCY WAISTS laces, nets arid jgfij $25 crepes 4 4 4-4 4- While the financial status of the three companies involved in this gigantic iudus 4- 4- i 1 4-4. 4, 4- 4- 4- 4- 4- 4- 4- 4- 4.

4. 4- 4- 4- 4- 4. 4- 4- 4- 4. 4- 4- 4- 4- 4- 4- 4- 4- 4- 4- i- 4- trial merger is clearly and succinctly set forth in the circular here given, it will not be amiss briefly to recapitulate some of the physical features of the properties containing: as the3 do the potentiality of making Rochester truly the Power City, GEORGE W. second as a power producing center to no CloaK Departnent SILK TAFFETA BLOUSES exquisitely QOf made, shaped, trimmed PaU CRAVEN ETTES for rain, driving and automobile use; exceptionally clever $15 tO $35 COVERT COATS tailored, shaped and made as modVPs $13.50 to $35 city on the continent save Niagara ARCHER.

President. COOK. HARRIS. HOLLISTER. FREDERICK ALBERT H.

GRANGER A Falls. The Rochester Gas and Electric Com pnny, formed some years ago by the con 4- 4 soliilatiou of then existing electric com panies and gas companies, is the owner, in fee, of at least per cent, of the ancient and inalienable water rights, in 4.4.4.4.4,4.4 4. 4. 4. 4.

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Genesee river, from the foot of the new 4 4 4-4-4-4" 4-4-4- tlas and Electric Company by the guaranteeing of $1.50,000 of the bonds of the Citizens' company. It is reputed to have cost the Citizens Company within $50,000 of the amount of the bonds. It haw three engines, one 2.5oO-horse-power and one l.ootMiorse SKirt Department CHOICE WALKING SKIRTS flC -fn tweeds, cheviots, fancy mixtures Possibilities of the Merger. Tf that plan of consolidation is carried out conscientiously, and in the interests of the stockholders, as is apparently intended, instead of as a mera stock-jobbing scheme, then it means more than can be imagined to the welfare of Rochester as On the Carroll Fitzhugh race, on the w-est side of the river, also fed from the Court street pond, there are seventy-six full rights. Of these the Gas and Electric Company owns sixteen aud the Rochester Light anl Power Company, now a part of the consolidated company, owns nineteen.

These will, of course, all pass power dam at Mount Morris, to Lake Ontario. Reginning on the south, the company owns the outlet of Silver Lake, which empties into the Genesee river above the High Ranks at Mount Morris. That outlet, which at Gihsonville has a sheer fall available for power purposes of eight five feet, flows for upwards of two mih-s through a deep gorge, especially adopted to the storage of water for use in the dry season. That entire gorge is the prop-erty of the Rochester (las and Electric DRESS SKIRTS voiles, clever fl 1 -f rt CfA to choose from IU models els power engines. It is fireproof and of the most modern construction.

No. 2 steam station is at the foot of Fi.rnace street, and is equipped with thir-teent modern engines. No. 1 is an effective though not large station with water power on Edison street. No.

4 station is all water power and is equipped with a manufacturing and power center." "And if not?" was the query. "Then "the deluge," was the response. "Rut." he continued, "the names mentioned by you as controlling should be a sufficient guaranty of good faith." Armed and equipped with the financial Investigations made since Mr. Rafter's report have shown that Honeoye lake has a very rapid watershed, aud that, by careful regulation, and taking advantage of opportune rains, this capacity could be doubled during most seasons. The water from Honeoye lake finds its way through Honeoye creek, one of the main tributaries of the Genesee, into the river at Rush, some ten miles south of the city.

AcVuired by Nett Company. The valuable privileges pointed out in Mr. Rafter's detailed report have passed into the hands of the Rochester tlas and Electric Company, and will form a portion of the assets which will come under the ownership of the consolidated company. Later, the factor of flood prevention became prominent, and inseparably connected with any effort to store the spring flood water for power purposes in the season of scarcity. Then Engineer Rafter took up the quqestion of constructing a dam iuid storage reservoir in the Genese river a short distance above Mount Morris, and on the strength of the report of the commission a company was formed for the purpose of operating the reservoir as a power factor in the dry season.

Costume Department CREPE DE CHINE SILK AND CHIFFON COSTUMES several exclusive models, silk lined throughout, effectually lace trimmed jQ $15Q opinion, tne Democrat and nronicle reporter called on George W. Archer, president of the Gus and Electric Company, and quoted the opinion jriveu. "There can be no question about the entire good faith and integrity of the men who are on this contract," said Mr. Archer. "Their names are a sufficient guaranty that they will conserve the interests of the stock and bondholders of all.

the companies concerned, and that is simply another way of saying that they will ton-serve the interests of the public." Messrs. Harris and Hollister, wnen called upon, simply referred to the terms of the official letter to the stockholders of the Rochester Gas and Electric Comnanv Company. That company also owns the important water power on the Genesee river at Gencseo, and the nearly as important rights at York. I'oth of thes rights are ancient and unassailable, and pass to the consolidated. At Conesus and Honeoye.

The Gas and Electric Company also owns important water rights on the outlet of Conesus lake. It also owns all of the water rights at the foot of Honeoye lake, which will be referred to more detail later. Within the city of Rochester the Gas and Electric Company owns the entire IiOwer Falls. This means much, as all of the water of the river must drop KM feet at the Lower Falls on its way to the level of Lake Ontario. Refore doing so this water must pass the Upper Falls, with an effective fall of about ninety feet.

into th i ownership of the consolidated company. Six inqiortant and two minor power stations will pass to the consolidated company from the Gas and Electric Company, and one power plant from the Rochester Light and Power Company. Possibly the most important of the plants of the (Ins and Electric Company is the station at the lower falls. It is located at the foot of the cataract, ami is said by experts to be the most economical power producing plant, per kilowatt hour, in the United States. Immense Power Plant.

The station at the foot of tha falls receives its water, under a head of HlO feet, through four steel penstocks. Three of these are each six feet in diameter and one in eleven feet in diameter. The station now contains two modern, high-grade alternating current generators of 3,000 horse power each, with capacity for four more similar units. The lower falls plant also contains two" 2.000 horse power turbines, two 51)0 horse power turbines and fifteen 3O0 horse power turbines. It also has a modern 500 horse power engine for emergencies.

In addition, the station contains thirty-two sixty-five arc lights. direct current dynamos, and several other generators of a useful though less modern type. It is from Station No. 5 that it has been Special Attractive Departments HOSIERY BELTS BAGS VEILS WAISTS eighth powerful turbines. It has 5.4(H) horse power in turbines.

No. station is oil South water street and has four motor- generators and five dynamos. Another station is operuted by fourteen water rights on Graves street. As a matter of course, the important gas plant, on the flats below Vincent street bridge, will form a part of the assets of the consolidated company, as will also the electric subway, which cost in the neighborhood of This is subject to purchase by the city, at its will. Light and Potter Company.

While the installation of the Rochester Light and Power Company is comparatively much smaller than that of the Gas and Electric Company, its franchises are held to be very desirable, extending as they do throughout the city. The controlling interest in the stock of the Rochester Railway Company, virtually transfers that iiniMirtant plant, wit'l its large steam generating plant, to the consolidated company. While its actual purchase is not possible, the control of the stock is equivalent to ownership. It has a practically perpetual lease of the Rochester and Sodus Ray Railway. The committee having charge of the.

merger, and which will of course dominate in the new directorate, consists of Hon. Frederick Cook, A. II. Harris and Granger A. Hollister, of the Rochester Gas and Electric Company, and Messrs.

We extend an invitation to every lady in Rochester and Western New York, to pay a visit to our Ladies' Department. Our salesladies have instructions to pay you the same attention whether you wish to purchase or not. We call especial attention to our magnificent line of stocks, French sets and turnovers. 1 ne report on tne Mount Morris storage dam and reservoir is part of the official history of the state. The project was pronounced entirely feasible, and was also pronounced commercially practicable, in case "unity of control" with the owners vt the water rights at Rochester could be brought attout.

Options for the purchase of a minority of the rights were obtained, but for some reason the time was not rip for "united control." Portage Dam Project. 'Still later a third proposition was mooted: that of turning the great pre- as evidence that the interests of all concerned, and the public as well, had been fully conserved. RiVer as a Smurce of Potter. In connection with the completion of the merger, past efforts towards this storing of the flood waters of the Genesee valley are very interesting. The first systematic effort was made with especial reference to providing additional water for the turbines of this city during the dry season, and had scarcely an incidental bearing on flood prevention.

It was a "dry season remedy." pure and simple. Acting on the hint given by the e.arly canal engineers, Honeoye lake, situated about six miles east of Hemlock lake, was selected, and elaborate surveys and estimates were made, under the direction of George W. Rafter, a well known engineer of this city. In Mr. Rafter's report he showed clearly that, by an expenditure of $54,850 for dam, retaining proposed to furnish abundant and cheap power to manufacturing, plants to be lo and the Middle calls, with an effective fall of practically thirty feet, and the Court street dam.

Under the terms of the merger, these and all the rights owned by the Gas aud Electric Company and the Rochester Light and Power Company pass to the ownership of the new consolidated company. All the rights at the important Middle Falls, except a small fraction, will pass into the merger. At the Upper Falls the rights which will pass to the consolidated company from the Gas and Electric Company consist of forty-one out of seventy-eight full rights 011 Rrown's race, on the west side of-the river, ami nil the rights 011 the east side of the river, or one-half the power of the Upper Falls. Race Rights in the City. On the Johnson and Seymour race, fed from the pondage above the Court street cated on the Iriving Park tract.

Thi I glacial lake above Portage iuto a storage site is less than half a mile distant, and the electrical is nominal. To understand fully the importance of this station at the foot of the lower fall it must be remembered that all of the E. W. Clark, C. M.

Clark and A. (J. Hodenpyl, of the Rochester Railway Company. The late hour last night at which the official announcement of the consolidation reservoir, with a high dam on the brink of the Upper Falls at Portage. Like predecessors at Honeoye lake and at Mount Morris, the Portage dam and reservoir proposition ws reported good.

It collapsed of its own weight, however, aud attention was turned again to the opportunities at the High Ranks at Mount Morels. It was still, however, impossible to purchase the dominant rights at Rochester, Genesee and York, and the Mount Morris storage proposition has slumbered, as it is now claimed on its rights, 'await- water passing the ourt street dam, the upper falls and its races, the middle falls and the lower falls in at the disiHisition, for the fourth use, of the many turbines at the lower falls plant. Great Steam Plant. Perhaps the most important steam plant for the generation of electricity in the state, west of New York citv. is the was made precluded extensive interviews with the officials of tho companies concerned.

When the terms of the merger were fully explained to one of the ablest and most far-seeing financiers in Rochester last night, he said: dam, tne uas and t.lecine company own', and will of course transfer to the consolidated company, seven first rights and eleven and one-half second rights, out of nineteen full rights aud thirty-two second richts. walls and operating works, at the foot of i Honeoye lake, the "enormous quantity of il9.4S4,20O cubic feet of water could be stored, giving a capacity of 0,940 cubic feet of water for 100 days of the dry fceason." i former Citizens' plant, purchased by the CONT1XUED ON PAGE TWENTY-ONE..