Document BjxVNK3x4pkOGNVx6gqBGn8X

-- ^- :';'Xt'c.v?\ '.; v:-^- i iSgSiSB " . ...,:i - " #4v ^Wf?:!':iil'J: '.'/ |'i: jgilillil^^ - Oil y |-- ,-, ..T-J-) *.-,; - 'V f'Yl* i'fa, '- ' SECURITIES AND-EXCHANGE CQMMiSSIOM FOBM;i(t-E FOB COW0MTIONS ANNUAI^i'&BPOET For llscal Tw ImM fejatt. (Th. (AMmtsajf; ______ ftS-itiMCivfi^toPmn^aamJ|1l|1E~l'lJ* --(U --RJ3N fJiw.Aw., -Jp aBlEit*ntKmSEm^mJOmatTiliptBiMl mJ.JI J iRSTS' tfduutu). '*e**jn**Bt : . (ZJrtt t,xd ptacftetmatMl - - ','i';v:i ", : iSi-;'." t a bu s < asanramS; k b g w t b r j iij Titk of inrat Anoint m Uoaiat ftnaJl grwr. Aannat to wMifc rMtotartta to:. > ; wtto :;-. J' ifaEQW^fCouKfilriiitHiapKn$>iMMkbkJ.iteMM#- . HiUMctflaxchangoi'Ctt'. wfaidiMsistord': Genua Steak, without >/ ' pur win* aei#Mwr; :': A^tTO' : Ccwptlbl* Prelwrred ' ' Steofc, 1& OmtUMvo,, ' v {50.00 Ipr V1w d . ; wjae':? Hna Be* Tartt steak H*r ITost-te Stek tatehta*. rM"`- > I* I"' " -:r s -v'.' ~M r :- &* -,-S i*n i jg>.H BB HBHg !". i %4 t fry .l1\ ri* I w^m\ :. '<-.T ft r#Sw5| '.I.' ?->- K'1! " kMikSWtfMp* i&rni S;i>\-;,.- .ii-. ^v^'"' s^aAsSUUS&S1 CULtXemU. BelV:U9tt CX^miUt3f^ Ik, afc& .*'># * ;i.>.^r The Tbe 'oiimialiojport. J# ps^jnsiresl.. to. tjJolilsI'MrlEBipeip set forth is fea Bask for Form 10-K for Corporations. ." ;. .- ..;^v,<.^ ; teek eha B^ forth re^EtimneatB os to csdtMte whfeJtsreto asocaEp^ te MjmuAmm 1. List tho following and indicsteth* reepectivo pumstagM of vot&fc.power, or otte'fei of coatr}, as required by tho instroetioss: (<e) All subsidiaries of the registrant* v (6) AHpsreateofthe registrant. State of BBIB B l | | i. OaQatater aU 6E^ hering boa aolfi. ; tuning Ceor iM 8* ?& CeliforclA Jiao OOESpaagr oad SecroaKQto Valley and Sastomttfl*/ at t^b^Snlas of tte floanl year aodod Oatatv-llt 'Witten doon to a nwiwl anaant of |S00 by thin char&o to elfins Cfelch hsc clnoo ian written off tfeo feooiat. . 3 eut^Jiarie* toeladsd In all otat^at. k* nm~ QH<Ma CtespaBy, tinttod, a Canadian corporation, 1b sstif ni ": ie insladod in coaisoHetotod etateats&ta. <b) Item. # MANAGEMENT ANIf'C&IfFROL 2. List th nemos and of ell directors sod; officers of the registrant Indicate the offic or offices held. If eny pereon is both *n officer end director, so state. Heme Office MrtaO. ^*i01jp4a^RT^ - T; - tr M--IB Pe#;t P* .P*'E, jsgmgo w. "i. O'teie I811 Butty &lB3d9e D. ^IasiWi I-^ .Bsalph 5. GolDsth jsestor B. Betoold Clifton M. Edb . J. A. Peters C. L. Co 3Ub u. . consat 1396 COsn^LWii'il^ TiOO ChElEISSEfl . ; Boerd oT Mrostera . - .t H 1396 tta&e GNatora BaOdins Cfflrotola^^ 1395 ItatcaQmmm* Bending Cleedsasd Ik/GMe '' 1396 oatoa CManroe CletoliiM;.^ -: 2900 flftb Street Bsrtasley 8, <&lifernia XJ0ML DMt&eoe Arne Clsvolaad2^0lil Preeidasst. ad,: :. Biroctor ; - vfr flee : ! T' Director, ;ai, A-: / j Meiatant to President . flea Preaifet nd Director T| .flee FreatosoV- flee nresidsst and Director IffflifflraiwIilifflffliliiHi i `sitr 1396; Clewland 1A, Ohio Tide-iresSdesk;';/ ' and Diretar 1396 Oslen censcm Bolldiag flee Freeidesit Cleveland lAr Okie and Director Mf $161 Weat Betfet Stooat Chicago 39, IHlaato flee Prosifeit 1396 BMea BoildSiig Director Cleveland Ikp Ghto 1396 Obion ,Clarelnod 1H, Ohio 11001 Ifediaaa Av h Cleveland 2 cMo Saildlng Secretary end Dlrsetor Treasurer end Director 11001 MisasAwg "leralaad 8, Ohio Controller NHH iilllliiili `T PiSinniil iiMliSlll 11001 HmUs o u Ai m Ctoroland 2, Ohio Assistant, Secretary ; ",W6^ *. ictirsd. Deoeffibss* JLf 19ii?| and uoosostod by B. 35y.; 31001 t&dlcoa.Avenue. Cleveland 2, (&io Controller . iflilrlllllillffliillii - i. -- 4? l68 6 E. State briefly the general effect of: (a) Material changes, made within the fiscal year and not ' previously reported, in contracts and arrangements of the categories enumerated below which have been previously reported; (6) such contracts and arrangements, made or in effect within the fiscal year and not previously reported; including the dates thereof and names of parties thereto. (i). Material management or general supervisory contracts providing for management of, or services to, the registrant or any of its subsidiaries. (ii) Material advisory; construction or service contracts with affiliates providing for man agement of, or services to, the registrant or any of its subsidiaries. (iii) Material contracts, except as provided by the instructions, between the registrant or any affiliate of the registrant on the one hand, and, on the other hand, any director or offi cer of the registrant, any principal underwriter of any Securities of the Registrant sold by the registrant within the past 3 fiscal years, or any security holder named in answer to item 3. (iv) Material bonus and profit-sharing arrangements. (1) (*) . (b) Kens (ii) (a) Kcas (b) tieae (11) (&) Bon -(b) -.jKone,. (It ) (a) On DseORbsr 3, 1S%S, the registrant a/nondod The aliddon Cotspeny's Untireemat Plan for Salaried Saployoea to provide that if the ser- . viees of a ealarled esployoe *w terminated,-tmfere age 55 or prior, to 80 year of eoatinasus sorvloe, no benefit* nay bo had under the plan; but if the termination is after ago 55 or 80 years of eerviea end ie net for aaueo or through oorly rotironoat provided for la Paragraph 9 of the Plan, the anplaye* at ago 65 will be entitled to nonastl retiroswnt benefits reduced bjr l/jQth for eaoh oonplota year betaoaa nah termination and the raaohing of ago 66, but no nfrrlmaa baaefit Shall apply. (b) Bens (Soa Pngs 6-lj feeing this page) 6. As to any options outstanding at the close of the fiscal year to purchase securities of the regis trant from the registrant: (a) State the amount, with the title of the issue, called for by such options; (b) outline briefly the prices, expiration dates, and other material condi tions on which such options may be exercised; (e) give the name and address of each per son holding such options calling for more than 5 percent of the total amount subject to option, and give the amount called for by the options of each such person ; and (d) for each class of such options not previously reported state the consideration for the granting thereof. (ft) On Ootehor A, 1$$7* tho registrant had outstanding options to porahsas 13,189 shares of its Oo bbo b Stoek iltlwat par ml hold in tho Tioosury. Cb) On Mgsst 1, 4j 7, tbs ragistrast granted options to 60 hoy enpidposs td parahora wltfein 6 years 18,J80 etusrae of its Os bbs b Stesk far 1kXJX> per Share. Lite options,nsra granted 5 sthsr hoy caplatimas on Oetohor 10, lSi?, to perehsa $XS additional charao of said rtook. . <e> Thera was as option to pwdasa non thon Sf of the total assent of sold took wobjeot to t^iso. ' (d) gsoatiag of oaM options was raportod en Fora 8-E dated Soptoa&ra 10, V op^oa t prarliaffl* SSJ3 shares of said stock was ssesrcieod on' Septaa&Mf 88, AJJ&7. 6-1 ii 5. (It ) Continued Not*t During the fiscal year the registrant amended Its Amended Articles of Incorporation, changed Its Regulations, and split Its Coffloon Stock tso-for-ons, all of ihlch were reported In Koras B-C. 'BP'WfW W-r &: m -yz^ 47 170 BUSINESS ' . : 7. Describe briefly the material changes which may have occurred within the fiscal year in the general character of the bosinesa done by the registrant and its subsidiaries. There hare been no materiel change* within the fiscal year ended October 31, 19ii7( In the general character of the busineee done by the registrant end ite subsidiaries., The general character of the bualnese in which the registrant wee engaged at the end of the fleoa.1 year eae the production of paints, varnishes, lacquers, enaaols. and allied produotaj food products consisting principally of vegetable oil aargerine and shortening, epiees and the refining of edible diet ohendoale, pigeesto end metal powders; soya been products and by-products including protein., floor, eeals and pharmaoeutieal product*) feeds and naml stores) and that of ltd subsidiary, The Glidden Company, United, was the pro duction of points, varnlsfcse, lsoquers and ensaels. 'SatfiWiujfVwr' Hi'' W* i:Si* ililhiiilFf. RmONEEATTON OF DIRECTORS, OFFICERS, AKB OTHUS Give the information required below In tabular form concerning the aggregate remuneration paid by the registrant and its subsidiaries, directly or indirectly, to the following persons fsi (a) The name and aggregate remuneration of each person among the officers, directors, and of the registrant receiving one of the three highest aggregate amount* of (b) The aggregate remuneration of all directors of the registrant; indicate the number of such directors without naming them. (e> The aggregate remuneration of all officers, other than those who are directors, of the reg istrant; indicate the nomber of snch officers without naming them. (&) The aggregate remuneration of all employees of the registrant who, respectively, received remuneration from the registrant in excess of 120,000 withinthe fiscal year; indicate the number of such employees without naming them. Nt not Capacities in which remuneration wai received Aggrcgatei tioa within re&iatrasfafiecalTta? l^AiriwD./ Bdgfct P. Jm* R H. Board of Direetere and Direeter Vie dalmat - Board of Directors 8 96,300*00 kJ,66.C? hO,2SO.OQ Slew Direetewa i^M'Fewr Offiws Salaries Diroetors' f mo Total Two Vlee-eeldsnts, Aeeietant Secretary and Controller 376*U3.S 62,533.26 (fi) Mm Salocmn 155.3W.31 XCmt 8mm of the psr wands or referred to in the fereseiAi,g table are eligible for benefits Tbs Ollddea Conpeay'B Retireawmt FtLsn for Salaried offootlv a October 31, l?b5, provided th ry ain in the ansdasr #f ths rsgietront until their retiremeut parsnsot to th}s prorvialoae of ?Bsa. The oswonto off aagegmregate resmaoaatioa listed above to not iwclade ooatribnted by the regietraat to the peaeion trust jrlaerlly for the benefit of pursuant to eaid Paaoton Plan. Thp total aaowst contribute by the regiatraat t# eaid Plan during tho RegistrarVo last floeol " October 31, 19fe7 insluded the following aaounto fop said , respective By* Aaeuat of Rejiitreat's Contributions to Pension Trust (a) R. H. liorGburgh Dwight P. Joyce $10,lb t.OO U, 286.00 (b) Ten Director (e) Three Off!cere (d) One Salcaraai 10. State the rune of, and amount received by, each person who received as bonuses or shares in profits $30,000, or more, from the registrant or its wholly-owned subsidiaries, during the fiscal year. It. Give the information required below in tabular form concerning the aggregate remuneration paid by the registrant, directly or indirectly, to any person, other than a director, officer, or employee, whose aggregate remuneration from the registrant, in all capacities, exceeded $20,000 during the fiscal year. Nuns Capacities in which remuneration w m. received from the reentrant ! Asrtrmra'.e remuwri ation.dnrina rsgiv i trant a fiscal year I tail: I SALES OF SECURITIES BY REGISTRANT i2. Furnish the following information as to all securities of the registrant sold by the registrant within the fiscal year:.... (a) Title of issue; and, if stock, the par value, or, if no par, stated value, if any. (b) Amount sold. (r) Date of sale. (rf) Aggregate net cash proceeds, or the nature and aggregate amount of any consideration other than cash, received by the registrant. (e) Names of principal underwriters, if any, indicating any such underwriters as were affiliates of the registrant. (/') A statement that such securities were registered under the Securities Act of 193S, or a brief statement of the facts necessary to establish that such registration was not required. (ft) Coaaen Stock without par value. (b) 100 Share*. (o) September 22, 1S>1*7. (d) $U200,00. ' (.ft) Mono. (f) This was an exestpt transaction and registration of the fteauritls was not required, in aooordanoft with letter of approval dated August 27, 191(7, frees the Regional Office In Cleveland^ ahlo, of the Seouritiee and Exchange Cowedsalon. fiotei This sale eaa the result of the aserclae of an option reported in Iten 6 of this report. m ii3 10 18. As to my securities for which application for registration under the Securities Exchange Act *, tof 1&S4 had been filed and which remained unissued at the dose of the fiscal year, furnish the foBowtoe information: \ - V.. ,- - (h) ihe total amount unissued at the dom of the fiscal year. A brief description of the proposed transactions for the issuance of such securities. Bans of Conran Stssk rsssrwt for the ewnwiw sf !S9,5hO f tto Convortiblo mAnvtf steak, b|S osaasttvs, ^0,00 par . 8ff the rogiatrant. Tit* difforone* totanm 889,273 awi 3b9,890 cr 59,917 chaff** 1* net swnstlr required at the pmomt aeavarcion f awnrwrluimUly ea* and. foarty^ftve sns-toadradtha (1*15) of a of. Co o mb Stock for one abate of Ccsvortibl* nefaned Steak to to aonwralan privttoga* of the holder* of the OoavtrtlldLa fte- .Stoofci Thro ere at prosset ns proposed transactions for the of aald 59,917 aharae* (S*a Cota Iadov} DESCRIPTION OF SECURITIES 14. (c) If any material modifications, not previously reported, have been made in any security a description of which has previously been reported, or in the indenture, charter, or other constituent instrument defining rights of the holders of such security, give the title of the issue and state briefly the general effect of such modifications. (6) For each class of capital Btock of the registrant a description of which has not previously been reported, and which, either as to dividends or on liquidation, ranks equal or prior to any stock registered on a national securities exchange, outline briefly: (1) Dividend rights; (2) limitations in any indentures or other agreements on the payment of divi dends; (S) voting rights; (4) liquidation rights; (5) preemptive rights; (6) subscrip tion rights; (7) conversion rights; (8) redemption provisions applicable thereto; and . () liability to further calls. (a) Hena* (b) Hows. 13. Hotel The ineroaaa In tho amount of unlssuod socuritios at the eloao of tto fieoal your resulted frwa the filing of an ep^Tlamtlon for registra tion on Fora 8-a of an additional lb?,j50 oasnen riiaraa far conversion neoo&.iitated by registrant's tsofor*aa# cannon stook split as of October 2b, 19bT. !S 'V.' w && 11 15. State briefly the general effect of- ( ) Any material modifications, made within the fiscal year and not previously reported, in contracts of guarantee by the registrant of the securities of other issuers, which have been previously reported. ( ) Any such contracts made within the fiscal year and not previously reported. m ! * O*.* v,r': - () No b*. (b) Kean. !ilsSSg 0mmmm This annual report comprises^ (1) Pages numbered______3L .to. J_ numbered ***"'&________ ___ _ the following financial statements and schedules: , consecutively, and insert pages ----^------------- -----, including V ^ .'!0liV'30yirir! t> ' , J; , naftnelftl stltRMte, Mpuate]y bound, ajeoanpungr this rsjnit. teMdm eesft. ' Esfcibito* Et$. -: 1*1 r . f j bv rnsm m . (2) The following eshibite: t This annual report is filed subject to the instructions contained in the Instruction B-wk for Form 10-K for Corporations, and amendments numbered Sew, ...................... SIGNATURE In pursuance, of the requirements of the Securities Exchange Act of 193-1, the registrant ----- ---.................................................................... ............, a corporation organized and existing under the laws of .,,$*!._______ has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized, and its seal to be hereunto affixed and attested, all in the city of ..................................................... ............................... . and State of --;--............... .................. ........ on the day of _____ AfSiX.. _____, THE aUDDSa COKBMtT (Signature of registrant) [SEAL] Attest; (Name and title) R. H. Hdpaburgh, Vlo ChAima Board of Dirwatoj* (N&mc and title) CXirtron &$ Kolb, secretary 47 76 ERNST ft ERNST F-l yiKAiroiAL.^i^rtgiMiNTg s c is pu l s s The following financial statements and schedules are includedt Consolidated balance sheet Consolidated profit and loss statement Statement of consolidated surplus Schedule V - Property, plant, and equipment Schedule V -A - Reserves for revaluation of property, plant, ard equipment Schedule VI - Reserves for depreciation, depletion, and amortization of property, plant, and . '"'equipment: Schedule XII - Reserves Schedule XIII - Capital shares Schedule XVI - Supplementary profit and loss information The folloving statements and schedules have been Schedules I, II, and XVII are not required under the regulations. Subject matter for Schedules III, IV, Yll, Viii, ix, X, XI, XIV, and XV is not present* The Glidden Company (parent Company): All of the conditions outlined under instructions Item 8.1.(c) for Form 10-K annual report are met in this instance and the financial statements and schedules of the parent Company have 'been omitted. n*:j sagfiliiSI . iv.1 "':=v l; *. V -5 iiHiiiii iu -X ii- i:-V ., "f-5S i.f t b mutism ERNST & ERNST UNION COMMENCE EUlLOmO CLEVELAND Board of Directors, . The Glldden Company, Cleveland, Ohio. V'e have examined the consolidated balance shoot of Th* Glidden Company and its Canadian subsidiary as of Octo ber 31, 19^7* ths consolidated statenants of profit cad logs and surplus for ths fiscal year then ended. and the schedules listed In the accompanying ladex, have reviewed the system of internal control and the accounting procedures of the companies' and, without caking a detailed audit of the transactions, have, examined or tested accounting records of the companies and other supporting evidence, by methods end to the extent we deemed ap propriate ,i Our examination was made in accordance with gener ally accepted auditing standards applicable in the circumstances and included all procedures which v considered necessary. In our opinion, the aecospanylng balance sheet and related statements of-profit and loss and surplus present fairly th consolidated position of The Glidden Company and its Canadian subsidiary at October 31, 19^7, and the consolidated results Of their operations for the fiscal year, in conformity with generally accepted accounting principles applied on a basis consistent with that of the preening year. Further it is our opinion that the schedules referred to present fairly the in formation therein set forth. Cleveland, Ohio December 15, 1947 Certified Public Accountants F-3 i tftwsr CON SOLIDA TED BALANCS SHEET THE GLIDDEK CQKPAKY AND CANADIAN SUBSIDIARY October 31, 1947 nf^tajtgBgMgMagaagnaiOTrmaaigaaiBaaaga8ttga3g3iagga<,a*s ASSETS Cash on hand and demand deposits i 5,633,*90 .na Dominion of Canada Victory Loan Bonds-at cost (approximate market) ,175,000.00 Trade notea recei*vab*le $ 102,398.09 Trade accounts receivable J.lt79ZaZ&..L 411,699,776,50 , Less reserves-Schedule XII Z&zS&uH 11,620,840.21 Isventorles-principal raw materials are stated at cost (last-in, first-out method) which did not exceed replacement market; other items at .the lower of cost (accumulated average) or replacements market 1 materials $17,838,982.06 merchandise (includesjninor s for work in process)"'- . Supplies `~ 9,685,382i83 583052.22 28,104,527.U ,, Other current notes and accounts receivable and advances $ 896,485.51 reserve-schedule XII . ,9^a?kg -882^4.22*34 TOTAL CURRENT A3SETS $45,421,357.30 pCash stjrrender value of life insurance $ Estimated refund of federal and dominion taxes on income of prior years Hleeellaneaus investments, at cost or less " (no quoted market prices) ::jClaiBB against closed banks ^$ 9,892.62 Wrt reserve-schedule x ii . ------ ; 9,892^2 lecillaneous notes and accounts ^riCeivable ind advances $ 444,123.28 reserve-Schedule XII . 3,5lZc8l 700,579.75 300,284.83 112,728.97 U40.585.42 it! S;i >1 m SI JfS Mr,. AND KOUIPMMI-Hote A Bondings, machinery, and equlp- atcost or appraised amount- . . - . ' le V $36,092,408.54 reserpveeess for revaluation as Sttd bv Board of Directors- V-A -JS.,2S8.5l4a2it $32,833,892.30 reserves for depreciation, depletion, amnytintian-Schedule VI 1?2Q98$Q,t .2, 1,5^,179.02 17*524,091.88 Vp , *" Ifel 1 ace and expenses 653,258.11 $55,252,886.31 >-' r,,-u^ h . U' ) ,-i . :;V: I aassacastas sear;* a drxsiissssstmsaac:*ax***B:3t9Kat^stlttaMBhww3B.aKasarvfKsa3SWAaBaK3KaKS3BX siatxsetaataarwastass LIABILITIES. CAPITAL: SHAKES. AND SURPLUS s-xgasaggsga CURRENT LIABILITIES. 02 Notes payable ; Accounts payable-trade I .00 Wages and commissions Pay roll and withholding taxes j Other current liabilities .21 Accrued liabilities! ; i Taxes Royalties, water rent, etc. j j . . . insurance'" . .( Federal, state, and dominion taxes on income-estimated $ 5,888,4? ,.02 1,097,863.69 241,41*1.95 -..jaSaQaasZi 5 235,550.39 139,548.83 . ...ag^zai 3 8,755,935.52 3P, CO.00 7,3 >2,850.42 541,995.58 Less United States Treasury Savings Notes . isSWeSflkja 7*3??,234.52 TOTAL CURRENT LIABILITIES ?15,209,783.62 RfiSERVE-Schedule XII ,11 For contingencies 2,525,000.00 - v24 .30 .02 >.11 ;.3l C.a p W, Capital Stock-Schedule XIII1 Convertible preferred 4# cumulative, par value $50.00 a share, redeemable [at $52.50 a share (aggregate amount $10,475,850.00) each share convertible into approximately 1.45 shares of common stock! , f Authorised V 200,000 shares Issued and outstanding , 199,540 shares $ 9,977,000.00 Common, without par valuei i' Authorised 3,000,000 shares Outstanding, including treasury shares, 1,784,000 shares after 2 for 1,split-up, October 24, 1947 Reserved for conversion of preferred stock 289,373 shares Stated capital. . 4.430.CQQ^QQ 314,437,000.00 Surplus(see [statement) J Capital surplus i> learned surplus (includes $2,025,l6;j.36 of surplus of Canadian subsidiary) $12,581,438.41 ,22>Q3.?rJ3IZsS2 $3^,620,456.00 Less common stock in treasury (reserved for sale to certain officers and kpy. employees)-26,200 shares, at cost > , 539,353^3 3^.^1022^2 48,518,102.69 1 - -V1- Qflftgjgfll Letters of Credit outstanding ' h' i.' See principles of consolidation and to financial atteaents.  g: <r h j u (ERNST A ERNST s THE GLXBDEN COMPANY AND CANADIAN STJBSIDIAKY Flecal ycuLP ended October 31, 19^7 msnMmwnitaifwiwmMU 5185,753,245.89 iLD. SKLLIHU/flHTERAL...AJg> EXPKHSBS-Hotee B and Ct ;oit of foods gold $146,948,296.28 Selling, general, and adminis trative expenses 16,406,229.29 Provision for doubtful accounts (9135*^99.33) 1 recoveries ($39,254.53) on accounts charged off In prior years-Schedulo XII 96.244.80 < ri t h $& Profit on storage, processing, purchases and sales of miscellan- c o u e rsrehandise "interest earned Miscellaneous $ __ ,445,985.60 23 883.18 Ug.^aSit ______ r22^H7,37.24 simLmmmm. Interest on long-term debt retired during the year Other interest 5 136,567.32 413.01 Provision for contingenciesSchedule XII 185,000.00 Miscellaneous ___________ PROFIT RBFORE TAXES ON INCOME mmMm. Federal income taxes _____ ____ 8,500,000.00 Dominion and state taxes 273,000.00 itmm- CONSOLIDATED NET PROFIT Appropriation for possible additional assessment of federal taxes on income of prior years (added to reserve for contingencies) As&ftiQQQ iS AMOUNT TRANSFERRED TO EARNED SURPLUS : $ 12,757,984.41 a sc sent stm swaai Sl$' See principles of consolidation and notes to financial statements. ERNST ft ERNST piAmiaj-fii. cgffggi,iPArgE..gBiaij& THS OLIDDEN COMPANY AND CANADIAN SUBSIDIARY Fiscal year ended October 31 19^7 Boanxeabs u s isatafflBBsaimaUMBI q miml l mw, Balance at Novenbcr 1, 19^ and October 31* 19^7 Balanceat November 1 , 19**6 Add portion of net profit transferred from profit and loss Deduct cash dividends paid* Convertible preferred-52.25 per share Cotiis$2*20l'Pr share (prior to stock split-up) Balance at October 31* 19^7 See notes to financial statements ERNST ft ERNST PRINCIPLE \if COr u OIId AIION liiiu IVULiv.'i.lti vjmiiQibL .siAiiaiaais TH.`i RLlJiR-'.N C OK HOY fhJ CAh Au IAN o UBDIu IAKY October 31* 19^7 Principles of consolidation: (a) Inventories include small amounts of inter-comr-any profit which are not significant and have not been ells;in?tori because it is not considered practicable to do so. (b) The companies included in the consolidated financial. statements at October 31, 19*+7 and for the fiscal year then ended are the same companies included in the finan cial statements for the preceding year. (c) Inter-company sales have been eliminated. ..(d) Investment In the Canadian subsidiary is carried on the parent Company's books as recorded at date of acquisi tion. The parent Company** equity in net assets es shown by the books of such subsidiary is 12,025,1^3.36 more than the carrying amount. The excess represents equity in accumulated net earnings since date ac quisition, and Is added to earned surplus in consoli dation of the accounts of the parent and subsidiary companies. Realization of accumulated earnings is dependent upon Canadian foreign exchange control re strictions and is subject to reduction on account of federal income taxes payable thereon upon receipt by narent Company. Notes: Note A - Property, plant, and equipment are stated on the basis of cost or appraisal value less reserves provided for re valuation, depreciation, depletion, and amortization. The re maining portion of unrealized appreciation (approximately $1,600,000.00) included in the gross amount of these assets is offset by a portion of the revaluation reserve which reserve was also provided to further reduce the carrying amount of cer tain assets from cost to estimated values prevailing during the year 1932 as determined by the Board of Directors. Cost of property, plant, and equipment represents principally cash ex penditures, although certain properties were acquired for stock. The net book carrying amount is not intended to represent the present values of the properties. : Note R - Inventories at the beginning and end of the fis cal year. In the respective amounts of h2^^0^.2T^,^2 and $28,lOh,527.11, used In the computation of cost of goods sold have been priced as described under the Inventory caption of the consolidated balance sheet. Note C - Depreciation, depletion, obsolescence, and amor tisation: The policy of the companies with respect to depre ciation is to provide amounts considered by the management as fair and reasonable to cover wear, tear, and deterioration of the property on a basis of specific rates ms determined. It is notcertain as to what extent obsoleseence is covered In the iprovisions as changes in the art may result in shortening the useful life of the property. The companies do not believe it practicable to set forth the rates inuseas such rates have been determined generally as applicable to specific assets or groups of assets in various geographical locations. 4? "1852 ERNST & ERNST KOTKS TP.-FINANCIAL STATEKEHIS-C0i-l'i IWUa^ Note C - continued: Provision for depletion is computed for each unit' of production, based upon estimated recoverable ore. Expenditures for maintenance, repairs, and renewals are charged to operating expenses, and expenditures for better ments are added to the property accounts. The recorded amounts of properties retired or sold are charged to related reserves for depreciation and revaluation .. v. ,i if such retirements or disposals were contemplated lil the de .,* X *. t.t-i- termination of depreciation rates. If such retirements or dis ! - ; . i ; posals were not contemplated, the asset accounts and related re * - *.../ , M.-j'k \ serves for depreciation and revaluation are reduced by the amounts included therein for such properties* J|HN| --g Note L> - The reserve for contingencies has been provided primarily for possible additional assessment of federal taxes fir on income of prior years, but includes & provision of 325,000.00 ;? possible patent infringement liability. Note E - Reference is made to Schedule XVI for information as to charges for maintenance and repairs, depletion, depreci ation and amortisation, taxes (other than income taxes), manage ment and service contract fees, rents and royalties. ' 1 'r I v, - -M'-.r/ j :-. I 1 RTRfRRBBilRi-T&KKilWIHSEoStS^tf .1.83 F-8 j0r0 VCO'-<CmV_Osx-CvOo uC-'-^ro-JclToVclo*' IKi u^ S'S mo'cro#r>>*v(v.*rr*nvif^on#ipiNso,>S-t>??\1oOo'0c^dc"S> o nOOvlf\j # -d* Cvj^- r- CO ' C:M#1 >CMtSrv-iCH^HO^; tf\CO - O O' o. i-< f< Oom' tv rr-HtCHO CV VmO unfSd UtUto4*1uCi1 slo az 03 ofH nss Oo USo Rot* A T o ta l a d d itio n * and deductions fo r the fis c a l year amounted to ?3,119,98** *63- And $323*060*70, respectively* As neither the additions nor the deductions amounted to MSTA than 10^ o f th e closing balance* Coltums B* C, D, and .P have' beon omitted* 'j ;-4r: *' ' ,: , ' -J: :j rVc'i'VV-`vV * * -& QMFAR AMD GAMBIA!! SSBSXSXARX ended October 31, 19**7 COL A CLASSIFICATION Kutotmpy BM 0qvlpmmt amC fixtures Railroad sidinga -"BjijIksrBAt b mx b v x m OF TEB FISCAL ". iifiAR 1JUB i PER ACCOPHTS vilf TOTAL ______ fa.\39n?7 93,268,226.56 ASDXZXOBB TO -=fir- Not* A - These resseerrvvees vv?oorree proevsided 1^-ehorees to eapi#^:-'^rpInsileherge8:; tras In l^f6) and reserve* for depreciation, to elIninate appreciation of property, plant, rodneo recorded uenst.; to estinated basic of values daring 1932 as determined by the 1 !'' - : ilB ; <2SJtikiji$ 1 Ctetober 31* 19*7 TOTAL TiSfes8: if" OP IKE FISCAL YEAR AS PER ACCOBETfl fi.&S 1,182,999.5*9 28,935.39 -fiJlSLaZZ $3,288,226.SS .,Isfifcfc.fi- AuemoKe If:' *-oSSSfiSM : I. fififcjL.Pl. AfiD MAJOR REPAIRS ` 87^ 8,830.5* 9,710.32 ,;- ,. etfw.* -'.' .i,:.i i j ' H " -* tjr ' 'Hr i V' f 4 I i&t: V'4:'. CLOSE OP Wt FISCAL awi^il 1,1A*i _f_J_W_Cfl&iS iiSMff. 13,258,516.2* .V nrpe provided to charges to cap!tel ourplus (charges transferred to earned surplus reelstlon, to eliminate appreelatloa o>f proopperty, p`lant, and equipaent, and to Lnated bade of values during 1932 as detteerrns&ned by the Board of Directora. A ># i* 'S* i CRHCT Is BRNWT f SCHEDULE XIII--CAPITAL SHARES THE GLIDDEK COMl-AKY AND CABADIAM SUBSIDIARY October 31, 1947 COL. A NAME OF ISSUER AND TITLE OF ISSUE COL. B Nmabtrof '' ' Share* , ' Authorised, by Charter COL. C Number of Sbarei Ieaued and Not Retired or Cancelled COL. D NUMBER OF 8KARES INCLUDED IN COL. C WHICH ARB Held by or for Account of Inner Thereof <*) Not Held by or for account of leaner Thereof COL. I SHARES OUTST/ SHOWN ON OR IN RELATED BALA! UNDERCAI "CAPITAL 8 (1) . . Number . ,v *trCa.ownwvyejfHrtwib..le preferred stock 4i$ euamlatlve, par value $$0.00 a share Common without par value 200,000 199,9*0 3,000,000 1,784,000 1Bone 199,540 199,540 26,200A 1,757,800 1,784,000 TOTAL 14, ie Gliddssi Coupany, Ltd.coBucm, par value 100.00 share.--. 4,200 4,200 None 4,200 None s * 'u' ''r- JW" ` .AA > * 1 isW., &;>'A',,V r-^ Vj-.'*i l') < ; Bote A - The number (26,200) of common shares shorn under Col. G represents treasury shares reserved for sale to certain officers and Key Employees. . .h 1. : c wr of Issued Retired celled COL. D NUMBER OF SHARES INCLUDED IN COL. C WHICH ARE (1) Held by or (or Account . of Inner : Thereof (*>, Not Held by or (or account of Inner Thereof COL. E SHARES OUTSTANDING AS SHOWN ON OR INCLUDED IN RELATED BALANCE SHEET UNDER CAPTION 0) Number Amount at > Which Carried COL. F COL. G COL. H NUMBER OF SHARES HELD BY AFFILIATES FOR WHICH STATEMENTS ARE FILED HEREWITH (1) Persona Included in Consolidated Statements Others Number of Shares Reserved for > Officers and ' Employees v Number of ''.'...Shares Reserved for Options, Warrants, Conversions, and Other Rights ?,54o ^,000 Hone 26,200A 199,540 199,540 9,977,000.00 1,757,800 1,78V,000 --HsHttsQW.W TOTAL $14,437,000.00 ' amaaiaMiatmmai None None None None Koeua None 26,200A 289,373 V, 200 None s shown under le to certain 4,200 None -o- 4,200 None None None