Page 6 Advertisements Column 1

New Zealand Times, Volume XLVI, Issue 10634, 6 July 1920, Page 6

ABRIDGED PROSPECTUS INVITING SUBSCRIPTIONS POR DEBENTURE STOCK. The Glaxo Manufacturing Co. (N.Z.) Ltd. (A Company Incorporated under "The Companies Act, 1908.”) SHARE CAPITAL: £500,000. Divided into 300,000 Ordinary Shares of £1 each and 200,000 Preference Shares of £1 each Issue of £IOO,OOO, twenty-five year, 6i per cent. Debenture Stock, free of Income tax up to recent assessement in sums of £lO and multiples thereof

The Company now offers to the public for subscription at par £IOO,OOO of Debenture Stock in sums of £lO and . multiples thereof, secured by a trust deed dated the second day of July, 1920, and by a mortgage or charge on the freehold and leasehold lands fixed machinery and plant being portion of. the assets and properties acquired by the Company from Joseph Nathan and Company Limited, and certain further machinery and plant now in process of installation or on order all of which lands machinery and plant have been taken over as of the value of £135,610 la 3d. Each £lO of- Debenture Stock is payable as follows: — £3 On application On allotment On the 30th day of October, .1920 On the 30th day of November, 1920 £3 £3 £lO TRUSTEE OF TRUST DEED: NEW ZEALAND INSURANCE COMPANY LIMITED. DIRECTORS: FREDERICK. JOSEPH NATHAN, of Wellington and Palmerston North, Merchant. HERBERT EDWARD PACEY, formerly of Auckland, hut now of Palmerston North, Company Director. SYDNEY JACOBS, of Wellington, Merchant. CECIL CLAUDE MORTON OLLIVIER, of Christchurch, Public Accountant. CHARLES RHODES, of Auckland, Attorney of The Waihi Gold Mining Company Limited. BANKERS: THE UNION BANE OF AUSTRALIA LIMITED. BROKERS: Members of the Wellington Stock Exchange. Messrs. COLBECK AND GRIFFITHS, Auckland. Mr. H J. RICHARDSON, Auckland. G. G. and J. H. AITKEN -AND CO., Christchurch. FRANK GRAHAM AND SON, Christchurch. B. HTTP USHER AND SON, Christchurch. Messrs. FENWICK BROS., Dunedin. AUDITOR: REGINALD DAVIS, F.P.A. (N.Z.), Palmerston North, Public Accountant. SOLICITORS: BELL, GULLY, MYERS AND O’LEARY, Wellington. INTERIM SECRETARY: JOHN CAMPBELL PORT, P.O. Bos 1509, Wellington, Accountant. Subscriptions are invited for £IOO.OOO of the Company’s Debenture Stock, which stock will carry interest at the rate of £6 10s. per centum per annum, and payment of income-tax to the extent hereinafter mentioned. Such Debenture Stock will rank in priority over all classes of shares, both as to interest and repayment of capital. , , The holders of debenture stock will be amply secured. They nave the general rights of creditors of the Company with the additional specific! security over the valuable assets already referred to and they take priority nr rvr a ]i classes of shares. In addition, as will be shown later, THb UCIiNTRACT MADE FOB THE OUTPUT OF THE COMPANY’S MANUFACA TITRFT) PRODUCTS ENSURES ANNUAL PROFITS TO THE COMPANY TO AN KATENT SOTRCaENT TO COYER STIVERAL TIMES THE ANNUAL INTEREST ON THE DEBENTURE STOCK. The debenture stock will be repayable on the Ist August, 1940, but the Hnmnanv reserves the right at any time and from time to time alter tne SS oTfivT from the first day of August. 1920, on three notice to pay off the whole or any portion of the debenture stock at a premium of £5 per centum, pins interest,to the date of payment. ' Interest will he paid half-yearly on the first Says of February and August of each year at any branch in New Zealand or London of the Compaq’s Bankers for the time being free of exchange, or at tbe a registered office. The first payment of interest will he calculated on the nronortionate part of the. half-year, and, until the whole of the money payable on the debenture stock has been paid up, interest will be calculated on the TO THE AMOroiTS KPFCTFIT7D IN TRE LAND AND INCOME-TAX (ANNUAL) ACT, 1919, IN RESPECT OF INCOME DERIVED BY DEBENTURE HOLDERS IN WMPAHEs! NAMELY. 2/6 IN THE £■ In the event qf such amounts being hereafter increased, the .difference will be payable by the- holder of the debenture stock and will be deducted from.the interest payable.. debenture stooK ana. deliberately offering, in .respec* of this debenture stock a somewhat better return than.that which is denvaWe from issuc of preference shares of other companies which have been recently submitted to the public for subscription for the following reasons. .... . arrangements of the Company for the disposal of its manufactured products .are suoh as to enable the Company to offer this somewhat better return. , ... (2) The Company desires to induce as many as possible members of the k public and users of Glaxo to acquire an interest m the Company s operations and with that object desires to offer an attractive (3) probability of the price of money hardening, and .there is also always the possibility of increased taxation, and the Company t.kinka it advisable to-issue the debenture stock on such terms,. as to return a remunerative net result to investors should such, possibilities (4.) is protecting itself by reserving the right on fair and reasonable terms to to redeem the stock after a reasonA feature of the security to holders of the debenture stock is that the Company’s business is in effect supported by the whole of the resources of Joseph Nathan and Company limited, which is itself a Company with a largo and successful business. OBJECTS OF THE COMPANY. The Company has been formed to acquire as a going concern the lanuflacturing department of Glasjo and milk powder products in the ominion of New Zealand, established by Joseph Nathan and, Company united, the well-known proprietors of Glaxo and Defiance dried milk., this lanufacturing department was founded in 1904. and has, after a period ot ifficulties similar to that experienced by all pioneers, been brought to. a ighly successful and profitable state. It has formed part of the varied iterests of Joseph Nathan and Company Limited, but the large growth of le trade and the future prospects of further development render additional ipital advisable. To provide such capital and to consolidate the manutaoturt, department in New Zealand and separate it from the merchandise and sales istribution departments it ■was determined to convert the manufacturing ortion of the business into a separate public company. t v .The assets which the Company has agreed to acquire from Joseph ’athan and Company, Limited are sob out in the Prospectus. Joseph Nathan and Company Limited has entered into an agreement ith the Company as part of the consideration for the sale and purchase that Comnanv will sell and JOSEPH NATHAN AND COMPANY LIMITED CTa WHOLE OP THE OUTPUT OF GLAXO AND TOTgS fULL CrlaV MILK POWDER MANUFACTURED T THE POUR FACTORIES AND ANY OTHER FACTORIES SAT MAY BE OWNED OR OPERATED BY THE COMPANY The , T ■ _ -> CjLf VAX . , - • ricle Glaxo is to remain a proprietary article belonging to Joseph Nathan 1, and tnafc Company also retains the trade mark oond Cbmpany Limited, ana wiac vgiuyMiy “ ™r tine of the word “Glaxo” and the goodwill of the business concerned in e article for which it has been registered. Under the contract for th« rchase of the output of Glaxo and first-grade full cream JOSEPH VTHAN AND COMPANY, LIMITED, ARE TO PAY A SUYI EQUiyA3NTTO NOT LESS THIk £7 PER TON IN EXCESS OF THE COST MOB OF THE MANUFACTURED ARTICLE, and in estimating .the st price all the expenses of the company are to be taken into consideration, h not interest on capital. Any other products than Glaxo and first-grade [1 cream powder which may be manufactured are to be sold through Joseph ithan and Company, Limited, on consignment on behalf of the Company. ASSETS ACQUIRED BY THE COMPANY AND CONSIDERATION The respective values at which the Company has acquired the premises n Joseph Nathan and Company Limited are set out in full in the prospectus, the properties acquired are tangible assetq except the goodwill in connection ii the assets (including the benefit of the contract whereby Joseph Nathan Company agree to purchase the output) for which the sum of £20,000 ia ig paid. This sum of £20,000 is not being paid in cosh, but is included m b part of the consideration represented by ordinary shares. The consideration paid and payable to Joseph Nathan and Company dtnd for the whole of the assets as set out in full in the Sun is £215,610 Is 3d, jo which will have to be added the le of the manufacturing and packing materials as on the 31st •of July estimated at about £30,000. Of these total sums, the sum of 18 360 will be paid and satisfied by the allotment to the vendor or its ’inees of ordinary shares in the company.credited as fully paid up The ince of £57,250 or thereabouts may ho paid at the option of the Company -ash or by the allotment ,of further ordinary shares or of debenture stock the Company in either case credited as fully paid up, or partly by one, partly byanoiher or the others of such modes. Any payment thus made tha vendor in cash will bo paid wholly, or partly, out of the proceeds of issue ,pf debenture stock, /