CORPORATION FORMS ARTICLE TWENTY. SALES OF STOCK, OPTIONS, PLEDGES, LOANS, DEPOSITS AND LISTING OF STOCK. Form 3008. Circular of Brokers for Sale of Stock. (Incorporated under the laws of Indiana.) Common stock exempt under present laws from state and local taxes (except inheritance taxes) in Indiana and from normal federal income taxes. Fletcher American Company-Registrar and transfer agent. Authorized-60,000 shares (No par value). Bonds-None. Preferred stock-None. Mr. Roy C. Shaneberger, president of the company, summarizes his accompanying letter, quoted on the following pages, as follows: History. The Progress Laundry is an outgrowth of a business founded by myself and associates in 1896 and was at that time the smallest laundry in Indianapolis. The business was incorporated in 1905 with a capitalization of $25,000.00 and has been built up practically entirely out of earnings to its present capacity and earning power and is now one of the largest and best equipped laundries in the United States. Business. The company operates throughout a twenty-mile radius from its plant in Indianapolis. It has pioneered in the origination and development of progressive ideas in the laundry business of the United States, particularly along the line of development of the idea of laundering the entire family wash on a pound basis. This idea has been largely responsible for the tremendous and rapidly developing volume of business done in the power laundry today. The company has the largest power laundry business in Indianapolis, now handling about twenty-three per cent. of all such business done in this city and has facilities to handle an increased business, amounting to nearly fifty per cent., with very little increase in capital investment and operating expense. It is estimated such increase in volume would show approximately one hundred per cent. increase in net earnings over those for 1925. The company looks forward to a large expansion and development of its business during the next few years through natural development and further by the acquisition of other laundries. Plant and equipment. The company occupies under a favorable long term lease, a modern sprinklered plant of suitable construction and owns well maintained equipment of latest design and pattern with a capacity sufficient to care for large future growth. The industry. The laundry industry has shown a most phenomenal development, statistics indicating that it has doubled itself every five years, and ranks as one of the most important industries in the country. All factors indicate a greatly increased ratio of growth in the future. The volume of business in 1925 was approximately $500,000,000.00 as compared with $270,000,000.00 in 1920. The business is done practically on a cash basis and involves substantially no investment in inventory. Earnings. Net earnings of the company for the year 1925, after all deductions including liberal maintenance and replacement charges and after the adjustment of executive salaries to present rate, but before depreciation and Federal taxes, were $99,040.00, equivalent to $2.48 per share on the 40,000 shares of common stock presently to be outstanding. For the three years ending December 31, 1925, such earnings averaged $102,473.00 per year. Since the instalation in 1924 of plant and equipment providing for greatly increased capacity, the business handled has now reached such a volume that very satisfactory increases in net earnings are expected for the year 1926 and thereafter. Management. The management and control of the company will continue to be vested in the same men who have developed the company's business from its inception to its present pre-eminent position. The Fletcher American Company will be represented on the board of directors. Dividends. The directors of the company have signified their intention of placing the stock on an initial annual dividend basis of $1.40 per share, payable quarterly, the first dividend to be payable July 1, 1926, for the quarter ending April 1, 1926. Listed on the Indianapolis stock exchange. All legal matters in connection with this issue have been subject to the approval of our attorneys, Smith, Remster, Hornbrook and Smith. Appraisals by Lane, Lyle Company. Audits by Coffield, Sanders and Co. Price on application. Fletcher American Company. (All statements herein are official or based on information we regard as reliable, and while we do not guarantee them, they are the data upon which we have acted in the purchase and valuation of this issue.) Form 3009. Letter to Stockholders of the American Telephone and Telegraph Company. You have received the circular from President of your company, dated May 19, 1926, announcing the offer to its stockholders of additional shares of its capital stock for subscription. A copy of this circular has been printed on the last page for your convenient reference. The warrant (or warrants) which this letter accompanies specifies the number of shares for which you are entitled to subscribe. You will note that: 1. Stockholders are entitled to subscribe in the ratio of one additional share for each six shares held on the record date, June 8, 1926. 2. Subscriptions must be made by executing the subscription agreements on the face of the warrants and delivering them with subscription payments to the office of the treasurer of the American Company in New York or Boston. 3. Warrants not used in making subscriptions before the close of business on August 2, 1926, will be void and of no value. We hope that if you have a full share warrant for one share or more of this issue, you will subscribe for your quota, and that, if you have also a fractional warrant, you will purchase sufficient additional "rights" to enable you to subscribe for one or more additional full shares; and that those who have only a fractional warrant, will buy sufficient additional "rights" to enable them to subscribe for one full share or more. If for any reason you do not wish to take all or any part of what you are entitled to subscribe for, or can not do so, do not sacrifice the "rights" which your warrants evidence. Sell these "rights" for what they will bring in the market. The closing price of "rights" in the New York market on June 8th was $6.372. The price fluctuates somewhat during each day and from day to day. In case any of you wish advice or assistance in making your subscriptions or in buying additional "rights" or in selling "rights" you have, do not hesitate to consult your banker or a responsible broker, who will be glad to serve you; or, if you prefer, the local Bell Telephone Commercial Office will be glad to advise with you and assist you so far as possible in the making of your subscriptions and in the purchase or sale of "rights." You may also write directly to, treasurer, 195 Broadway, New York, N. Y., who will be glad to arrange with the Bell Telephone Securities Company for the sale to you of additional “rights,” or for the purchase of your "rights." We have prepared a series of questions and answers which follow, with the hope that these will make entirely clear to those not already acquainted with such operations the main problems which arise in the purchase and sale of "rights" and the making of subscriptions. Very truly yours, Bell Telephone Securities Company, President. The Bell Telephone Securities Company was organized by the American Telephone and Telegraph Company to advise intending investors and facilitate their transactions in Bell Telephone securities. The American Company owns all the stock of the Securities Company and controls it. The stockholders of the American Company and telephone subscribers generally are invited to avail themselves of the facilities of this company. QUESTIONS AND ANSWERS. Warrants. 1. Q. What is the warrant (or warrants) I have received today? A. Each stockholder of record at the close of business on 19, is entitled to subscribe for additional stock in the proportion of one share of stock for each six shares of stock then held by him as shown by the books of the American Telephone and Telegraph Company. You are entitled, therefore, to receive a warrant or warrants evidencing one-sixth, or one "right," for each share of stock recorded in your name on the record date; for example Those recorded as owning one share will receive a fractional warrant for one-sixth, or one "right." Those recorded as owning six shares will receive a full share warrant for one share, or six "rights." Those recorded as owning eight shares will receive a full share warrant for one share and a fractional warrant for twosixths, or a total of eight "rights." 2. Q. Who are entitled to receive warrants? A. Only those who are recorded as stockholders on the books of the American Company at the close of business on 19, will receive warrants from the company. 3. Q. Of what use is my warrant (or warrants)? A. In making a subscription it is necessary to use a warrant or warrants; or if you sell your "rights" the purchaser will require you to deliver the warrant or warrants to him, duly assigned in the form printed on the back. The warrants are of no use or value after 19-. Subscriptions. 4. Q. How do I make subscription for some of the additional stock? A. Having a warrant or warrants aggregating six "rights" for each share you wish to subscribe for, you should fill in the subscription agreements on the face of each warrant, writing your name and address clearly. |