Chicago Tribune from Chicago, Illinois • 64

i 8 Section 3 CHICAGO TRIBUNE, WEDNESDAY, SEPTEMBER 4, 1968 much less active, gained 12 1 rose 62 cents, and American ARRANGE LOAN Stocks Gain cents to $34.25. Peopli Motors eased 12 cents. Burroughs gained $4.12. At ON BUILDING AT 210 E.PEARSON A loan of $630,000 has been arranged for the acquisition Automatic Electric company, a subsidiary of General Telephone and Electronics corporation, announced the election of Alco Moves to Acquire Bastian Alco Standard corporation, a conglomerate from Valley Forge, plans to acquire Chicago's Bastian-Blessing Draftsmen: F.leet the Unequaled Opportunity Employer. lantic Richfield $1.25.

Addrcss-ograph S7.62, SCM $2.62. Sears Roebuck $1, Johns-Man ville $2.25. and Polaroid $2.62. Prices were generally higher on the American Stock exchange. Volume was 4.19 million shares, compared with 4.03 million Friday.

The exchange's index rose 0.06 to 28.82. Guerdon Industries rose $3.87, Con-ductron $3.75, and DMH $3.50. United States treasury bonds were unchanged to higher. Corporate bonds were mixed. Another Welcome Sign Seeburg, up $1.75, continued very active as it responded anew to Commonwealth Unit-ed's intention of acquiring shares of the stock.

Commonwealth United, up 75 cents, was the most active stock on the American Stock exchange. M-G-M advanced $4.12 to $42.87. It was reported that Commonwealth United was looking into the possibility of acquiring the roughly 900,000 shares, or 16 per cent, of M-G-M owned by Edgar Bronfman, president of Seagram Sons. Auto stocks performed indifferently even tho industry sources reported a car sales boom was under way. Chrysler was up about $1 in early trad company in a 28 million dollar 'transaction, it was announced in Slower Trading Continued from Page 5, Col.

ZJ rank as second most active. A. T. T. rose $1.25 to $52.62.

Gillette company, off $1.37 to $54.12, was boosted among the volume leaders by a block of 70,300 shares. Cities Service, off 50 cents to $57.25, also was sent up among the most actives by a block of 85,000 shares. United States Smelting, however, was traded rapidly on word that it had agreed in principle to merge with Hecla Mining. United States Smelting rose $1.87 to $66.25 and Hecla, "llj hlJLj Ha LA and remodeling of the 16-story apartment building at 210 E. Pearson it was announced yesterday by Percy Wilson Mortgage and Finance corporation.

The building will be converted into a condominium by Mel Luster and Harold E. Friedman. Two-bedroom, two-bath units are being sold for rbout $33,000 and three bedroom-three bath units for about $38,000. KINGS ACQUISITION Agreement rns t.cci rcartird for Kino El rtrouics comoany, acquire Trmaerrfture company o( yesterday. Directors of both companies I have reached an agreement in i principle and plan to vote on final terms at special meetings soon.

Terms call for Alco to issue PACIFIC STOCKS Schaffer Gate $35 in principle amount of 4Vi Clotine prices of e(ctd itsuci on the Pacific Coast Stock Erchante.l Net Net Stock Close choe. Stock Clore chge. USNatGas I2" PacifClay 34 HollvOII 134 Hi UnionSua i. per cent convertible debentures for each Bastian-Blessing W'r 4h biggest itealmsVer in th United State. And that fact offeri seme unique advantages for draftsmen who work for ui.

A. Advancement. (In a company this big, there's plenty of room to move up.) 1. Recognition (Wo get the projects that put you on top of the construction drafting field) C. Security.

(Our capital improvement program males it look as though we'll be around for quite a while) If you've got what it tales, we'll do our best to recognize your accomplishment. You don't get to be Number One by hiding your talent. Call U.S. Steel today. Our number, is 236-9200, Ext.

577. Inter, views any weekday during regular hours, 9 A.M. to 4 P.M., in our Chicago Loop office at 208 S. LaSalle Street, Room 1510. Saturday by appointment.

You'll find U.S. Steel is more than an equal opportunity employer. ing, but closed unchanged. Gen John W. Schaffer as vice president and general manager of the company's Huntsville, plant, and the election of William S.

Gage as vice eral Motors lost 37 cents. Ford 9. VicE" share. Each debenture would be convertible into one-half share of Alco common. president of marketing, Alco Standard has operations the metallurgical, chemical, 2wm Chemical company, a electrical, and leisure-time division of Swift an fields.

Its sales last year were nounced the appointment of more than 75 million dollars. John G. Arnold as purchasing Bastian-Blessing, founded in director and Robert II. Becker Offer to Purchase Common Stock of WALTH AM WATCH COMPANY at $16 per share (Net) United States Steel when tht bis Idia Is INNOVATION as assistant purchasing direc 1908, makes food service and beverage dispensing equipment tor. for restaurants and also manu factures controls for liquefied Appointment of William J.

Harbeck as assistant to the petroleum gas and other high president of pressure gases. Its sales last year totaled more than 33 mil 3 Montgomery lion dollars. Ward Co. 500 NORTH MICHIGAN was announced. ALL AMERICAN by Edward S.

COMMANDING LOCATION, Donncll, president. As direc MOVES TO BUY tor or corpo OFFICE HERE rate facilities, k. a newly cre-i ated post, Har beck will coordinate store on one of the world's great boulevards offering unexcelled convenience in the heart of Chicago's business center. If you are seeking superb office quarters in a setting that reflects the quality of your organization, we invite you to inspect 500 North Mich gan Harbeck and facilities All American Life and Financial corporation yesterday announced that its insurance subsidiary, All American Life and Casualty company, had exercised a 6.5-million-dolIar option to buy its home office building at 8501 W. Higgins rd.

and five surrounding acres. modernization, expansion and market analysis, site selection, properties acquisition, and ar I a chitectural design. Gerald E. Becker was named and its roster of distinguished tenants. Seay Thomas, real estate firm, developed the property.

The building houses All American's corporate offices, superintendent of transporta tion for the Atchison, Topeka, H-v and Santa Fe railway. Arthur RubloffSCo. I COMPLETE REAL ESTATE SERVICE jonn ward nas retired as assistant to the vice president- 1 69 W. WASHINGTON ST. CHICAGO and general offices for both its life and health insurance subsidiary and its mutual funds selling organization.

All American Management corporation. AM00VER 3-5403 finance, for the Norfolk and Western railway. He will be succeeded by James T. Val- leroy. James L.

Mitchell was named staff vice president of Other tenants of the building include the O'Hare International bank, Illinois Tool Works, the Buick division of General Motors corporation, Eastern Air Lines, and Lily-Tulip Cup corporation. Des Plaines Firm corporate planning for Con IDEXKHII FRflntHISE WITH A FUTURE tinental Air Lines. Robert McK. Burns was elected presi dent of Petroleum Resources corporation, Salt Lake City. Even If you have no experience in the food busi Gets Building Order Stanley S.

Surrey, assistant secretary of the treasury for! Engineering Manage Des Plaines, announced it tax policy, will be one of the principal speakers at the fifth ness and have never been an employer before you, too, can make profits pronto, with Pep'e Taco. Based on actual experience. Pep'e Taco franchises are earning to $30,000 the first year! Our tested, quick-service methods, in-depth research, popular Mexican food menu, constant supervision, and proven advertising and promotional assistance will guide you to success. We will be interviewing applicants in your area soon. If you have good credit and can invest a minimum of $10,950.00.

has received an order to design and build a plant for Alpine municipal conference of the Marine Protein Industries of Investment Bankers Associa tion of America, Sept. 25 thru 27, in New Orleans. wnie lor irancnise inrormauon Charles D. Mill was named! IMRKETIKG DIRECTOR FEP'E TACO INTERNATIONAL, INC, 1320 Dalwortri Arlington, Texas 76010 manager of the Chicago area sales office of Granite City Steel company. Raymond New Bedford, for the production of fish protein concentrate.

PRIMARY GRAIN Receipts and shipments at leading western markets (009 omitted): Receipts Wheat Corn Oats Tuesday 1,60 1,263 82 Week ago 1,570 1.248 76e Year aoo 2,113 1,253 861 Shipments-Tuesday 885 28 272 Week ago 589 1,352 458 Year ago 829 867 249 C. Dalka was named Chicago area sales manager for United- Buckingham Freight Lines, IT PAYS TO ADVERTISE IN THE CHICAGO TRIBUNE To the Holders of Common Stock oj Waltham Watch Company A. G. Becker Co. Incorporated has been authorized as agent for Iseca, a Delaware corporation to request tenders of shares of Common Stock, S2.50 par value, of Waltham VCatch Company for purchase by Iseca at $16 per share net to the selling shareholders.

This Offer is made on the terms and conditions contained herein and in the Letter of Transmittal referred to below and will expire at 3 p.m., Central Standard Time, on November 1, 1968, unless extended by Iseca (said date, or said date as extended, being herein called the "Expiration All shares of Waltham Common Stock properly tendered will be purchased by Iseca. Tender must be made by the Letter of Transmittal, which is being mailed to all share-'holders. Payment of the purchase price of shares tendered by any shareholder will be made promptly after due delivery to The Northern Trust Company, 50 South La Salle Street, Chicago, Illinois 60690, as Deposit Agent, on or before the Expiration Date, of a properly executed Letter of Transmittal and a certificate or certificates for such tendered shares as required by the Letter of Transmittal. Fractional shares (represented by certificates for shares of the par value of $0.50) will be purchased at the rate of $3.20 for each 15 share. Iseca will pay the transfer taxes involved in its purchase of tendered shares and all charges and expenses of the Deposit Agent.

Any holder of Common Stock tendering shares under this Offer may withdraw his shares at any time before September 11, As of August 28, 1968, Iseca beneficially owned 283,976 shares of Common Stock of Waltham (constituting approximately 10 of the total number of Waltham shares outstanding exclusive of shares held by Waltham as treasury shares), which were purchased by Iseca on August 26, 1968 at $16 per share. As of August 28, 1968, Iseca also had contracts with Mr. Abe Fell of Winnetka, Illinois to acquire 1,634 shares of Common Stock at $16 per share, and with Mr. Leo Popper, Geneva, Switzerland, to acquire 6,966 shares at $16 per share. Iseca does not have any other rights to acquire, directly or indirectly, any other shares of Waltham Common Stock.

Except as indicated below, to Iseca's knowledge none of its associates owns, or has a right to acquire, any such shares. Waltham holds 33,390 shares of Waltham Common Stock as treasury shares. Invicta, S.A., la Chaux-de-Fonds, Switzerland, referred to below, and Mr. Silvan Kocher, a partner in S. Kocher Grenchen, Switzerland, referred to below, own 1,320 shares and 2,640 shares, respectively, of Waltham Common Stock.

It is contemplated that, if by the Expiration Date Iseca has acquired at least 90 of the total number of Waltham shares outstanding (excluding treasury shares), Iseca will be merged into Waltham as soon thereafter as is practicable, upon terms which will provide for a cash payment to all Waltham shareholders (other than Iseca) in an amount to be determined by the Board of Directors of Iseca. In the event of a merger upon such terms, any Waltham shareholder could, in accordance with procedures specified in the General Corporation Law of Delaware, demand payment of the value of his stock on the effective date of the merger (exclusive of any element of value arising from the expectation or accomplishment of the merger) and, if such shareholder and Waltham disagree as to the value of the stock, petition the Delaware Court of Chancery for a determination of such value. Except as stated in the preceding paragraph, Iscu docs not presently have any plan to liquidate Waltham, or to sell its assets to, or merge it with, any other persons, or to make any other major change in Waltham 's business or corporate structure. The range of the bid prices for the Common Stock of Waltham in the over-the-counter market during 1968 (to August 27, 168), reported by Standard Poor's Corporation throughjuly, 1968, and published in the Wall Street Journal thereafter, was from $10 to $15.50. The price on August 27, 1968, was $15.50 bid, $17 asked.

Public announcement of the agreement of Iscca to make a tender offer at $16 per share was made on August 15. 1968 when the price was $14 bid, $16 asked. The names, business addresses and principal occupations of the director and officers of Iseca are as follows: Ntimt tttut Business AJJrtss 'I'iilt Georges Didishcim Director and 790 Madison Avenue President New York, N.V. Principal Occupation President, Invicta Corporation (sales representation for watch manufacturers) and President, Uclulor International, Ltd. (metal plating business) Nf and Business AJJrtss Title Robert B.

Glynn Vice President 220 East 42nd Street and Assistant New York, N.Y. Secretary Principal Occupation Panncr, Fox-Glynn Mclamed Kinney (attorneys) Denver. Name and Business AJJrtss Title David J. Mclamed Vice President Woodward Building and Secretary Washington, D.C. Principal Occupation Partner, Fox Glynn Mclamed Kinney (attorneys) Name and Business AJJress Title Sidney Sirkin Treasurer 1440 Broadwav New York, N.V.

Principal Occupation Partner, Kornbluh, Sirkin, Rittcr Co. (independent public accountants) Iseca is controlled by Iseca, S.A., la Chaux-de-Fonds, Switzerland, a Swiss corporation. The voting stock of Iseca, S.A., is held in equal shares by Iavicta S.A., la Chaux-de-Fonds, H. Sandoz Cie, la Chaux-de-Fonds, and Degoumois Cie, S.A., Neuchatel, Switzerland. Invicta and Degoumois each is a corporation, and Sandoz is a partnership, incorporated or formed Under Swiss law.

The principal business of each of them, aid of S. Kocher Co. (referred to below) is the assembling of watch movements and watches. Invicta is controllec by Mr. Charles Blum, la Chaux-de-Fonds, whose principal occupation is the management of Invicta.

Degoumois is controlled by Mr. Victor Degoumois, Neuchatel, whose principal occupation is the management of Degoumois Sandoz is controlled by Mr. Andre Bezzola, la Chaux-de-Fonds, whose principal occupation is the management of Sandoz, and by Mr. Eric Kocher, Solothurn, Switzerland, whose principal occupation is the management of S. Kocher Grenchen, Switzerland.

Of the 283,976 shares of Waltham Common Stock purchased by Iseca at $16 per share on August 26, 1968, 151,819 shares were purchased from Harry B. Aronson, Alice Aronson, Lawrence Aronson, Donaltl Pollack and Audrey Pollack Aronson pursuant to an Agreement dated as of August 15, 1968, between Iseca and the Aronson Group Purchase The Purchase Agreement provides that (a) Iseca will enter into a consulting agreement with Harry B. Aronson, under which he will render certain consulting services to Iseca and Waltham for a term of six years from the date of such agreement, at a fee of $30,000 per year (such consulting agreement was entered into on August 26, 1968), (b) Iseca will cause Waltham to continue to employ Lawrence Aronson and Donald Pollack at their present salaries until January 31, 1969, (c) Iseca will indemnifj the members of the Aronson Group against the liability of any judgment based on a claim for a finder's fee in resrect of the transactions contemplated by the Purchase Agreement, (d) Iseca will cause Waltham to accept anil discharge-any liability for fees and expenses incurred by ILrry B. Aronson, Lawrence Aronson and Morris Draft as inlividual defendants in the case of Lifmann v. Aronson (Civil Action No.

1910 in the Court of Chancery of the State of Delaware) for which such defendants see reimbursement from Waltham and which are reimbursable under die Certificate of Incorporation of Waltham and the laws of Delaware, and (e) Iseca assigns to members of Aroison Group, in pro rata amounts based on the number of Waltham shares each has sold to Iseca. any cla.ms which Iseca may have for any derivative cause of action based ipon ownership of Waltham shares and arising out of illrgcd acts occurring prior to August 15. 1968. The amount of the funds used, of to be use, by Iseca in purchasing shares of Waltham Common Stock beneficially owned or under contract as of August 28, 1968, was $1,681,216. The maximum anount of finds to be used by Iseca in purchasing shares vhich may he tendered pursuant to this Oiler is SI.S5.1 20.

The source of such funds (approximately 56,516,000 in the aggregate) will be: (a) $2,616,000 from the proceeds of the sale by Iseca to Iseca, S.A. of shares of its capital stock; and (b) borrowed by Iseca from the Unun Bank of Switzerland under a loan bearing interest at a rate of 9'', repayable in installments to 1981 secured Sy a pledge of the shares of Waltham coniiam stock purchased by Iseca. To make its investment in Iseca. Iseca, S.A. bor-rowed from UBS the equivalent in Swiss francs of approximately $1,175,000 under a loan bearing interest it a rate of 6S.

repayable in installments to 198-1 mid secured by pledge of the shares of capital stock of lscca. Isecti has agreed to compensate A. (i. Becker Co, Incorporated lor its services in awicctioi: with this Oiler and to pay certain of its expenses G. Becker ic Co.

will retain Co, to assis, in connection with this Oiler. Iscca has filed with the Sccuri.ics and I'xeliangc Commission a statement pursuant Rule 13d-l ard ld-l adopted on July 30, 1968, under the Securities Exchange Act of 1931, as amended, furnishing certain information ith respect to the purchase of Waltham shares by Iseca on August 26, 1968, and with respect to this Offer. Bids invited for purchase or lease of air rights, covering 5.84 acres FOR THE Ist TIIVIE IIM HISTORY Prime Property Available in the Heart of New Orleans overlooking the Construction of hotel or motel of at least 500 rooms required Mississippi River i' i iimiiinimn j.T i1 i i JEjfxsj I 1 I Iseca has appointed the following Depositary in connection with this Offer; 1 Depositary: THE NORTHERN TRUST COMPANY 50 South La Salle Street Chicago, Illinois 60690 Attention: Corporate Trust Department Copies of the Letter. of Transmittal may he obtained from The Northern Trust Company, 50 South Li Salle Street, Chicago, Illinois 60690, from Georgeson 52 Wall Street, New York, New York 10005, or from any office of A G. Becker Co.

Incorporated. This could be tho most desirable sits in bustling, exciting New Orleans ideal for a hotel or motel, and office building and apartments. It is adjacent to the new 33-story International Trade Mart and The Rivergate (exhibition facility) just completed; exhibit space, 132,500 square feet; seating capacity, up to 17,500. Major conventions are booked for years ahead. The Rivergate creates tremendous added demand for hotel rooms.

Marketing studies show that planned hotel facilities fall short of needs, particularly in downtown area. Three blocks away is Canal Street, tourist and shopping center and entrance to world-famed French Quarter. Air-conditioned stadium will be only 10 blocks away. Acreage offered comprises open, uncrowded area with easy traffic flow, and new modern parking garage for 1500 cars. Factors that will continue the city's remarkable growth include foreign and domestic trade, tourism and conventions, ship-building, petroleum and petro-chemicals, aero-space industry.

ACT WOW Bids will be opened Nov. 25, 13S8 Come to New Orleans to judge this opportunity for yourself. We will be glad to welcome and guide you. Write for appointment, plus further details. Specifications are available upon deposit of $1 00.00 per set.

Your deposit will be refunded upon the return of specifications in good condition within ten days after opening of bids. Chief Administrative Office Room 2E09, City Hall. 1300 Perdido St New Orleans, La. 70112 504-529-4311. ext 224 Agent: A.

G. Becker Co. INCORPORATED 60 Broad Street New York, N.Y. 10004 120 South La Salle Street Chicago, Illinois 60603 September 3, 1968.