2-For-1 In Canberra

Another Rich Gift to W.R.C. Shareholders

Holding Company

A WRITER in September issue of PIM, when reviewing the last balance-sheet of Messrs. W. R.

Carpenter & Co. Ltd., under the heading of “Growth of the W. R.

Carpenter Pacific Empire Com parison with 1935 Shows Remarkable Figures”, pointed out that the in terests of the organisation now are so widely scattered that the original Company—still located in O’Connell Street, Sydney—“now is mostly an investment and holding company.”

The writer was not aware that, already, the Directors had decided to bring the whole of the Carpenter interests together in a holding com pany, which even then had been registered in Canberra.

It is a very interesting develop ment which, in a sense, puts the :oping-stone on the whole Carpenter structure.

At the annual meeting on Sep tember 27, the Chairman (Mr. R, B.

Carpenter), made the following statement: We have registered a company in Canberra lamed W. R. Carpenter Holdings Limited, under he provision of The Company's Ordinance 1954 )f the Australian Capital Territory, with a ihare capital of £5,000,000, divided into 10,000,000 shares of 5/- each.

The principal object for which this company s established is: To purchase or otherwise icquire by way of investment stock or shares n W. R. Carpenter and Company Limited, and ipon such terms and subject to such conditions, for cash or otherwise, as may be agreed.

It was incorporated on September 9, 1957, ust 43 years to the day since W. R. Carpenter md Company Limited was registered in Sydney in 1914, with a paid up capital of £l,OOO, leld by the late Sir Walter R. Carpenter (our : ounder), Sir Maynard Hedstrom (late of Morris, fedstrom Limited, Fiji) and the late Percy A. lAorris (also of Morris, Hedstrom Limited, Fiji) it the time of resignation.

The first annual accounts revealed a net irofit of £1,594/2/11 on capital of £l,OO0 — ather a significant start.

The directors of W. R. Carpenter Holdings Limited, Canberra, are the same as those of V. R. Carpenter and Company Limited, Sydney, with Mr. R. B. Carpenter as chairman and nanaging director, and Mr. C. H. V. Carpenter is vice-chairman and joint managing director.

The directors of W. R. Carpenter Holdings .imited, at a meeting held in Canberra on September 24, 1957, resolved to circulate an iffer to stockholders only of W. R. Carpenter md Company Limited, to acquire their stock foldings in the capital of W. R. Carpenter md Company Limited.

The proposed offer would be made only to rtockholders of W. R. Carpenter and Company Limited, in the proportion of two shares of 5/- each, fully paid, in the capital of W. R. larpenter Holdings Limited, for each 5/- stock unit issued and fully paid in the capital of N. R. Carpenter and Company Limited.

The offer includes a condition that the holders of at least 90 per cent, of the stock )f W. R. Carpenter and Company Limited accept.

The offer would be open for acceptance not ater than November 15, 1957.

It is anticipated that subject to the com

pletion of the above-mentioned arrangements, W. R. Carpenter Holdings Limited will pay a dividend at the rate of 11| per cent, per annum in the first year.

It may be taken as certain that the Directors’ proposal will be accepted.

The issued capital of the parent Company on June 30 was £1,305,321, divided into about 5! million 5/units. It is proposed to issue two 5/- shares in the Holding Co. for each 5/- unit in the parent Co.— which, if fully carried out, would make the issued capital of the Hold ing Co, something just over £2,600,000, represented by about 101 million shares of a nominal value of 5/each.

The shareholders have been get ting dividends of 15 per cent., so that the Stock Exchange value of their 5/- units has been well over 20/-. Their 5/- unit now is to be come worth two 5/- shares in the Holding Co.; and the Directors promise 114 per cent, in the Hold ing Co. in the first year. This means that the present 5/- share

in the parent Co. will, with only a stroke of the pen, earn twice Hi per cent. (22i per cent.) in the Holding Co.

The shareholders in the parent Co. thus will more than double the value of their present holdings; and they will derive also certain ad vantages, in regard to estate duties, through registration in the Federal

Territory.

The secret was well kept, and the sharemarket did not awaken to the new move until too late. The WRC 5/- shares were quoted at around 22/- just before the announcement; on the following morning, they were at 26/- and jumping; but, of course by then the holders were holding on, tightly.

It is apparent that the Walter Carpenter financial genius did not die v/ith Sir Walter Carpenter. t Printed copies of the latest Tonga Customs Duties schedule are obtainable from the Post Office, Nukualofa, at 1/- per copv.