Newspaper Page Text
THE GARDEN ISLAND, TUESDAY, AUGUST 13, 1918
ERIGAN- FACTORS, . LIMITED
Capital Stock $5,000,000.
Board of Directors
(TO HE ANNOUNCED LATER)
Shares 50,000: Par Value $100 each
1 'a used by the Capital Issues Committee as not incohi
patible witli the National interest, but without ap
proval of legality, validity, worth or security.
IN ACCORDANCE wilh the reorganization plan proposed
by the Alien Property Custodian and adopted bv the
Stockholder of II. Harkfeld & Company, Limiteda cor
poration has been organized under the' laws of the Ter
ritory of Hawaii known as the
American Factors, Limited
having a capital stock of five million dollars ($500,000),
fully paid, devided into 50,000 shawes of the par value of $100
each, for the purpose of taking over the entire business and
property of II. llackfeld & CompanyLimited, including rights,
' contracts, agencies, franchises, credits, accounts and other
interests of every kind, subject to outstanding obligations.
All of the .r0,000 shares will be transferred to seven trus
tees, namely: George Sherman. R. A. Cooke, F. C. Atherton,
C. K. Ilemenway, Richard II. Trent, A. W. T. Bottomley and
G. 1. Wilcox, all of Honolulu, under a trust agreement to con
tinue during the present war with Germany and thereafter for
a period of three additional years, under which agreement
stock trust certificates will be issued by the Trustees in lieu
of the 50,000 shares of stock, which trust certificates will en
title the holders to all of the benefit's of stockholders, except
the privilege of voting, which will be exercised by the Trustees,
and except that sales or pledges may be made only with the
approval of the Trustees. Holders of trust certificates will
receive payments equal to the dividends, if any, collected by
the Trustees upon a like number of shares.
The form of the trust certificate will be as follows:
(TO 15 E ANNOUNCED LATER)
This certificate will not be valid unless signed on behalf of
said Trustees by the Trent Trust ' Company, Limited, as their
Agent and Registrar.
IN WITNESS WHEREOF, the Trustees have caused this
certificate to be issued and signed by their said Agent and Regis
trar this ; day of 191.
R. A. COOKE
F. C. ATHERTON
C. R. HE MEN WAY Trustees
RICHARD H. TRENT I
A. W. T. BOTTPMLEY
G. P. WILCOX
By TRENT TRUST COMPANY, LIMITED,
..Their Agent hereunder;
The corporation will continue the San Francisco and New
York branches for convenience in lhtgencral conduct of its
business. These brandies also contribute to the earnings.
Assets and Liabilities:
Upon the termination of the trust agreement the trust
certificates will be exchanged for shares of stock of American
As indicative of the financial status of the business, a
condensed statement of the balance sheet of H. llackfeld &
CompanJ-, Liifiited, as of December 31, 1!H7, follows, certified
to by the Audit Company of Hawaii, I, Id., ns being in accord
ance with the accounts of II. llackfeld & Company, Limited, as
of that date:
. . . r.:ir,:t7:t.!7
All legal matters pertaining to the entire reorganization
plan and issue of (lie stock and trust certificates of American
Factors, Limited, have Ixytn approved by Messrs. Smith, Mar-
ren & Wnitney, ami Keohertson Olson. opies ot tneiriopin
ions and also of the trust agreement mav be seen althe tlice
of, Trent Trust Company, Limited.
Cash in Bank and on Hand....
Bonds and Stocks
Real Fstate and l'roperfv Invest
ments, etc 1,il 2.4 00.58
Merchandise Inventories. 1 ,232,4 SK.52
Loans Receivable 722,010.42
Xotes Receivable 110,010.77
Agency and Personal Accounts Receiv
able and Trade Debtors 2,121,710.05
Other Assets 2S,0l!.!!)
AMERICAN FACTORS, LIMITED.
STOCK TRUST CERTIFICATE.
This Is to certify that on the expiration of three (3) years
after the date of termination of the present war between the
United States and Germany
will be entitled, upon' the surrender hereof, to receive a certificate
or certificates for paid up shares of the
capital stockof the American Factors, Limited, of the par value of
one hundred dollars ($100) each; and, until then, from time to
time to receive payments equal to the dividends, if any, collected
by the undersigned Trustees herein named or their successors, up
on a like number of shares standing in the names of the Trustees.'
This certificate Is issued under and subject to all of the terms,
conditions and limitations expressed in a certain trust agreement
made between H. Hackfeld & Company, Limited, and George Sher
man, R. A. Cooke, F. C. Atherton, C. R. Hemenway, Richard H.
Trent, A. W. T. Bottomley and G. P. Wilcox, as Trustees, dated
1918; and each successive holder of
this certificate, by acceptance hereof, hereby expressly assents to
and agrees to be bound by all of the provisions of said trust agree
ment as though herein fully set forth and signed by each such'
No assignment or transfer of this certificate, or any Interest
herein or In the shares represented, shall be valid or effective for
any purposes unless and until such transfer shall be approved by
the Trustees and the transfer thereof actually made upon the books
of the Trustees upon the presentation and surrender of this certifi
cate, and as required by the Trustees; and until so transferred the
Trustees shall treat the record holder as the owner thereof for all
purposes; PROVIDED, HOWEVER, that during the continuance of
said trust agreement the same shall not in any manner be sold,
assigned, transferred to or held by any person or persons, in
pledge or otherwise, except in accordance with the terms of said
trust agreement. Every other attempted transfer shall be null
The American Factors, Limited, will conduct a general
agency business, representing plantations, fertilizer works, in
surance companies, and manufacturers, and will have agency
contracts with the following sugar plantations.
Tons of Sugar
i " Produced in
0 1.11 t
Co.. Ltd 20,174
Kekaha Sugar Co., Ltd 1S.354 ,
Makee Sugar Co.. . ; 13,500
Koloa Sugar Co., The 0,200
Grove Farm Plantation 3,83(5
Waimea Sugar Mill Co., The 1,!05
Kipahulu Sugar Co 1,510
Canit alStock :
Preferred . .
Common . .
3,700.000.00 $ 4,000,000.00
Oahu Sugar Co.,
Pioneer Mill Co.,
-Total "... 13!),0 Tons
also with the Pacific Guano & Fertilizer Co., Ltd.
General Merchandise Business
The American Factors. Limited, will continue the general
merchandise business which has been conducted so successfully
by its" predecessor for many years, with branch establishments
at Ililo and Kailua, Hawaii. The entire business of the big
refail house heretofore conducted as "B. F. Killers & Com
pany," of Honolulu, wjll be continued by the American Fac
tors, Limited under the name of "The Liberty House." The
several departments have contributed nuiterially to the earn
ings of the business in the past.
SUBSCRIPTIONS ARE NOW INVITED
. FORM OF OATH FOR INDIVIDUALS.
United States of America, 1
Territory of Hawaii. f SS
of do solemnly swear that
I am a citizen
(natural born or naturalized)
of the United States of America; "that I will support'
and defend the Constitution and laws of the United
State against all enemies, foreign and domestic; that
I will bear full and true faith, allegiance and loyalty
to the Government of the United States paramount to
every other nation or country; and do hereby parti
cularly disclaim all connection with and declare utter
repudiation of the Empire of Germany and all of its
Allies, and the German Emperor, and all other enemy
nations, powers and rulers, and all enemy activities, in
fluences and propaganda, within and without the
United States; and do further denounce and condemn
all supporters, adherents and sympathizers of or with
Germany and Its Allies; that I take this oath freely,
absolutely, comprehensively, In full accord with the
spirit hereof, and without any qualification, mental res
ervation or purpose of evasion whatsoever.
Subscribed and sworn to before me this
day of August, 1918.
(N.B. This oath must be signed and sworn to before a
notary public.) (Form of oath for individuals and cor
porations may be obtained at the office of the Trent
Trust Co., Ltd.)
Subscriptions from persons, (inns a ltd corporations for the stock trust cer
tificates representing shares of American Factors, Limited, subject-to the trust
agreement, are now invited upon the following terms and conditions:
(1) .Subscription price, $150 per share.
(2) .Subscriptions will be received begin
ning August 5th, and will close at 5 p. m.
on August 2&th, 1918, at the office of ti.e
Trent Trust Company, Limited, Honolulu,
(3) .Subscriptions will be received for any
number of shares from 1 up to 2500. A
deposit of 20 per cent of the, amount sub
scribed may be required before allotment.
(4) .Subscriptions will be payable on allot
ment, but In any case on or before Aug
ust 30, 1918. (Arrangements may be made
for payment at the Chase National Bank
In New York, and the Mercantile National
Bank In San Francisco.
(5) . Any Subscriber may offer part payment
In United States Liberty Bonds to a limit
ed amount, at par, with accrued Interest
to date of allotment, provided he shall
Subscriptions will be "recorded daily as received, and when closed will be
tabulated and submitted to the Alien P ropcrty Custodian for his approval, modi
fication or rejection.
The services of the Trent Trust Company will be rendered without charge of
any commission or bonus, and no commissions or bonuses will be allowed to others.
All statement and statistics are derived from authentic sources, or those
which we regard as reliable. We do not guarantee, but believe them to le correct.
have purchased the same directly from the
Government prior to August S, 1918 ; and
if such offer of bonds is not accepted, he
will be so notified prior to allotment, and
may then elect whether to pay cash In
lieu of any bonds not accepted or reduce
or withdraw his subscription.
(6) .Applicants must be loyal citizens of the
United States and will be required to sub
scribe to an oath of allegiance.
(7) ..No person, firm or corporation will be
permitted to acquire or hold trust certifi
cates representing more than-2500 shares
of stock of the American Factors, Limited, -except
by unanimous consent of the
(8) . The right is reserved to the Alien Prop
erty Custodian to reject any or all sub
scriptions or to allot such proportion of the
amount of subscriptions as In his judge
ment shall seem advisable.
Undivided Profits and Reserves.
Agency and Personal Accounts and
Sundry Credit Balances
Statement of Earnings and Dividends:
The following is a summarized "'Statement of the earnings
of II. llackfeld & Co., Ltd., for the past eight years:
For the Year
ended Dec. 31
. 1,401, 770.50
1 Hvidends Paid.
Average net earnings, eight years f!31,! 15.00
Average annual dividends paid eight years 51S,()00.00
FORM OF SUBSCRIPTION FOR TRUST CERTIFI
CATES FOR SHARES OF AMERICAN FACTORS,
TRENT TRUST COMPANY, LIMITED,
Honolulu, T. H.
- I hereby subscribe for and offer to purchase stock
trust certificates representing and entitling me to re
shares of the capital stock of AMERICAN FACTORS,
LIMITED, a Hawaiian corporation, orany less number
of shares that may be allotted to me, under the term of
the trust agreement between H. Hackfeld, & Company,
Limited, of the first part, and eorge Sherman, R. A.
Cooke, F. C. Atherton, C. R. Hemenway, Richard H.
Trent, A. W. T. Bottomley and G. P. Wilcox, as Trustees,
of the second part (authorized by resolution of the
stockholders of H. Hackfeld & Company, Limited, on
July 19, 1918), at the prjee of one hundred and fifty
dollars ($150.) for each share represented, which I
agree to pay on allotment, but in any case on or before
August 30, 1918, and agree to be bound by all the terms
and conditions of said trust agreement to the same ex
tent as though the same were actually signed by me.
As part payment I offer United States Liberty
Bonds, at par, amounting to $ ; the above
subscription being made upon the understanding that If
such bonds are not accepted I will be so notified prior
to allotment and may then elect whether to pay cash
In lieu , of any bonds not accepted or reduce or with
draw this subscription.
' It is understood that any subscription may be re
jected In whole or in part.
My address is:
(Subscription forms for individuals and corporations
may be obtained at the office of the Trent Trust Co.,
Subscription blanks obtainable at the office of the above or from any bank, trust company, or member of the Honolulu Stock & Bond Kxcliange.
ON TI1K OTIIKU ISLANDS -
From any bank or trust company.