shows that applicant has from October 31, 1922, to December 31, 1922, decreased its funded debt by the sum of $1,045,800. On December 31, 1923, applicant had $31,435,000 of 6 per cent. notes outstanding. These notes were payable to the following corporations or persons: American Telephone and Telegraph Company... The Home Telephone and Telegraph Company of Spokane $31,400,000 25,000 10,000 $31,435,000 TOTAL The remainder of the money necessary to finance the above construction expenditures, advances, and purchase of bonds is represented by accounts payable, or earnings invested. Applicant asks permission to use the proceeds from the sale of the $25,000,000 of stock it is now proposed to issue to reimburse its treasury to the extent that such proceeds are sufficient for amounts paid into its various sinking funds and for its uncapitalized expenditure for fixed capital and investment accounts prior to December 31, 1923. It is of record, however, that the company intends to use the proceeds from the sale of its stock to liquidate its outstanding indebtedness which was incurred to acquire the properties to which reference has been made. ORDER. The Pacific Telephone and Telegraph Company having applied to the Railroad Commission for permission to issue and sell $25,000,000 of its 6 per cent. cumulative preferred stock, a public hearing having been held before Examiner Fankhauser and the Railroad Commission being of the opinion that the money, property or labor to be procured or paid for by such issue is reasonably required for the purposes specified herein and that the expenditures for such purposes are not in whole or in part reasonably chargeable to operating expense or to income. [Cal. C. L. 149] It is hereby ordered, That The Pacific Telephone and Telegraph Company be, and it is hereby, authorized to issue and sell at not less than $87.50 per share 250,000 shares of its 6 per cent. cumulative preferred stock of the aggregate par value of $25,000,000 and to use the proceeds to pay in part the outstanding indebtedness to which reference is made in the foregoing opinion, and through the payment of such indebtedness to finance in part the cost of the additions and betterments and of the investments acquired prior to December 31, 1923. The authority herein granted is subject to further conditions as follows: (1) The Pacific Telephone and Telegraph Company shall keep such record of the issue and sale of the stock herein authorized and the disposition of the proceeds as will enable it to file on or before the twenty-fifth day of each month a verified report, as required by the Railroad Commission's General Order No. 24.* which order insofar as applicable, is made a part of this order. (2) The authority herein granted to issue stock will become effective upon the date hereof. No stock may be issued after October 1, 1924. Dated at San Francisco, California, this second day of April, 1924. * See Commission Leaflet No. 9, p. 82. ILLINOIS. Commerce Commission. In re APPLICATION OF THE STREATOR TELEPHONE COMPANY AND THE HOME TELEPHONE COMPANY OF STREATOR FOR AN ORDER AUTHORIZING THE TRANSFER OF PROPERTY AND THE ISSUANCE BY THE LATTER COMPANY OF STOCK. Case No. 13840. Decided February 14, 1924. Transfer of Property Approved - Issue of Stock Authorized Certificate of Convenience and Necessity Granted. OPINION AND ORDER. The petitioners herein, the Streator Telephone Company (hereinafter sometimes called the New Jersey corporation) and the Home Telephone Company of Streator (hereinafter sometimes called the Illinois corporation), filed their joint application with the Illinois Commerce Commission for (a) the consent and approval of the Commission to the transfer of the property of the New Jersey corporation to the Illinois corporation; (b) the granting of a certificate of convenience and necessity to the Illinois. corporation, and (c) the consent and approval of the Commission to the issuance by the Illinois corporation of $192,100 aggregate par amount of its common capital stock to be exchanged for a like par amount of the capital stock of the New Jersey corporation. A hearing having been held upon said application and the petitioners having presented their evidence in support thereof, and the matter having been duly submitted to the Commission for disposition, it appears: That the Streator Telephone Company is a corporation. duly organized and existing under and by virtue of the laws of the State of New Jersey and licensed to do business in the State of Illinois, and that it is a public utility, C. L. 149] subject to the jurisdiction of this Commission; that it owns and operates a telephone system in and about the city of Streator and the village of Grand Ridge, in La Salle County, Illinois, and that all of its property is situated in the State of Illinois. That the Home Telephone Company of Streator is a corporation recently organized and now existing under and by virtue of the laws of the State of Illinois, for the purpose of acquiring the capital stock, property and assets of the Streator Telephone Company and operating the telephone system so to be acquired; that it has a present authorized capital stock of $1,000 (which appears from the record to have been issued prior to the filing of the application herein) and proposes to increase the same to $200,000 and to issue $192,100 aggregate par amount of said stock for the purpose of acquiring the capital stock of the Streator Telephone Company, pursuant to a resolution (Exhibit F attached to said application) adopted at a meeting of its stockholders duly held on January 23, 1924. That the statement of the financial condition of the Streator Telephone Company as of November 30, 1923, as shown by Exhibit D attached to said application (and as supplemented by its annual report for the year 1922 on file with the Commission), shows on the asset side its total investment or fixed capital in the amount of $418,907.88 and $8,100 principal amount of its first mortgage 6 per cent. bonds, maturing July 1, 1925, held in sinking fund; and on the liability side is shown its outstanding capital stock (all common) in the aggregate par amount of $192,100, its outstanding funded debt in the aggregate principal amount of $168,000, (the same being first mortgage 6 per cent. bonds maturing July 1, 1925). That pursuant to a resolution adopted by the stockholders of the New Jersey corporation at a meeting dulv held on December 21, 1923 (Exhibit B attached to said application), the directors of said corporation at a meeting duly held for the purpose on January 15, 1924, adopted a resolution (Exhibit C attached to said application) instructing the officers of said corporation to organize a corporation under the laws of the State of Illinois, and authorizing the transfer of the property of the New Jersey corporation to the Illinois corporation, subject to existing debts, in consideration of the issuance of its capital stock by the Illinois corporation, share for share, to the stockholders of the New Jersey corporation. That after the transfer of the property as aforesaid is lawfully completed, the New Jersey corporation proposes to withdraw from the State of Illinois and be dissolved by proper procedure of its stockholders. That evidence was offered concerning the value of the property involved, from which it appears that it is worth, for the purpose set forth in this petition, at least the amount of the stock proposed to be issued and the capital obligations to be assumed. The joint petitioners now desire the consent and approval of the Commission to the transfer of property, as aforesaid; and the Home Telephone Company of Streator now desires that the Commission grant to it a certificate of convenience and necessity, as aforesaid, and authorize it to issue $192,100 aggregate par amount of its common capital stock for the purpose of exchanging the same for the outstanding capital stock of the Streator Telephone Company, upon the terms and conditions hereinbefore stated and as set forth in the application herein. The Commission having considered the application and the evidence presented in support thereof, and being fully advised in the premises, is of the opinion, and finds: 1. That the value of the property involved herein, for the purposes set forth in the petition herein, is at least the amount of the stock proposed to be issued and the capital obligations to be assumed; that the transfer of the property of the Streator Telephone Company to the Home Telephone Company of Streator, upon the terms and conditions proposed and as hereinafter authorized, should reasonably be granted and that the public will be convenienced thereby. |