Document wDgB5njLe99ZY8mOnVZOBRk6o
ROTES TOR ANNUAL MEETING December 8, I960
\
N13454
GL001B687
r I Balance Sheet Review
NOTES FOR ANNUAL MEETING December 6, i960
A. Cash and Banking
The Glldden Company maintains the following bank relationships:
Olidden
Ltd.
tot'l.
Major Account andCredit Line Banks Other Bank Relationships
Total
21 124 lg
3 2
l
4
2
Z
CS
Total Number of Bank Accounts
188 9 10
Cash is collected at 145 collection points in the U. S. and Canada, and is deposited in local bank accounts. In addition, 15 post office lock baxeB are operated under arrangements with banks for servicing and depositing of funds received. Funds are then moved by depository transfer check and bank wire to 19 regional collection centers and are under the control of the Head quarters Banking Department.
Invoices are paid by a central Accounts Payable Department and Division Ac counts Payable Departments which maintain working fund accounts. Small items in the branches are paid by issuance of an envelope draft. Funds are transferred to working fund accounts periodically by the Headquarters Banking Department, using bank wire and check transfers.
Freight Payment Plans are vised at two banks. Night depository arrangements are in effect where beneficial.
B. Short-Term Securitise
At August 31, 1966 we reflected $6,484,490. of short-term securities at cost on the Balance Sheet. These consisted of the following:
U. S. Government Bonds and Certificates Commercial Paper Government Agency Obligations
$ 3,005,074. 2,977,385. 502,031.
$ 6,484,490.
All of these securities had maturities of less than one year and were, in gen eral, placed to mature coincidentally with Dividend, Interest and Tax payments.
Raring the year our average short-term portfolio waa $4,558,000. The average after-tax Interest income was 2.19$ (4.54$ equivalent before tax).
) CLD018888
Page 1
NOTES FOR ANNUAL MEETING
I bal an c e s h eet r ev iew C. Accounts and Rotes Receivable - Trade (OOO omitted)
8/31/60
Accounts Receivable Notes Receivable
Total Reserve for Bad Debts
and Allowances Ret per Annual Report
$18,919
$19*293
565 $16,728
* Bad Debt Reserve to Receivables 2.95"
Fast Dus Receivables: Dollar Amount * of Grose Receivables
$ 1,864 9,7*
Receivables Charged Off
$ 271
Recoveries Against Receivables
Charged Off
110
Ret Bad Debt Loss
I l6l
Bad Debt Loss as * of Sales:
8/31/59
$17A9^ 223
WM
, 512 $16,905
2.9*
$ 1,215 7.1*
$ 222
102 $ 120
Agut 31, 1958 Excluding CShsmurgy Total
$17,448 3*3
$17,796
519 $17,277
2.9*
$20,357 348
$20,705
529 $20,176
2.6*
$ 1,108 6.4*
.$ 198
74
$ 1,113 5-**
$ 198
74
r~m
\
I960
.08*
1959
-0636
1958
.06*
1957
-09*
1956
.04*
1955
.02*
Accounts receivable turnover fop entire company approximately 36 days. Ibis compares to 32 days In 1959 end 35 days in 1958* Soaevbat clover turnover reflects continuing
trend over recent years affecting all Industry and accelerated during recent period of tight money and high interest rates. National nedian approximately 35 days for all types of business.
Bad debt losses of $271,000 represent 23* increase over prior year. Dun & Bradstreat
reports increase of 23* in failure liabilities for all.business for first 6 months of i960. Reports failure rate per 10,000 concerns for period vas 56, the highest rate
since 1941.
In addition to general business conditions, trend of company to sales through branches Influences our bad debt losses and turnover of receivables. Instead of dealing vith
a smaller number of larger firms performing a distribution function, ve now deal
directly vith vide range of accounts formerly serviced by distributors, and this leads to increased losses and slower turnover. Secondly, branch credit functions per formed by less coupetent and, veil qualified personnel than those employed in regional
GLD018889
Rage 2
HOSES FOR AHHtftL MSETIBO I MIA9CE SHEET REVIEW
C. Accounts and Hbtea Receivable - Trade (000 omitted) - continued
offices, and this has had similar affects.
A percentage breakdown of total receivables by major division is as follows:
feint Food C-P-H Organic Chemical Private ledger
D. inventories
lgo
64* 23#
?* 3*
555?
im
64* 83*
9* 3*
I_5--o1**
1958 (Excluding Chenjurgy)
62* 87* 6*
4* a*
im
Published inventory vas up $1,077,351 from $39,588,415 to $40,665,766 at August 31, I960. Detail is (000 omitted):
i?60 August 31, 1959
Increase (Decrease)
feint Food C-P-M Organic Chemical
LIFO Reserve
$19,897 32,147 7i750 1.897 ITOt
425
-
$18,441 12,235 6,578
3.023
wm
$39,
$856 (88)
1,172
1(1f,1m26r)
264 $1,078
The principal items bringing about this increase of $1,077,351 were:
feints
- Breach finished stock up $1,112,000 of vhieh $892,000 repre sented stocks in nev branches opened in fiscal i960. With sales volume at year end slightly belov expectations, the feint
Division vas $237,000 over its finished stock goals at year end
Pboda C-P-M
- little net change vlth oil inventory reductions at Chicago and coconut stock reductions at Bethlehem not completely offset by increased oil stocks at Louisville.
Greatly increased finished stock at Adrian Joyce along vlth a small increase at Collinsville.
Organic Chemical - The lack of Valdosta inventories at August 31, i960 vhieh to taled about $1,000,000 at August 31, 1959 is the principal reason for the reduced total. Inventories at fert St. Joe vere down slightly at August 31, i960 compared to the previous
year end.
GLD018890
Page 3
NOTES FOR ANNUAL lEETIM
I BALANCE SHEET REVIEW
D. Inventories - continued
LIFO Reserve - Of the UFO Reserrs reduction of $264,000, $195,000 is the result of the suit of the Organic Cheolcal Division's Valdosta operation.
Turnover - Published Bet Sales to year-end net inventory:
i960 - 4.86 to 1 1959 - 4.94 to 1 1958 - 5.91 to 1 1957 - 5.33 to 1
Inventory control Is brought about through the joint efforts of management and operating personnel. In the Faint Division on a seal-annual basis. Finished Stock dollar goals are set up by a Headquarters Inventory Committee on a Regional basis after careful study and consultation vith Regional management. It is the responsibility of Regional management to allocate geographically and by product vithin its goal. Results are compared to goal each month, both at Headquarters and each Region; and reasons for variances are deteralned and resolved. Rav material control Is brought about by a translation of Finished Stock goals by the joint effort of production management and purchasing person nel at both Headquarters and each Region.
Inventory control in the Food Division also has pars sat for total inventory by Division through the joint effort of Headquarters and Division management. Of greater Importance is the dally control exercised for Rav Materials baaed on market quotations of edible oils and condiment rav materials. The Durkee Trading Office is constantly projecting market conditions into material require ments by means of teletype communication vith Headquarters and Division manage ment. Market conditions on pepper and other materials are also projected Into requirements oh a daily basis.
The respective division managers in C-P-M and Organic Chemical exercise control of Inventories as required by their individual market sources and operating requirements situations.
E. Other Current Accounts and Divestments:
Detail at August 31 vaa:
I960
Marketable Securities (Canada)
$43,750
Murgln Advances - Durkee & Hammond
62,970
Mteo. Botes and Aocts. (G.I.C.A.
and from sales of property, etc.) 797,334
* 904,05*
12
$40,000 135,572
919.170 74c
GLD018891
Page 4
MOTES FCfi AUHUA1 MEETING
r I BALANCE SHEET WUN
I*. Prepaid Insurance and Other Expenses
Detail at August 31 was:
I960
Prepaid Insurance Prepaid Taxes Prepaid Royalties Other Prepaids
$ 330,343 3*7,572 76,887 44,211
i22
$ 460,866 113,127 105,046
0. Property
Ibr schedule of major capital expenditures and 1961 projection, see page 25.
Detail of lease of property to Central Soya Is on page 23,
Depreciation is covered on page 12.
Insurable value of all buildings, machinery, and equipment owned by the Company but excluding land and foundation Is $115,000,000. Rental obligations for buildings occupied by Company units are covered on page 8.
E* Other Assets
Detail at August 31 is:
I960
1952
Prepaid Bond Discount and Expense Sundry Investments
Advances, Deposits and Claims Mdse. Motes and Accts. Receivable
$713,863 74,014
148,914 81,772
31,018,563
$744,679 40,201
175,369 563,300 $17523,549
I. Short and Long Term Financing
1. Short Term Borrowing and Bank lines of Credit
Average Short Term Borrowing
Fiscal I960
Fiscal 1959
Average Short Term Borrowing
-0-
Maximum Short Term Borrowing
Amount
-0-
Date
Minima Short Term Borrowing
Amount
-0-
Date
Year &d Balance
-0-
Average interest Rate Bald
-0-
Date of Bay-off of last Short Term Borrowing
$ 87,500
4,000,000 9/1 - 9/5/58
-0-
-03.516 9/12/58
At August 31# I960, we maintained a line of credit of $10,000,000 for (Hidden
GLDOI8892
Page 5
NOTES PCR AKNUAL MEETIKO
I BAIANCE SHEET REVIEW
I. Short and Long Term Financing (Continued)
X. Short Sera Borrowing and Bank Lines of Credit (Continued)
(plus $1,000,000 for International). These vere carried at najor hanks across the country as follows:
Bank
City & State
Amount
The Citizens & Southern Rational Bank
Atlanta, Georgia
Continental Illinois Rational Bank fc Trust
Company of Chicago
Chicago, Illinois
$ 500,000 1,000,000
The First Rational Bank of Chicago The Cleveland Tjrust Company The Rational City Bank of Cleveland Atlantic Rational Bank of Jacksonville The Florida Rational Bank of Jacksonville Bank of America, N.T.& S.A., Bell Branch
Qileago, Illinois
500,000
Cleveland, Ohio
500,000
Cleveland, Ohio
1,000,000
Jacksonville, Florida
500,000
Jacksonville, Florida
500,000
Los Angeles, California
500,000
The Louisville Trust Company
\ A,
The Chase Manhattan Bank
Chemical Bank Rev York Trust Company
The First Rational City Bank of Rev York
Louisville, Kentucky Rev York City Hew York City Rev York City
500,000 1,000,000 1,000,000 1,000,000
The Boatmen's Rational Bank
Msrcantile Trust Company
Wells Fargo Bank
Ifalon Commerce Bank * International
St. Louis, Missouri
500,000
St. Louis, Missouri
500,000
San Francisco, California 500,000
Cleveland, Ohio
1,000,000*
Since we have not used our Credit Lines in two years, and It is not anticipated at present that vs will have need of short-term borrowing in i960, we have, since August 31, i960, reduced our lines to $7,500,000 (plus $1,000,000 for International).
GLD01B893
NOTES FOR ANNUAL JESTING
I BALANCE SHEET REVIEW I. Short and Long Term Financing (Continued)
1. Short Term Borrowing and Bank Lines of Credit (Continued)
The Following lines have been eliminated:
Bank
City & State
Amount
Atlantic National Bank of Jacksonville
Jacksonville, Florida
$ 500,000
The Florida National Bank of Jacksonville Jacksonville, Florida
500,000
The Boatmen's National Bank
St. Louis, Missouri
500,000
Mercantile Trust Company
St. Louis, Missouri
500,000
Wells Fargo. Bank
San PTancisco, California 500,000
Total Eliminated
J52,500,000
2. Debenture Issue
The entire indebtedness of The Glidden Company (excluding normal accounts payable, interest, end taxes) is represented by the $30,000,000 of 4-3/4$ sinking fund debentures dated November 1, 195o and due November 1, 1983.
'The Indenture provides for a sinking fund commencing November 1, 1964 to retire $1,$00,000 of debenture annually and 100$ by maturity.
The debentures were offered publicly on October 28, 1938 at 99, and the effective interest cost is 4.96$ based on the net proceeds after all expenses.
Annual Interest Cost
Interest at 4-3/4$ Amortisation of Discount and Expense
Year
$1,425,000.
. .30 816
$1,455,616-
Month $118,750.
Market price of debentures has varied from a high of 104-5/8 to a
low of 96-3/4. Market price vas 103 on 8/31/60, and vas
on
December 7, i960.
J. Contingent Liability
Federal income tax returns have been audited and final settlement made through our 1959 fiscal year. We know of no unusual items for the i960 fiscal year, and have made no Bpedal reserve allowance for federal income taxes.
GLD018894
Page 7
NOTES FOR ANNUAL MEETING
I BALANCE SHEET REVIEW
J. Contingent Liability (continued)
Ho problea In government contract through renegotiation or otherwise. Total government volume of business, including state and local, is only about one percent of Ret Sales.
The detail of major real estate lease commitments at August 31, i960 is (CONFIDENTIAL -- DO NOT RELEASE):
Total Contract
Fiscal 1961
Paint Branches Active Pending Total
$ 6,298,397
, 555*201 $6*393,558
$ 1,116,674
,. 50,695 $ 1,167,329
Bethlehem Plant Cleveland Executive Offices Miscellaneous Offices and Warehouses
354,375 1,723*294
353,980
j <>M.w
67,500
262,175 112,702
K. Stock and Stockholders
1. Common Stock (2,310,999 shares o /b at 8/31/60)
The Company's common stock Is listed on the Nev York Stock Exchange, and'has unlisted trading privileges on the Midvest, Pacific Coast, and Phlladelphla-Baltimore Stock Exchange.
From January 1# i960 through November 9, i960, the price of the Company 's stock ranged between a high of 49-1/8 end a lov of 34-9/8. (See Annual Report, Page 14, for prior years). During this seas period, an average of 925 shares vere traded each day on the Rev York Stock Ex change.
The closing price of Glldden Common Stock on December ?, i960 vas
2. Other Coaanents on Stock
a. We have no treasury stock.
b. With debentures out, ve do not now see any financing with stock.
c. Stock dividends are always under consideration, but ve have no plans now for such. It is felt that stock dividends only spread earnings and value over a larger number of shares, with price adjusting accordingly.
GLD018895
Page 8
NOTES FOR ANNUAL NEBTXBQ
I BALANCE SHEET REVIEW
K. Stock and Stockholders (continued)
3* Holding* of chares as follows:
_________ August 31, I960____________
August 31, 1959
NO* of Shareholders
* Shares Held
Avg. Ehs. BO. of Held Shareholders
* Shares Held
Avg. Sbs field
Individuals Institutions
Brokers Nominees
Total
20*175
315 162 297
07969
63.12* 4.66
10*65
21*37 100.00*
72
357
1*353 1,662
no
20,253 268
179 .273 _ 20,993
64.26* 4.21
JLI.30
20,23 100.00$
73 337 1**56 1,710 110
4. Stockholders are not given special opportunity to buy Company products, as it ii difficult to handle, impractical and unfair.
\
GLD018896
NOTES FOR ANNUAL MEETING
II OPERATING STATEMENT A. GROSS PROFIT
Ratio to Net Sales Dollars Increase 1960 ever 1959:
Due to Net Sales Increase Due to Gross Margin Increase
Total i960 Increase
Published
1960
1959
27.7* $54,681,588
27.2* $53,229,592
476.000 986.000
B. INCREASE IN SELLING AND ADMINISTRATIVE EXPENSE
The Annual Report shows an increase of $3,811,625, or 10.4% on a Net Sales in crease of .9%. The Annual Report stated that the increase of almost $2,000,000 in selling and administrative salaries was the result of expansion of marketing and distribution programs with other contributing increases including research and development, rental of distribution facilities, and advertising and promotion,
The changes broken down by major operating unit are as follows:
Paint ....................................................... $2,125,000
Food ...... ..........................
735,000
C-P*M .............................
85,000
\
Organic Chemical .......
(25,000)
Headquarters ...................................
860.000
$3.780.000
PAINT - Within the Paint Division, the continued breneh expansion accompanied by increased promotion and research occasioned the 1960 Increase. Within 1960, compensation to employees of the Paint Division Increased $950,000. The break down of this increase is as follows:
Office Salaries at new branches opened in 1960 . . . . Office Salaries increase In 1960 of new branches
opened in 1959 Salesmen's Compensation at new branches opened
in 1960 ........ .......................................................
Salesmen1s Compensation increase in 1960 of new branches opened in 1959
Regional Headquarter#' Salary increases primarily aa a result of the creation of various Regional Sales Managers, District Managers and other required
accounting end stockkeeping personnel to supervise the expanded distribution system . ......... Other .................. ......................
$371,000 120,000 117,000 70,000
250,000 22.000
GLD018897
Pege 10
NOTES FOR ANNUAL MEETING
II OPERATING STATEMENT.
The ebove shows the reault of the branch expansion program on employee com pensation* Rent increased $219,000 in 1960 over 1959, of which $177,000 can be directly related to new branches opened in 1960 and the impact of a full year's expense in 1960 of now branches opened in 1959.. Other operating ex-, penses showed increases related to this branch expansion. Research expense increased $176*000 and national advertising $53*000.
FOOD - Within increased Bales volumes at both Louisville and Bethlehem* sales men's compensation and expenses increased $221,000* but these increases were not out of line with the volume increases. Through a change in distribution methods by increased use of consignment jobbers by the refinery operations* storage charges increased $70*000. Expanded use by Bethlehem of free and re duced price deals in coconut promotion resulted in a $100*000 Increase which was partly offset by a $50*000 reduction at Berkeley. Promotional allowances granted as an inducement for the Introduction of the Durkee spice line resulted in a $145,000 increase in Bethlehem sample and allowance expense. The opera tion of the RAMAC data processing unit at Chicago and the first full year of operation of a similar installation at Bethlehem resulted in a $115,000 increase in tabulating expense. Appreciable results of these operations are already being seen in the reduction of administrative salaries, etc.* and further re sults are expected.
C-P-M - Compensation to office and sales personnel increased $24,000 and is considered the full effect of 40 people* 10 sales end 30 salary* added in 1959. The other major factor in $85*000 total increase was a $27*000 increase in talesmen's expense which was again the result of the staff increases in 1959.
ORGANIC CHEMICAL - Little change with slight reduction due to Valdosta disposal.
HEADQUARTERS -
Engineering - Salary increase of $121,000 resulting from full impact of 1959 personnel additions asking necessary many project engineers*
Chemical Administration - Increased Adrien Joyce Works costs of $87,000 plus $164,000 of pre-operatlng costs at Lakehurst Mine.
Paint Administration - Impact of the addition of nine people in 1959 plus increased costs of Central Region E.D.P. study and Training Program Salaries.
Controller's - Almost $80*000 salary increase due^ necessary field subsidi sation of accounting trainees' salaries plus six men added to Special Services for continuing E.D.P. program.
A brief statement as to cause of Increase end comparative high level of Selling rad Administration Expenses should admit to creeping increase largely tied to salaries and other expenses of added people which are Integral part of our growth program. The jump in 1959 to published 18.8% is due primarily to Chemurgy which as a division had ratio well below 10% so elimination raises overall level and also leaves unabsorbed overhead due to nonreinvestment of capital freed.
Gtn0l889& Pose U
NOTES FOR ANNUAL MEETING
II OPERATING STATEMENT
C. OTHER INCOME - PUBLISHED,? &_L
The major lta tbi* y*
lMt y**' re:
1960
Technical E*vice Fees Interest B*rned Gain - Disposal Capital Assets Gain - ni#Psal of Securities
Other
$195,006 217,436 396,107 (2,844) 30.443
$836,148
1959
$332,131 209,376 75,378 27,528 120.388
$764,801
The decrease in "idhnicalL Service Fees'' is the result of the transfer of the
Glasebrooks--Austral*
Ishihara--Japan contracts to Glidden International.
Included in "Gain - Disposal Capital Assets" is the $275,000 gain realised on
the sale of the Val^o8ta operation.
D. DEPRECIATION
Depreciation and amortisstlon charges for 1960 were $6,959,971 compared to $6,579,313 in 1959. Tb charge on Chemurgy properties was $2,013,837 which was more thn cover**1 bF cb* rental income of $2,175,000 from Central Soya. Most property acquired Bince 1956 is depreciated for tax and book purposes on the Sum-of*theYear*' DiEitB aethod of accelerated depreciation using the following'average lives: Buildings, 40 years; Machinery and Equipment, 20
years; and Furniture and Fixtures, 15 years.
Total Dopreciatin end Amortisation Chemurgy
Eetimated S-Y-0 Excess
Straight
Charge--Excluding Chemurgy
1960
$6,959,971 2.013.837
$4,946,134
-L?Z>m
$2,998,420
1959
$6,579,313 2.100.056 $4,479,257 - 1.516,519 $2,962,738
E. FIXED CHARGES
The two major items others are:
thin nature which may be of concern to shareholders and
Total Interest Expense - 1960 Real Estate lease'liability - 1960
$1,425,000 1,609.706
$3.034.706
see page 8
GLD018899
Page 12
NOTES FOR ANNUAL MEETING
II OPERATING STATEPENT
F. ADVERTISING EXPENSE
Total Company
Advertising X to Sales Promotion X to Sales Total
X to Sales
1960 1959
$4,781,861 4,753,263
2.41X $734,411
2.41
691,547
.37X .35
$5,516,272 5,444,810
2.78X 2.76
1960 1959
Paint
3,541,064 3,448,963
By Division
Food
Chemical
1,759,236 1,723,816
84,879 78,281
Corporate
131,093 193,750
Total
5,516,272 5,444,810
G. RESEARCH AND DEVELOPMENT
1960 Actual
1959 ^ctual
1960 Budget
1961 Budget
Xncr. 1961 Budget Over
Actual 1959
Research Sales Seryice
\ Control Lab.
Total
$1,225,340 1.744.961
$2,970,301 1.162.209
$4,132,510
$1,066,756 1.570.902
$2,637,658 982.882
$3,620,540
$1,264,250 1.851.285
$3,115,535 1.136.175
$4,251,710
$1,474,200 1.998.500
$3,472,700 1.231.000
$4*703,700
20 .OX 14.5
16.9% 5.9
13 .ex
H. AVERAGE ASSETS AND PROFIT RETORN
1960 Average
Assets
1960 Profit
1960 X Return
Paint Food C-P-K . Organic Chemical
Total
Total Company
$47,251,732 24,546,645 33,142,759 8.755.049
$113,696,185
$136,439,873
$6,961,752 4,232,284 3,210,572 511.663
$14,916,271
$13,638,356
14.7X 17.2
9.7 5.8
13.IX
10.0X
I. MISCELLANEOUS
GLD018900
Attention nay be called to ten year statistics in Annual Report. It may be pointed out, on inquiry, that all departments of the Company were operated profitably in 1960 except that the fine terpene development program at Jacksonville caused that operation to show a operating loss for I960. Port
St. Joe, which was the company's only unit operating at a loss in 1959, showed a small profit in 1960.
N0TB8 FOR ANNUAL MEETING
III CASS USB AND PROJECTION! A. Application of PUnAs (In Thousands)
Source of Funds Net Income Depreciation
Total from Operation*
Sale of Debentures Less Bank Loan Payments
$
Sale of Common Stock under Option
Plans (1960-2.71*0 sharesj 19599,680 shares.)
Disposition of Fixed Assets Other Sources -Net
Disposition of Heads
Dividends Declared
Expenditures for Property, Plant,
and Equipment
Changes in Working Capital:
Cash (Deer.)
$
Short Term Securities-Zner.
(Deer.)
x
$
(l,4?2)
(1^73) (2,945)
A/C Receivable-Net;Incr, (Deer.)
Inventory-Incr.(Deer.) Other Accts.-(Deer.) Notes Payable-Deer. A/C Payable-ftner.) Deer. Accrued Taxes-(facr.) Deer. Other Charges
1,823 1,077
(122) -
323 1,482
_____
122 * 6.690
,?> r^.3,65&
m
$ 30,000 26,000
98
965 145
r
$ 4,621 8,764 .
$ (428)
7,957 $ 7,529
1,473 now
(3,271)* (939)* (806)
5,500
(1,209) (1,114)
_____ m
1952 $ 7,634
6,579 $ 14,213 $ 4,000
351 202
r________ 17,893 $ 4,610
7,607
5.676
* Changes due to Chemurgy disposition are Accounts Receivable decrease of $2,898,438 and Inventory decrease of $3,756,249.
GLD018901
Page 14
NOTES FOR ANNUAL MEETING
III CASH USE AND PROJECTION
B. FIVE-YEAR FORECAST - CASH BASIS
Estimated Funds from Profit* Depreciation, Chemurgy Dispositionl and Miscellaneous Sources
Less Estimated Dividends Net Cash in Flow Add Cash Balance Net Cash Available Needed for Receivable & Inventory
Growth Needed for Receivable & Inventory
Chemurgy Normal Capital Replacement Normal Capital Replacement-Chemurgy Operational Cash Required Remaining Fends for Growth Usage
Growth Capital Mostly Approved ' x Chemurgy
Balance of Funds Available for Future Growth
A* of 8/31 - 000 Omitted
Fiscal 1961
Next Five Years
1961-1965
Last Five Years
1956-1960 (Actual)
$23,589 4,621
$18,968 13,880
$32,848
900
m
5,240
6.000 $20,708
6,417
$88,189 23.841
$64,348 13.880
$78,228
12,000
20,905
w
7,000 $38,323
9,319
$66,201 23,012
$43,18$ 13.234
$56,423
11,886
(*,503) 13,040
921 6.000 $29,079
36,623 4.076
14,291
29,004
$(11,620)
Capital Protections:
Paint
Actual 5 Yra (1956-60) $ 9.341
1961 1962 1963 1964
4,458 1,888 1,650 1,900
1965
2,150
Estimated 5 Yra. (1961-65}$12,046
Working Capital
Estimated 5 Yra. (1961-65) $7,400
Food________CPM
$4,855 2,038 2,482 800 900 1,000
$28,364 3,956 1,197 800 900 1.000
$7,220 $ 7,853
Organic
Total
Chemical (Incl. Bdq.)
$6,236 987 200 300 400 500
$49,663 11,657 5,967 3,650 4,200 4.750
$2,387 $30,224
$2,350 $ 600 $1,050 $12,000
GLD018902
Page 15
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GLOO1 8 9 0 3
/
NOTES FOR ANNUAL MEETING
IV EMPLOYEE BENEFITS
A. PentIon Plans (Continued)
As of October 31, I960, the cost end market values of our trust investments ware as follow:
Cost; Dollar Amount
'
U.S. Salary $11,524,105
U.S. Hourly $2,835,039
Canadian , Salary
$669,461
Canadian Hourly.
$183,524
1 Equities Xncl. Glidden Stock
37.18% (3.831)
34,871 (3.361)
40.31
40.31
Fixed Income Convertibles
56.421 6.401
56.961 8.171
59.71
59.71
Market: Dollar Amount
$12,505,516
$3,105,720
$626,128
$175,013
1 Equities Incl. Glidden Stock
45.281 0.451)
41.661 (2.971)
36.21
37.61
Fixed Income
48.781
Convertibles
5.94%
Total Dollar Amount in Funds - At Cost
- At Market
50.121 8.221
61.61
$15,212,129 $16,412,377
62.41
Glldden shares hold by Pension Fund are voted by Hefner & Co., as Noaineo of The Cleveland Trust Company, Trustee.
B, Bonus Plan
Original plan adopted February 8, 1951 and emended February 14, 1952. Administered by a Bonus Cownlttee elected by the Board of Directors. In 1955 Gilbert suggested provision preventing bonus to top officers until a certain dividend has been paid.
Formula provides 12X must be earned (pre tax) on bonus net capital (capital, term debt, etc.) before providing a bonus of 7% of profit. Net Income must exceed 61 bonus net capital employed also. The 1960 computation was:
Capital Stock, Debentures, Surplus (Bonus Net Capital) 121 Bonus Net Capital
122,800,684 I4,736f082
Consolidated Net Income Add: Provision for Taxes, Bonus,
Interest on Debt Less: 121 Bonus Net Capital Net Bonus Income
71 Net Bonus Income (Maximum Provision)
6,690,356 8,385.000
15,075,356 16,736,082
339,274
23,749
Consolidated Net Income Less: 61 Bonus Net Capital Maximum Provision
6,690,356 7,368.041
(677685)
Actual Provision
____ o.
GL0018 904
Page 17
NOTES FOR ANNUAL MEETING
IV EMPLOYEE BENEFITS
B- Bonuo Plan (Continued)
Since 1951 the maximum allowable provision was $,557,863- We have returned to profit' $952,163 leaving $1,605,700 for bonus pay out.
In 1959, 124 award* vere made, totalline $209,750. The highest individual amount warded was $3,000 (to Duncan and Kelsey). A total of 1,19$ awards have been made froa 1951 through 1959- Maximus in any one year was 212, lowest 46. The highest individual amount awarded was $12,000 (to Duncan, Sprague, Ruth and Goldaeth in 1951.)
Gilbert suggested resubmitting plan every five years to stockholders. We feel ve need do so only when there is a material change
No bonus awards vere made In i960.
The purpose of the Bonus Flan is to provide reward and incentive to those employees and officers, except the Chairman of the Board of Directors end the President, who, beyond the call of duty, contribute to the success of the Company. As provided in the Plan, each award of more than $1,000 is paid in annuel installments of 25$ of the amount awarded or $1,000, whichever is greater, and the Bonus Ooamittee deter* mines what part of any award is to be paid in cash or stock. No bonus awarded to a employee for any fiscal year may exceed 50$ of the basic annual salary of such employee at the end of such fiscal year.
Ten offiber* of the Company who serve as directors, and approximately 500 other employees (including seven officers) who receive salaries of $750 or more per month > are cuxTently eligible for consideration-for bonus award*.- The -Chairman of the Board of Directors and President amy not be av&rded a bonus under the Plan.
C. Stock Option*
l.# 1952 Stock Option Plan
Uhder this Plan 100,000 shares of authorised and unissued Common Stock vere made available. The Plan provided that no option could be granted to an em ployee after age 65, and no participant could receive options covering more than 5,00 shares. The Flan also provided that the option price could not be less than 95$ of the fair market value of the stock on the day the option was granted, and the option period could not exceed ten years from the date the option Was granted nor more then three months after retireant of a participant. All rights to exercise options terminate when an employee ceases to be an employee for any cause other than death or retirement.
As of August 31, i960, options to purchase 113,670 shares (53,900 by officers and directors) had been granted under the 1952 Plan. (Option* for 20,210 shares had expired by reason of termination of employment, of which options for 18,876 shares vere reissued, as authorised by the Plan, to qualifying employees.)
GLD018905
Page 18
BOIES rot ANNUAL MEETING
IV EMPLOYEE BENEFITS
Options representing 19,260 shares had been exercised (4,005 by officers sad directors). There were outstanding under the 1952 Flan as of August 31, I960, options for 79,400 shares (54,895 for officers and directors) exercisable ever a period of tea years free the date granted but not more than three norths after termination of a participant*s employment. A total of twenty officers end directors and 105 other employees held options under the 1952 Plan. Officers and directors named in the renunaratioa table on page held options as follows:
Option Price
of $35 Expiring 6-24-62
Option Price
of $38 Expiring 12-27-64
Dwight P. Joyce
2,000
Alexander D. Duncan
1,120
Beauford W. Maxey
2,000
John H. Weeks
1,500
Robert D. Horner
700
William G. Phillips
500
Willard C. Lighter
mmm
Harvey L. Slaughter
---
George M. Halsey
400
Wt David Stallcup
sw<a>
George S. Warner
500
All Directors and Officers
as a group (including
those tuned above)
9.645
2,000 2,000 2,000 2,000 2,000 2,000 2,000 2,000
200 800 2,000
20,800
Option Price
of $37
Expiring 11-29-66
Option Pries, of
$37.50 Expiring 9-29-67
Option Price of
$41.50 Expiring 12-28-68
1,000 1,000 1,000 1,000 2,000 2,000 2,000 2,000 2,000
800 2,000
seeses ess . iiwm was 0U
' mww
esese#
e<mes
300 500 1,000 ------ 1,000 1,000 500
18,700
350
5,400
On September 29, 1959, the authority of the Company's Stock Option Ccmmlttea to grant options under the 1952 Stock Option Incentive Planwas terminated by action of the Board of Directors.
2. 1959 Option Plan
Provides Committee may option 100,000 shares of authorised and unissued Common Stock.
Principal differences from old plan:
a. Option price not less than 100% of market (old plan 85%). Both not less than book value.
h. No option to employee after age 60 (old plan 65).
c. May not be terminated and reissued at lower price.
d. Term of option set by Committee up to 10 years and stay not be exercised for two year# after grant (old plan all for ten years).
GLD018906
Page 19
NOTES FOR ANNUAL MEETING
IV EMPLOYEE BENEFITS
C. STOCK OPTIONS (continued)
Under the 1959 Finn, options to purchase e total of 18,900 shares were granted to 77 employees (including 9 officers) on Key 25, 1960, et e pries of $40 per share* Officers end directors receiving options were Dwight P. Joyce, 2000} Harvey L Slaughter, 1000; C. M. Halsey, 1400; P. V. Heidhardt, 400. Total options granted to all directors and officers as a group on that date amounted to 6000 shares*
D. WAGE AND SALARY RATIOS Manufacturing Wages to Cost of Products Sold Total Wages and Salaries to Hat Sales
Total Wages, Salaries and Benefit Costs to Bet Sales
1960
8.5Z
18.6X $36,708,653
20.01 $39,484,429
1959
8.2X
17.3X $33,932,101
18.6X $36,436,403
E. SALARIES
Our salary rates, including those for officers and other key employees, including bonus, are fully in line with studies on this subject, such as by AHA. We exist be competitive in salaries and other induceaants such as stock options, to aetract and hold good men.
The Proxy Statement reports that total remuneration of all directors and officers as a group increased from $640,557 in 1959 to $817,180. The principal reason for the increase is the addition of four regional vice presidents to tho officer group* These additions accounted for $111,416 of the increase.
F. OTHER BENEFITS
In addition to the Retirement Plan, employees are eligible to participate in a group life insurance and hospital and surgical benefit plan. During 1960, the company offered employees the opportunity to participate in a major saidical plan and an accidental death insurance plan. Also in 1960, the company formalised a previously existing salary continuation policy whereby salaried employees receive a portion of their salary in the event of prolonged illness-- the length Of continuation depending upon the employee's length of service.
GLD018907
Page 20
NOTES FOR ANNUM- MEETING
( V ACQUISITIONS, DISPOSITIONS AND CAPITAL EXPENDITURES
A. ACQUISITIONS
Our acquisition program is cn important part of our future plans. We are empha sising and will follow certain basic product approaches in our growth. First, research and development to improve existing products; second, create and Introduce new products; and third, acquisition of established companies and products in the same or related fields of interest. Acquisition of companies and products in the same or related fields gives us maximum benefit from the abilities of bur manage ment, marketing, manufacturing and research people, and from our production facilities
Canadian Branches - October 1, 1960
In two separate transactions purchased paint business of Humphrey Paint and of Mowat^Grant Ltd. and Douglass Paint Ltd,, both effective October 1, 1969. Purchase prices are:
Movat`Grant & Douglass
Inventory
Bent.
Total
Vancouver, British Columbia Victoria, British Columbia
$112,139 24,541
$40,312 10,247
$152,451 34,788
Humohrev
St. Thomas, Ontario Windsor, Ontario London, Ontario
11,995 19,960 36.925
3,640 3,136 2.187
15,635 23,096 39.112
*,
\
$205,560
$59,522
$265,082
Total Net Sales of these five units in their 1959 fiscal years was $1,372,355 of which a substantial portion was sales of Clidden materials purchased from our Toronto Division.
GLD018908 !
Page 21
NOTES FOR ANNUAL MEETING
( V ACQUISITIONS, DISPOSITIONS AND CAPITAL EXPENDITURES
B. DISPOSITION AND SHUTDOWNS
Annual Sales Last Full Tear
Profit or (Loss) Last Full
Tear
Pre-Tax Avg. Profit Profit or
or (Loss) (Loss) on Last 4 Yrs. Sals or
Operated Abandonment
After Tax Cash & Asset Utilisation
Last Full Tear Basis
jUsonond 7/16/51
$ 4,076,147
Oakland 10/25/54
627,505
Feed Hill 8/10/54
4,423,653
Portland 9/18/52
2,941,393
Cambridge 7/1/55
1,308,738
Yadkin
. as
JoJaba - Castella
' as
Barytas Mines
-
Buena Park 8/31/56
4,033,465
Eastern Karg, & Salad
Prod. 2/1/57
9,996,668
Elmhurst Building
A,8/31/57:8,8/1/58
-
Scranton 6/9/58
1,100,590
St. Helena 3/31/58
-
Buena Park Land 1/28/58
m'
Chetnurgy 9/1/58
31,982,480
Southern Pine 2/28/58
1,070,947
Valdosta 3/28/60
2,941,738
Berkeley M. It SP.4/30/60
\
TOTAL
$70,148,794
$ (234,346) $ (373,225) $
(226,221)
39,296
65,538
15,608
92,554
13,771
(60,579)
(9,537)
-as
e
m
(11,032)
m
(67,338)
142,235 96,376
(290,471) (19,369) (6,542) (8,149) 50,597
m
(253,580)
(372,378) (414,580) (197,934)
52,028
-
e
1,477,859 103,448 320,127 98.726
-
66,056
m
m
1,503,501 68,240
156,671 66.787
(252,240) 30,690
(1,215,239) 174,957
1,258,763 (76,237) 275,301 39.176
$1,305,724 $1,065,250 $ /251.6661
$ 2,044,710 997,955
2,417,154 1,224,149
851,472 58,673
125,640 11,679
1,095,247
2,383,320
1,269,854 455,467 925,924 136,635
27,555,267* 292,555
1,430,042 684.913
$43,960,656
Fixed Assets - Sold -Abandoned
Book Value
$17,457,727 2.304.320
$19,762,047
Alter Tax Cash Received
$19,061,554 1.198.246
$20,259,800
Excess Cash Over Book Value
$497,753
* Eat lasted on exercise of option to buy property August 31, 1961
GLD018909
Page 22
MOTES FOR ANNUAL MEETING
V ACQUISITIONS, DISPOSITIONS AND CAPITAL EXPENDITURES
B. DISPOSITIONS AMP SHUTDOWNS
1. Cheaurgy
Business of entire Chemurgy Division sold to Central Soya Co. at Septeaber l, 1958, with real estate leased for three years with option to buy at August 31, 1961.
Inventory Sold at Book Value Receivables Assigned Met
1960 Rental Income - (per year) 1960 Depreciation Expense 1960 Misc. Expense ~ Met
Net Gain
$3,756,249 2.898.438
$6 *54 687
$2,175,000 (2,013,837)
(5,822) $ 155.341
The net book value of property leased at Septeaber 1, 1958 was $13,737,369 which will be reduced in each of the three years of the lease by approxi mately $2,100,000 depreciation and amortisation. The estimated net book value at August 31, 1961 will be $7,624,000 idiereas the option price Is $8,550,000.
It Is estimated that the exercise of this option will result In a capital gain equivalent to $.27 per share in fiscal 1961.
2. Sale of Valdosta Operation
This Operation with its fixed assets and inventories was sold to Nelio Resina, Inc. on March 28, I960. Total assets freed through this disposition on basis of last four-year average assets was $1,133,000. Fixed assets with a net book value of $225,000 were sold for $500,000 resulting In a long term capital gain of $275,000. Inventories were sold at their book value of $788,000.
3. Sale of Berkeley Margarine and Salad Products Business
Berkeley Margarine and Salad Products business and its related machinery and equipment were sold to Beatrice Foods on April 30, 1960. Total assets freed on the basis of last four-year average assets were $555,818. Machinery and
equipment with a net book value of $161,000 were sold for $200,000 resulting in a long ten capital gain of $39,000. Inventories were sold at their book value of $234,000. Certain warehouse space at the Berkeley plant has been
leased to Beatrice Foods for a period of three years beginning May 1, 1960 at $1,900 per month.
GLD018910
Page 23
NOTES TOR ANNUAL MEETING
( . V ACQUISITIONS, DISPOSITIONS AND CAPITAL EXPENDITURES
C, MINING ACTIVITf
A twenty-ywr supply of ilnenlte ors, representing s substantial portion of requirements, was acquired In October, 1959 at Lakewood, New Jersey. A concen trating and separating plant Is planned for completion In late 1961. Capital requirements Pr B.A.R. are (do not disclose):
Land and Mineral Rights Plant
Authorized Capital Mine Mocking Capital
Total Required for Mine Adrian Joyce Works Inventory Reduction
Net Required for Project
$ 700,162 3.633.080
$4,333,242 540.000
4,873,242 (3.300.000V $1.573.242
At August 31, 1960, capital expenditures to date In connection with the Lakchurst Mine were $946,630. During fiscal 1960, pre-operatlng expenses which were absorbed in Headquarters Chemical Administration were $163,604.
\
CL 0018911
Page 24
V ACQUISITIONS, DISPOSITIONS AND CAPITAL EXPENDITURES
( . D. MAJOR CAPITAL EXPENDITURES - I960 (la Thousands of Dollars)
Expended Prior to
I960
To Be Emended In
Expended in i960
1961
Paint: 5 St. Louis Warehouse $
14 Pacific Expansion,
1-2-9-12.14 Universal Reactors (5) 16 Southwest Plant Cleve. Res* tab. - Paint 9 Plant Expansion Branches
All Other Paint Total Paint
-
47
379
-
Food: 13-21-22
33 21 22 22
13 33 22
>
Deodorizers (3) Boiler Plant
$
Packing, Filling, & Whse.
Land and Building
Spine Building
Solvent Fractionation
Semi-Continuous Deodorizer
Plant Expansion
All Other Food
536
-
31
-
wm
-
$ 22 221
1,187 134 38
381 637
$ $2,620
456 14
372 988
287 234
591 1,516
-----
$4,458
$ 132 438
-
280
9
68 579
$ $1,506
85 563 26 138
U9 125 344 638
$2,038
C-P-M:
t 32 'A.D.J. - Expansion $
33 Kev Jersey Mine 32 Balt. Research Lab 32 Calcium Ext. Pig. Mfg.
All Other C-P-M
926
572 568
-
$ 2,445 375 107 -
650
$ $3,577
205 2,886
40
200
625
$3,956
ORGANIC CHS'HCAL:
71 Menthol Plant
$
Pitch Stripping
Column
All Other Org. Chen.
378
_
$ 961
-
20
$ $ 981
707
100 180
$ 987
Headquarters:
80 218
Total Company
$8,764
$11,657
Used la Axonal Report
8-10 minion
GLDO 18912 Paga 25
n o t e s f o r a n n u a l me e t in g
V ACQUISITIONS, DISPOSITIONS AND CAPITAL EXPENDITURES
E. Extraneous Expenses
StartaM development expenses at Jacksonville, Adrian Joyce Works, and Lakehurst Mine vere the or contributing factors to the .09 cents per share net reduction in 3960 (.05 in 1959)*
i960
, 1959
Before Tax . After Tax Before Tax After Tax
Lakehurst Mine St. Selena
Adrian Joyce Works Jax. Development
Loss or Default of Contractor Dumont Write-Otff Pauli Capital Gains
LIFO Reversal Other
163,604
60,363 416,794 479,885
72,421 109,326
(390,466) (263,662)
78,530 29,105 200,061 230,345 34,762 52,476
m
(292,850) (126,558)
.
109,697 170,993 113,269
-
-
9,901 (90,508) 12,606 (19.647)
..
52,655 82,076 54,369
.-
4,752 (67,881)
6,051 (12,036)
648,265 205,871
306,311 319,986
\
GLD018913
NOTES FOR AMUAL MEBEINO
VI OTHER .MAJOR FU1ETI0HS AND HEMS
A. Donations
The donations policy of the Company provides for reasonable support to educational, velfare and charitable organizations* This policy is administered by the Daaaticns Cocnittee under the direction and guidance of the President and Board of Directors.
Educational support has been given through the following:
1. Awarding of four scholarships under the auspices of the National Merit Scholarship Foundation, i960 Vinners were: Edward A. Kucler (Case); Charles J. Savoca (Georgetown); Taylor R. Durham (Cfberlin); John T. Moter (MIT)
S. Cooperative Contribution Plan, under which the Company malces unrestricted grants to degree-granting universities in an equal amount to the donations made by employees of the Company to such colleges and universities. Contri
buted i960 fiscal - $3,730 bo 45 colleges.
3. Chemistry lectureship grants provided to six United States universities and one Canadian university to provide for lectures by outstanding individuals and to help promote underatanding and interest in scientific achievement.
4. Outright grants to selected colleges and universities, such as Case and Western Reserve.
5* Grants to selected foundations, including Ohio Foundation for Independent Colleges.
In the Welfare and Health category, the Ccsnpany has supported United Fund, Community Chest and Red Cross programs in the communities where it hen plants or branches.
In addition, selective support has been given to other service organizations and foundations. Contributions are not given to sectarian groups, labor organizations, etc.
Education Health & Welfare Other
Total Donations
i?go
45 _7
1108,233
1m m
51 59
$104,526 $69,066
70 _8
$70,811
2 of Net Profit
1.62#
1.37^ 1.14;5
.97^
Per Employee
$ 17.60
$17.35 $10.95
$ 10.97
GLD01891A Paaft 27
NOTES FOR ANITUAL MEETING
VI CHEER MAJOR FUNCTIONS AND HEMS (Continued)
B. AUDIT 1. Ernst & Erast representatives present at the masting will he Messrs. 'N* T. Balvorseh, Partner, and A. A. Vilhelm, AssistantManager. 2, Conpany internal audit staff conducts surprise audits of all operating units on a schedule calling for visits about once each year.
C. INSURANCE
FIA coverage on all manufacturing properties except Canada, Buena Park, San Francisco, New Orleans, St. Louis, Minneapolis Varnish only, Portland, Tulsa, Iron Street, Collinsville and Calumet and River Elevators. This FIA. policy for fire, wind, hall, explosion, aircraft, smoke, vandalism and sprinkler
FIA coverage is on agreed amount basis, with no co-insurance requirement.
Locations excluded except St. Louis and Portland are under an industrial Property Floater for fire, extended coverage and sprinkler leakage. Are on co-insurance basis - no agreed amount. St. Louis and Portland are under separate'policies for fixe, extended coverage and sprinkler leakage. Coinsurance 'basis.
Elevators under Underwriters Crain Ass'n. policy.
Use and occupancy insurance also in FIA for locations they cover for fire, etc except Minneapolis, Atlanta, and A&E where ve have extra expense since other paint plants can make up lost production at increased cost.
Use and occupancy insurance other divisions specific with co-insurance except New Orleans, St. Louis, Tulsa and Portland where ve have extra expense since other paint plants can make up lost production at increased cost.
Also carry ocean marine and cargo insurance to extent necessary.
Carry holler and pressure vessel insurance where necessary.
All employees bonded in substantial amount.
Workmen's Compensation - Ve self-insure in states where possible (ll), vith an override $1,000,000 policy for catastrophe. Self-insurance on Workmen's Compensation has saved us over $1,000,000 in the last 29 years.
Also carry comprehensive bodily injury, product liability, and property damage liability.
GLDO18915
Page 28
NOTES FOR ANNUAL MEETOT
VI CHEER MAJOR FUNCTIONS AND ITEMS (Continued)
C, Insurance - continued
There vas one major fire in the i960 fiscal year* The Los Angeles Chemical Pigment and Metals Division warehouse stock in a leased location vas total loss. Recovering $55*490. Three small fires resulted in total recoverable losses of $5*392. One lightning loss $1,911. Two windstorm losses $2,635. One esgloslon of paint mill ^,151.
Total cost of Insurance premiums for fire and extended coverage on buildings, machinery and equipment and inventory, plus use and occupancy and extra expense, vas $280,080 for the fiscal year i960. (This figure should not be given out.)
D. FOREIGN BUSINESS
a. The (Hidden Company -
Export sales (both direct and indirect) totalled $2,147,251 in i960 conipared to $1,811,596 the previous year. la addition, in i960 sales to Glidden International vere $2,489,933*
The Glidden Company has eleven active foreign licensees and received $136,866 in technical service fees from these licensees in i960. This amount represented a reduction frm the previous year, primarily due to transfer of licensees to Glidden International during the course of i960.
A direct stock Interest is held in the following companies:
Name
$ of Interest
Net Book Value
Unconsolidated Glidden International., C. A. Ishlhara, Sangyo Kaisba, Ltd. A/S FJord-Plast Fabrics Nacional De Pinturas, S. A
$ 18,018 Mano
28,040 Memo
$ 46,058
Consolidated The Glidden Company Limited
100JS
50,000 $ 96.058
GLD016916 Page 29
NOTES FOR ANNUAL MEETING
VI OTHER MAJOR FUNCTIONS -AND HEMS (Continued)
D. Foreign Business - Continued
1) Glldden .International, C. A. - Glldden holds 99 shams (1 sham held by The (Hidden Company* Ltd.) representing a 99$ Interest. Glldden International had a consolidated shareholder equity of $594,796 at August 31, i960 vlth a book cost to Glldden of $18,018.
2) Isbiharo Sangyo Kalsha, Ltd. - Glldden holds 870,76k shares representing ft 2.24$ interest. These shares have a current market value in Japan of $286,000 at November 14, i960 on vhieh Glldden has a tax basis of $108,446 for taxes paid through August 31,196b.
3) A/S FJord-Plast (Norway) - Glldden holds 200 shares representing a 25$ interest which vas acquired on July 29, 1980 at a cost of $28,040.
4) Fabrica Nacional de Pinturas, S. A. (Cuba) - Glldden holds 31,421 shares vhieh represented a 15.1$.Interest. The company vas intervened by the Cuban government in October, i960. Accounts receivable due Glldden at this date total $28,271 and due Glldden International $17,248. Bad debt reserve of both companies are completely adequate to cover ary loss on these accounts. Glldden International received technical service fees of $64,264 from Fabrica In i960 and additional fees of $21,701 have been reported as due but have not been paid and ham not been taken Into income. No collection of
v \ this latter amount Is anticipated. 5) The Glldden Company, Ltd., (Canada) - Glldden holds 100$
(4,200 shares) vith a book cost of $50,000. Shareholder equity at Arjguat 31 19&>, was $5,518,246 which Is Included In the consolidated financial, statements In the annual report for i960. Following are highly condensed financial statements for the periods Indicated:
GLD018917
Page 30
Tho OllMen Company Limited Balance Sheet
August 31, 19&>
Current Assets Property# Plant & Equipment, Net
Deferred Charges&Other Assets
$**>779# 031 1,358#673
$6,140,
Current Liabilities * Stockholders Equity
$ 622,249 5,518,246
$6,140,495
Income Statement & Retained Earnings i960
Net Sales Co3t of Sales Operating Costs
Incense from Operations Other Income
Income before Taxes Provision for Income Taxes
Net Income for the Period
Retained Earnings, beginning of year
Retained Earnings, end of year
$9,618,916 5,933,530 2,939,645 $ 7457m
34,665 f~rs6,m . 385,000 $ 395,406
$5,072,840
$5,468,246
m.
$8,358,782 5,322,453 2,292,475
46,029 089,87$
391,000 $ 3957873
$4,673,967
$5,072,8110
b. Glidden International, C. A. -
The company is headquartered in Ban Juan, Puerto Rico, vith retail branch operations in San Juan and Ponce, Puerto Rico, and Panama, Republic of Panama. Collection of accounts is made through the Chase Maabatten Bank, San Juan, Puerto Rico.
Glidden international funds have been primarily secured from accumulated earnings and through, hank borrowings at the Union Commerce Bank, Cleveland, Ohio. At August 31, i960, this loan amounted to $425,000 with subsequent payments to date bringing the balance to $300,000. The current rate of interest is 4-1/2$. The loan is guaranteed by The Glidden Company.
GLD01891Q
NOTES FOR ANNUAL MEETING
VI OTHER MAJOR FUNCTIONS AND USB (Continued)
D. Foreign Business - Continued
b GliMen International, C. A. Continued
Glidden International has four banking associates:
Union Commerce Bank, Cleveland, Ohio (Borrowing) Chase Manhattan Bank, San Juan, Puerto Kino Chase Manhattan Bank, Panama, Republic of Panama First National City Bank of New York, San Juan, Puerto Rico
The accounts maintained include four Collection Accounts and six Working Fund Accounts.
At August 31, i960, Glidden International owed The Glidfien Company $190,682 for merchandise puretoned during August, i960.
GQidden international^ investments at August 31> i960 were as follows:
Name
$ of Interest Net Book Value
Unconsolidated SoJa Glidden Argentina, S. A. Pinturas Ico, S. A. Pinturas Ecuatorianas, S. A. and Distrlbuidora Americanas, C. A. Pinturas Centro Americanas
2554 , 33-l/35o
33-1/355 33-1/355
Memo $47,504
62,837 64,850
$ 175,191
Consolidated Industrias Glidden, S. A. Glidden Panama, 8. A.
99.985fo 100$
$ 32,000 20,000
$ 227,191
1) Pintums Ecuatorianas, S. A. and Distrlbuidora Amtricena, C. A. (Ecuador) Glidden International holds 320 shares representing a 1/3 interest at a cost of $62,837. Glidden International's share of shareholder equity at September 30, i960 vas $60,377.
2) Pinturas Ico, S. A. (Colombia} - Glidden International holds 155,400 stores representing a 1/3 Interest at a current cost of $4", 504. This current cost at August 31, i960 is tee balance remaining after a writedown of $268,000 in August, i960. This writedown uas necessitated as a result of continuing operating losses of this conpany. This writedown included recognition of Glidden's portion of losses to date and writeoff of book goodwill.
GL DO IS 919
NOTES FOB ANNUAL KEETIl'fG
VX OTHER MAJOR FUNCTIONS AND HEMS (CONTINUED)
D. Foreign Business - Continued
3) Pin-turns Centro-Americanas (Guatemala) - Glldden International bolds 154 shares, representing a 1/3 Interest at a cost of $64,650. Glldden International*s share of shareholder equity at August 31# i960 vas $^4,342. At Aiigust 31, i960, Pincasa owed Glldden Interr&tlanal $1,640, on open account. Pincasa also owed The Glldden Company $8,343 cm open account and $50,000 as a note payable at that date.
4) Soja Glldden Argentina, S. A. - Glldden International holds 10,970 shares representing a l/4 Interest (no cost basis). This company Is currently Inactive. This Interest has been assigned to Central Soya under the option agreement for the Chemurgy Division and upon exercise of that option by Central Soya, these shares will be transferred to them.
5) Industries Glldden, S. A. (Mexico) - Glldden International holds 19,996 shares representing a 99*98$ Interest. This company Is currently inactive and is carried at a cost of $32,000. In consolidation with Glldden International at August 31, I960, shareholders equity totalled $31,537.
6) Glldden Banana, S. A. - Glldden International holds 1,000 shares representing 100$ control. This company is a paint branch and Is carried at a cost of $20,000*
7) Ih Septenfcer, I960, Glldden International purchased all of the out standing stock of General Paint Company de Mexico for $4,900. An additional $60,000 vas invested through the purchase of an advance account between General-Mexico and its former parent.
The latter three companies are consolidated with Glldden International for the purposes of monthly financial statements. All others are carried on Glldden International's balance sheet at cost. .
Glldden International has nine active foreign licensees and received $434,571 In technical service fees from these sources In i960. This compares, vlth $67,693 for 1959 This. increase results from larger, payments from .the. previous year's paint licensees, addition of three nev paint 'licensees,and t o o new- " chemical licensees/ Billiton, Netherlands vlth Initial contract fees of $200,000 in i960 and iBhlbara, Japan's TiO* contract* This latter transfer from The Glldden Company in i960 added $897136. to Glldden International^ technicals service fees in i960. Receipts from the Ishihara (Japan) TIOg contract and Fabrics (Cuba) are not anticipated In fiscal 1961.
Sales and profits of Glldden Datenational are not consolidated vlth The Glldden Company for reporting purposes. Sales and profits of Glldden International are as follows:
GL D0189?0
JXWES FCR AimUAL HEETIWJ VI OTHER MAJOR FUICTIOHS AND ITEMS (CQHTXHUED) D* Foreigi Business - Continued
Fiscal i960
1959 195S 1957 1956
Sains 3,255,946
2,904,516 3,012,840 1,684,178
560,112
Profits 335,0*1
82,370 68,190 56,603
32,709
The sales increase of $400,000 la Organic Chemical business and of $130,000 In
total Faint business vas partly offset by decreases In both Durfcee and Chemicals-Placenta-Metals business* With the Direct Export Faint business net profit In i960 ws $35,450, compared to a loss of $49,134 In 1959* The Sato Bey paint breach Increased its net profit $23,000. With an improvement of $50,000 In the net result from Organic Chemical business, total net profit, before technical service fees and tbe special charge of $268,000 writing down the Colombian investment, vas $235,939 la I960 compared to $l4,4T7 the previous year*
. MISCELLANEOUS
Cost of the Annual Report this year was 23 cents per copy which was the same as last'yoar. Our 3958 Annual Report vas Judged best of the Faint and Coatings Industry by ITNAIEIAL WORLD.
D. B. ERSKHB3
Distribution:
Mr. Dwight P. Joyce Mr. B W. Maxey Mr. R. D. Horner Mr* W. 0. Phillips Hr. R. K. Dutton Mr. R. R. Augsburger
GLD0189?!