1907 - Meeting N. & W. Stockholders

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Roanoke Times - October 11, 1907

MEETING N. & W. STOCKHOLDERS

Old Board Re-elected - Organization Later - Interesting Report

   The annual meeting of the stockholders of the Norfolk & Western 
railroad was held at noon yesterday the general offices here. Over 
eighty per cent of the capital stock of the company was represented 
at the meeting. The business before the body was the election of a 
board of directors, auditing the books of the corporation, and 
reviewing the annual report of the board of directors. The affairs of 
the company were found to be in a very satisfactory condition and the 
report of the board of directors was adopted without dissent.
   The next matter was the election of a board of directors and 
without opposition the old board, consisting of Messrs. L. E. 
Johnson, Roanoke; Henry Fink, New York; Joseph I. Doran, 
Philadelphia; H. C. Frick, Pittsburg; John P. Green, Philadelphia; 
Victor Morawet, New York; Samuel Rea, Philadelphia; W. H. Taylor, 
Norfolk; L. C. Weir, New York; Joseph Wood, Pittsburg, were 
re-elected for the ensuing year.
   It was decided to hold a meeting in New York on October 24th, when 
the board will be organized and the different officers will be elected.
   Only three of the directors were present at the meeting held 
immediately after the stockholders has adjourned, Messrs. Johnson, 
Doran and Fink. No business was transacted by the board at this meeting.
   The following was gleaned from the report of the board of 
directors and will be of great interest to the general reading public:
   The length of line owned at the close of the fiscal year was 
1,862.71 miles. Total operated was 1,876.69.
   The average mileage operated during the year was 1,876, against 
1,853 during the preceding year. In the current year's average 
mileage is included the 13.98 miles used jointly under trackage 
rights, which mileage was not included in averages in previous reports.
   The gross earnings were $16,612, and the net earnings $6,210 per 
mile of road operation.
   The operating expenses were 62.62 per cent of the gross earnings, 
as against 59.90 per cent on in the preceding year.
   Taxes were 3.20 per cent of the gross earnings.
   At the annual and special meeting of the stockholders, held 
October 11, 1906, the stockholders increased the common stock of the 
company by the sum of $34,000,000, to an aggregate of $100,000,000. 
None of this additional stock has been issued, but it is reserved to 
enable the holders of outstanding convertible bonds to convert such 
bonds into the common stock of the company. The capital stock 
outstanding consist of 660,000 shares of common stock, $66,000,000; 
230,000 shares of adjustment preferred stock, $23,000,000; total, 
$89,000,000, of which there was in the treasury of the company at the 
close of the fiscal year, 89 shares of adjustment preferred stock and 
15,308 shares of common stock.
   The aggregate funded debt outstanding on June 30, 1907, was 
$87,865,500, of which $13,000 was held in the treasury of the company.
   Additional divisional first lien and general mortgage bonds to the 
amount of $2,000,000 were sold during the year, the proceeds of the 
same being applied toward capital expenditures previously made.
   At the meeting of the stockholders, already referred to, the 
stockholders authorized the board of directors to cause to be created 
an issue of bonds of the company not exceeding in the aggregate, 
$34,000,000 convertible into common stock. The board of directors 
thereupon authorized the creation of an issue of convertible 
twenty-five year 4 per cent gold bonds, for an aggregate principal 
sum not exceeding $34,000,000, under and in accordance with the terms 
of an agreement dated December 22, 1906, between the Norfolk & 
Western Railway Company  and the Guaranty Trust Company of New York 
as trustee. Pursuant thereto the stockholders of the company was by 
circular dated December 22, 1906, given the privilege to subscribe as 
par, between January 26th and January 31, 1907, for an amount of 
bonds equal to one-sixth of their respective holdings of the stock of 
the company as registered on its books at 12 o'clock noon, December 
22, 1906, which bonds are convertible on and after June 1, 1907, but 
prior to June 1, 1917, into common stock at par. The company has the 
right to redeem these bond at any interest period after June 1, 1917, 
at 105 per cent and interest. The aggregate amount of the issue so 
offered to the stockholders was $14,576,000, and such bonds as were 
not taken by them were sold, pursuant to a contract entered into 
under authority given by the stockholders at the meeting referred to.
   The remainder ($19,424,000) of the bond authorized as above 
described may be issued from time to time as required for the 
company's purposes.

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- Ron Davis, Roger Link