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soon as all the legal mechanics have been complied with. I assume that will be done sometime this week.
Mr. PECORA. Was any action ever taken by the board, or by you as chairman of the board, or by any of the officers of the company, notifying the New York Stock Exchange that the company does not propose to make any issue of that 25,000 additional shares?
Mr. Brown. No; I do not think so; not that I know of. It should have been done, but the thing we were wrapped up in mostly was in getting the material out and getting the money in. I just overlooked it.
Mr. PECORA. Mr. Brown, you have indicated to me that you wanted to make some correction in the testimony heretofore given by you with regard to any salary or compensation paid by the corporation to Mr. Kies as chairman of the executive committee of its board of directors.
Mr. Brown. Yes. I had an opportunity to read only part of this testimony, and glancing through, I caught a question in connection with Mr. Kies' compensation. My answer was "No." My answer
“ should have been that “Mr. Kies is compensated at the rate of $6,000 per annum.” I understood your question at the time—you were speaking about the adjustment of other compensation, and I hurriedly thought you asked whether Mr. Kies' compensation was adjusted. Instead of that, your question was “ Is Nr. Kies paid compensation?” That is $6,000 per annum. Mr. PECORA. I think that is all. (Witness excused.) Mr. PECORA. Mr. Mason Day.
TESTIMONY OF HENRY MASON DAY, SYOSSET, LONG ISLAND,
MEMBER OF THE FIRM OF REDMOND & CO., NEW YORK
The CHAIRMAN. Mr. Day, you solemnly swear that you will tell the truth, the whole truth, and nothing but the truth regarding the matters now under investigation by the committee. So help
Mr. DAY. I do. May I have the privilege, Mr. Pecora, of having the gentleman who keeps the records of these things sit beside me?
Mr. PECORA. Yes. Will you please give your full name and address?
Mr. Day. Mr. Henry Mason Day; Syosset, Long Island.
Mr. PECORA. Mr. Chairman, the evidence which I am now about to submit to the committee relates to the market activities of certain groups in a security known as the "common stock" of the LibbyOwens-Ford Glass Co., which is commonly referred to as one of the repeal or alcohol stocks. I have already stated to this committee that early last August I requested the president of the New York Stock Exchange to make an investigation, through the facilities and powers of the exchange, into the market activities of these so-called alcohol stocks during the period covering the months of May, June, and July of last year. Such an examination or investigation was made, and the results thereof were reported to me by Mr. Whitney, of the stock exchange, and the report submitted by
the examiners of the exchange with respect to these market activities tended to indicate that there was no manipulative activities in those stocks during last summer.
I have already presented to the committee the evidence which we have gathered with respect to activities or trading in the stock of the American Commercial Alcohol Corporation, which, to my mind, strongly establishes the fact that there were many manipulative devices, processes, and activities in the stock of that company last summer.
Mr. Day, what is your business or occupation ?
Mr. Day. New York. I am not a member. I am a member of a firm that is a member of the New York Stock Exchange.
Mr. PECORA. What is that firm?
Mr. PECORA. How long have you been a member of the firm of Redmond & Co.?
Mr. Day. Since November 1, 1931.
Mr. PECORA. Have you been an active member of the firm since that time? Mr. Day. Yes, sir. Mr. PECORA. Who are the other partners in the firm ?
Mr. Day. Arthur L. Goldsmith, Allan McLane, Jr., A. Perry Osborn, H. F. Osborn, Jr., Daniel T. Pierce, Jr., E. B. Shryver, and J. B. Taylor. Do you want the special partners ? Mr. PECORA. Yes.
Mr. Day. F. Q. Brown, L. W. James, E. E. Moore and George H. Pendleton.
Mr. PECORA. Who is the floor member of the exchange in that firms? Mr. Day. Mr. Allan McLane, Jr., and Mr. Daniel T. Pierce, Jr.
Mr. PECORA. Does that firm hold any membership in any other stock exchange than the New York Stock Exchange?
Mr. Day. The New York Curb Exchange.
Mr. PECORA. Does it hold a membership in any commodities exchange? Mr. Day. I do not think it does, sir.
Mr. PECORA. Prior to your becoming a member of the firm of Redmond & Co., what was your business or occupation?
Mr. Day. I was in the oil business.
Mr. PECORA. Had that been your business for quite a number of years?
Mr. Day. That particular position? No, sir.
Mr. PECORA. Had you been connected with the oil company for a number of years prior to November 1931 ?
Mr. Day. I do not want to be technical. I think I was there 3 or 4 years. I don't remember that. Prior to that I was with the Barnsdall Oil Co.
Mr. PECORA. Did you hear the testimony given before this committee yesterday by a witness named Charles C. Wright?
Mr. Day. Part of it, sir.
Mr. PECORA. Did you hear any portion of his testimony in which reference was made to a number of options on certain stocks issued by different corporations which had been given either to Mr. Wright or to his stock brokerage firm of Wright & Sexton by the firm of Redmond & Co.?
Mr. Day. Yes, sir. I think I heard two brought up.
Mr. Day. I think there was one in National Distillers. I am not sure about the other. I know approximately, because I read the testimony yesterday afternoon, and I am confused in my mind whether he said it in the morning or in the afternoon.
Mr. PECORA. During the year 1933, and particularly during the months of May, June, and July 1933, did Redmond & Co., have any options covering the stock of any of the so-called “ alcohol companies or repeal stocks"?
Mr. Day. Yes, sir.
Mr. PECORA. Surely. You are free to refer to any records avail- . able to you, Mr. Day, at any time in the course of your examination.
Mr. DAY (after conferring with an associate). I presume, from your former statement, that you are referring to the so-called “Repeal stocks ", and that you mean Libbey-Owens-Ford.
Mr. PECORA. That would be one of them.
Mr. PECORA. Did you have more than one option covering the stock of the Libbey-Owens-Ford Glass Co. last summer? When I say you, I refer, of course, to th firm, Redmond & Co.
Mr. Day. Yes, sir; I understand. There was one under date of June 1.
Mr. Pecora. I show you what purports to be a photostatic reproduction of such option dated June 1, 1933. Will you look at it and tell me if you recognize it as a true and correct copy of the option to which you have just referred ?
Mr. Day. I believe that is correct.
(Copy of option, June 1, 1933, Libby-Owens Securities Corporation to Redmond & Co., was received in evidence, marked " Committee's Exhibit No. 67 ", Feb. 21, 1934, and the same was subsequently read into the record by Mr. Pecora.)
Mr. PECORA. The document received in evidence as “Committee's Exhibit 67” reads as follows [reading]:
JUNE 1, 1933. REDMOND & Co.,
48 Wall Street, New York City. DEAR SIRS: The undersigned, Libbey-Owens Securities Corporation, a Delaware corporation, confirms its agreement as follows:
1. The undersigned has sold, and you and others associated with you on certain terms have purchased from the undersigned, 65,000 shares of common stock without par value of Libbey-Owens-Ford Glass Company, an Ohio corporation, at the price of $26.50 per share flat. Delivery of the certificates for such shares and payment therefor shall be made in New York City at the office of The Guaranty Trust Company of New York, 140 Broadway, on or before 3 o'clock p.m., (D.S.T.), June 5, 1933.
2. In consideration of your agreeing to purchase as aforesaid the above 65,000 shares, the undersigned agrees that it will sell, or cause to be sold, to Fou and associates, at your option, at any time and from time to time on or before 3 o'clock P. M. (D.S.T.), July 3, 1933, all or any part of 20,000 additional shares of such common stock without par value of Libbey-Owens-Ford Glass Company, at the price of $27.50 per share flat.
3. In case you shall purchase the 20,000 additional shares referred to in paragraph 2, the undersigned will sell, or cause to be sold, to you and associates, at your option, at any time and from time to time on or before 3 o'clock P.M. (D.S.T.), August 1, 1933, all or any part of 20,000 additional shares of such common stock without par value of Libbey-Owens-Ford Glass Company, at the price of $28.50 per share flat.
4. In case you shall purchase the 40,000 additional shares referred to in paragraphs 2 and 3, the undersigned will sell, or cause to be sold, to you and associates, at your option, at any time and from time to time on or before 3 o'clock p.m. (D.S.T.), September 1, 1933, all or any part of 20,000 additional shares of such common stock without par value of Libbey-Owen-Ford Glass Company, at $30.50 per share flat.
5. In case you shall purchase the 60,000 additional shares referred to in paragraphs 2, 3 and 4, the undersigned will sell, or cause to be sold, to you and associates, at your option, at any time and from time to time on or before 3 o'clock p.m. (D.S.T.), October 2, 1933, all or any part of 20,000 additional shares of such common stock without par value of Libbey-Owen-Ford Glass Company, at $30.50 per share flat.
6. Redmond & Co. may exercise any of the options referred to in paragraphs 2, 3 4 and 5 to purchase the additional shares of common stock without par value of Libbey-Owens-Ford Glass Company mentioned therein from time to time by giving one days' notice in writing of your election to purchase such shares to the undersigned, in care of Mr. J. Donald Duncan, 50 Broadway, New York City, and thereupon the undersigned will deliver or cause to be delivered to you the certificates for such shares at said office of Guaranty Trust Company of New York on the day following such notice against payment therefor.
7. It is understood that the undersigned shall be entitled to receive in dividends which may be declared upon the shares of common stock without par value of Libbey-Owens-Ford Glass Company covered by any of the above mentioned options, which shall be payable to holders of record of a date prior to the purchase by you of such shares, and that you shall be entitled to receive all such dividends which shall be payable to holders of record of a date subsequent to the purchase by you of such shares.
8. All shares of common stock without par value of Libbey-Owens-Ford Glass Company referred to in paragraphs 1 to 5 inclusive hereof which shall be purchased by you are and shall be listed on the New York Stock Exchange. The certificates for all such shares purchased by you hereunder are to be delivered to you in negotiable form for delivery on the New York Stock Exchange, and the undersigned agrees to pay all requisite stock transfer taxes payable in connection with the sale of any of such shares to you hereunder. All payments for shares purchased by you hereunder are to be made in New York funds, by certified check.
9. The undersigned agrees that it will not, so long as any of the above cptions shall be in effect, sell any other shares of common stock without par
value of Libbey-Owens-Ford Glass Company which it may own, except at a price in excess of $35.00 per share.
If the forezoing is in accordance with your understanding, will you please confirm your agreement therewith. Yours very truly,
LIBBEY-OWENS SECURITIES CORPORATION By GORDON ATCHINCLOSS (signed)
President. Attest: J. DONALD DUncas (signed) Secretary.
JUNE 1, 1933. LIBBEY-OWENS SECURITIES CORPORATION
15 Erchange Place, Jersey City, New Jersey. DEAR SIRS : The undersigned hereby confirm their agreement with you in accordance with the terms of your foregoing letter dated June 1, 1933. Yours very truly,
REDMOND & Co.
By PERBY OSBORN (signed). Now, Mr. Day, this letter refers to Redmond & Co. having some associates in this option. Who were those associates?
Mr. Day. The Hyva Corporation; Lehmann Bros.; Bell & Beckwith; Walter P. Chrysler; Joseph P. Kennedy; Kuhn Loeb & Co.; Wright & Sexton ; Redmond & Co.
Mr. Pecora. What kind of a corporation is the Hyva Corporation?
Mr. Day. I have a recollection that Mr. Sinclair is interested in the Hyva Corporation.
Mr. PECORA. Is it a so-called “private corporation” of Mr. Sinclair's?
Mr. Day. I know nothing about it.
Mr. Day. Mr. Kennedy is a capitalist, or well-known private citizen.
Mr. PECORA. Do you know what his business is?
Mr. PECORA. When you say he is a capitalist, does that cover your understanding of what his business is?
Mr. Day. Well, I do not know. My understanding of a capitalist is somebody who has considerable funds and does not have to work.
Mr. PECORA. I am not a capitalist.
Mr. Day. Lehmann Bros. are a stock-exchange house; a banking house.
Mr. PECORA. In New York City ?