CONTENTS Statement of Page Call, Asa V., president, Pacific Mutual Life Insurance Co. 1014 1056 Cord, Alvin R., executive vice president, Froedtert Grain & Malting 1118 Corey, E. Raymond, professor, Graduate School of Business Administration, Harvard University 1085 Harris, Philip S., vice president, Grayson-Robinson Stores, Inc... Large, Judson, director, United States Independent Telephone Association 1046 1023 Leroy, Paul E. H., vice president, Goodyear Tire & Rubber Co... 1104 1109 1072 958 Paynter, Richard K., Jr., financial vice president, New York Life 1012 Porter, James D., counsel, A. O. Smith Corp---. 1074 Silloway, Stuart F., vice president and manager of securities invest- 1036 Simpson, Gordon, executive vice president, General American Oil Co. Slichter, Donald C., vice president, Northwestern Mutual Life Insur- 1027 1030 Stone, Caleb, vice president, Prudential Insurance Co. of America_ Grayson-Robinson Stores, Inc.: Letter from Philip S. Harris, vice 998 983 1048 International Bank for Reconstruction and Development, letter from 1071 Mutual Life Insurance Co. of New York: Twenty-two Institutions 1042 Northwestern Mutual Life Insurance Co.: Conditional sale agreements as of April 30, 1952, table. 1034 1035 Pacific Mutual Life Insurance Co.: Direct placement investments, Patton, Lincoln J.: 1019-1022 Gross proceeds from cash sales of new corporate securities (debt 960 Gross proceeds of corporate bonds, notes, and debentures offered 959 Prudential Insurance Co. of America: Monthly review of credit and business conditions, Federal Reserve 1005 1010 Prudential directors who are directors of other companies___ Prudential's direct placement acquisitions in calendar years 1007 1004 Additional information submitted for the record by-Continued Page Ratio, direct placements, $2,000,000 or less to total number of 1006 Securities and Exchange Commission: All corporate securities placed privately and offered publicly, 955 Corporate bonds placed privately and offered publicly, 1934–51, 956 956 956 Mathieson Chemical Corp. Corporate bonds placed privately, table Corporate securities offered for cash in the United States, table. Corporate securities offerings, table_ Distribution of assets of all life-insurance companies, 1930-51, United States Independent Telephone Association: Excerpts from United Utilities, statement of A. Z. Patterson, vice president. APPENDIX Questionnaire to life-insurance companies.. Letters from borrowers Fruehauf Trailer Co. Kimberly-Clark Corp Oliver & Oliver---.. 957 956 957 1026, 1027 1023 1021 1216 1218 1211 1218 Memorandum on resales of direct placements by life-insurance com- 1134 Obligations acquired by 28 life-insurance companies combined.. Obligations held at end of year by 28 life-insurance companies combined 1122 1123 Summary of life-insurance company replies to Heller Committee questionnaire on direct placements.. 1123 Mutual Life Insurance Co. of New York, memorandum on registration of direct placements on resale__. Equitable Life Assurance Society of the United States. Liberty National Life Insurance Co.. Massachusetts Mutual Life Insurance Co. Metropolitan Life Insurance Co. New York Life Insurance Co.-- Northwestern Mutual Life Insurance Co.. Pacific Mutual Life Insurance Co.-- Penn Mutual Life Insurance Co... Prudential Insurance Co. of America State Mutual Life Assurance Co. of Worcester, Mass 1157 1194 STUDY OF THE SECURITIES AND EXCHANGE COMMISSION TUESDAY, MAY 20, 1952 HOUSE OF REPRESENTATIVES, SUBCOMMITTEE OF THE COMMITTE ON INTERSTATE AND FOREIGN COMMERCE, Washington, D. C. The subcommittee met, pursuant to call, at 10 a. m., in room 1334 of the New House Office Building, Hon. Louis B. Heller (chairman of the subcommittee) presiding. Mr. HELLER. The subcommittee will please be in order. This subcommittee has scheduled public hearings for today and tomorrow on the subject of the direct placement of corporate securities; that is, securities sold directly to investors without registration with the Securities and Exchange Commission. Such transactions, I believe, are exempted from registration by section 4, subsection 1, of the Securities Act of 1933. Now, the trend in the dollar amount of securities placed privately has accelerated very rapidly in recent years. This fact is demonstrated by a series of statistical tables prepared by the Securities and Exchange Commission which I will insert in the record at this point. (The tables referred to are as follows:) TABLE 1.-All corporate securities placed privately and offered publicly, 1934–51 [Millions of dollars] TABLE 2.-Corporate bonds placed privately and offered publicly, 1934–511 1 Bonds, notes, and debentures. Source: Securities and Exchange Commission. TABLE 3.-Corporate securities offered for cash in the United States Rough estimate of issues between $100,000 and $300,000 in size expected to be offered for cash pursuant to regulation A of the Securities Act of 1933, as amended. Consist mainly of issues of railroads and banks. 1 Figures for the years 1910-43 were taken from work sheets prepared some years ago and the distribution apparently did not cover a small number of issues where identity of purchasers was unknown. This probably does not serious impair the use of the figures, however. The increase in 1949 and 1950 largely reflects purchases by private pension funds which are included In this category. Source: Securities and Exchange Commission. |