In re Vicksburg Bridge & Terminal Co.
| Decision Date | 09 November 1938 |
| Docket Number | No. 1236,1237.,1236 |
| Citation | 29 F. Supp. 225 |
| Parties | In re VICKSBURG BRIDGE & TERMINAL CO., Inc. |
| Court | U.S. District Court — Southern District of Mississippi |
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Sidley, McPherson, Austin & Burgess, of Chicago, Ill., May & Bird of Jackson, Miss., Monroe & Lemann, of New Orleans, La., Dufour, St. Paul, Levy & Miceli, of New Orleans, La., Hudson, Potts, Bernstein & Snellings, of Monroe, La., Green, Green & Jackson, of Jackson, Miss., G. Garland Lyell, of Jackson, Miss., Engle & Laub, of Natchez, Miss., David M. Proctor, of Kansas City, Mo., Brunini & Hirsch, of Vicksburg, Miss., Coudert Bros., of New York City, Mayer, Mayer, Austrian & Platt, of Chicago, Ill., Wells, Wells & Lipscomb, of Jackson, Miss., and C. T. Munholland, of Monroe La., for creditors.
Watkins, Watkins & Eager, of Jackson, Miss., and Sholars & Gunby, of Monroe, La., for trustees.
This matter has now to be considered on the application of a large number of committees, attorneys and other persons for payment of expenses alleged to have been incurred for the benefit of the estate, and also for fees or compensation for services claimed to have been rendered. The names of the persons and amounts claimed are as follows:
Expenses Compensation
Chicago Bondholders' Committee ........... $ 48,566.09
Attorneys for Chicago Com................. $ 85,000.00
R. Miles Warner, Sec'y.................... 6,312.50 18,750.00
Lambert & Hart, Attorneys................. 33.85 500.00
City National Bank, Depositary 8,638.58
New York-Vicksburg Com.................... 25,163.17
Jos. M. Mulford, Sec'y.................... 243.26 7,500.00
Attorneys for this Com
Coudert Bros. ............................ 180.61 30,000.00
Fred Esch ................................ 187.97 2,950.00
Alvin T. Sappingsley...................... 79.07 2,500.00
May & Bird and Lyell & Lyell 60,000.00
F. H. Andrews, Sec'y...................... 12,500.00
Members New York-V'burg
Com
C. L. Warner.............................. 2,500.00
George M. Sudduth......................... 6,000.00
Lloyd S. Carter........................... 174.00 4,000.00
Robert M. Nelson.......................... 4,000.00
Milton W. Harrison........................ 6,000.00
A. W. Porter, Inc......................... 385.00
Marine Midland Trust Co., Depositary ..... 683.50
Merchants National Bank, Depositary ...... 297.00
Independent Debentureholders'
Com. of Kansas City, Mo.................. 9,101.69 39,580.00
First Nat'l Bank of K. City
Depos. .................................. 4,666.86
Attorneys K. C. Deb. Com.................. 60,000.00
(David M. Proctor, C. T. Munholland
and Charles M
Blackmar)
Ryland Stinson, Mag & Thompson
Depositary Attorneys..................... 2,000.00
Brady, Hanser & Thompson.................. 2,266.22 15,000.00
Attorneys for Brady, et al
(Levy, Wells & Engle).................... 2,259.58 30,000.00
Financial Adjustment Committee ........... 4,738.53 1,175.00
Harry P. Schaub........................... 690.89 2,500.00
Frank A. Dunnegan......................... 205.66
Continental Illinois Bank &
Trust Company, original
trustee, and counsel Meyer,
Meyer, Austrian & Platt and
Green, Green & Jackson,
Trustee counsel ......................... 2,472.73 10,000.00
Counsel .................................. 25,000.00
H. C. McCabe, Special Master 37.73 5,000.00
Thomas W. McCoy, Individual
Trustee ................................. 2,500.00
R. L. Dent, local counsel for
Trustee ................................. 2,500.00
Engle & Laub and Brunini &
Hirsch Placing Debtor in voluntary
bankruptcy............................... 10,000.00
Brunini & Hirsch ......................... 15,000.00
Flowers, Brown & Hester, Attorneys
for Debtor............................... 8,500.00
___________ ___________
Totals ............................ $117,384.49 $470,955.00
This case originated as an application by certain debenture holders for the appointment of receivers for the Vicksburg Bridge & Terminal Company, filed in the Western District of Louisiana, on January 30, 1934. Jurisdiction was claimed, first, on the theory that the debentures enjoyed a lien upon the property and revenues of the Bridge Company; and second, because the company appeared simultaneously, admitted its insolvency, inability to pay debts, and expressed its willingness that receivers be appointed on those grounds. It appeared that the Bridge Company had neither its domicile nor its place of business in the Western District of Louisiana, although about two-thirds of the bridge structure and land on which it rests were situated in said district. In those circumstances, the judge (the author of this opinion) first entertained doubt as to whether jurisdiction in said district, either of the corporation or in equity, existed, but after extended examination of the law concluded that, while the debentures carried no lien, as such, the answer of the Bridge Company created a situation equivalent to a common law lien on a return nulla bona under an ordinary judgment, which would sustain the exercise of its equity powers in appointing receivers. Accordingly, the then President of the Company, who up to that time had been unknown to the court, with Thos. S. Sholars, who had served satisfactorily in other similar matters, were appointed receivers and at the same time the court appointed as attorneys for the receivers Sholars & Gunby, a law firm in the City of Monroe, who had appeared for the petitioning debenture holders. On the next day an identical petition was filed in the Southern District of Mississippi and the same persons were appointed as receivers there.
Within a few days, motions to vacate the orders appointing receivers and attorneys were filed by a group of bondholders and others, in which charges of bad faith, etc., were made against the then President of the Company and his associates in bringing about said appointments. About the same time, petitions for involuntary adjudication in bankruptcy were filed on behalf of other debenture holders at the domicile of the Bridge Company in Delaware, in the Southern District of Mississippi, and in the Western District of Louisiana, Shortly thereafter, there was also filed on behalf of the Bridge Company in the Southern District of Mississippi an application for voluntary adjudication, and the referee there adjudged the Bridge Company a voluntary bankrupt.
The first hearing upon any of these matters was had at Monroe, in the Western District of Louisiana, early in April, 1934. In the meantime, the co-receiver, Thos. S. Sholars, had died, and the court becoming convinced, after partial hearing and taking of testimony, that there was little difference between the parties as to the necessity for receivers, but that the principal contention was as to their personnel, and in view of the condition of a wooden trestle of some 1,100 feet forming the western approach of the bridge, which required immediate attention, the matter should be promptly acted upon, the Judge brought about an adjustment which resulted in the appointment of Kenyon D. Wells of Vicksburg as co-receiver, in place of Sholars, deceased, and steps were promptly taken for replacing the western approach with concrete and steel. This work required several months.
After the amendment to the Bankruptcy Act, commonly known as Section 77B, 11 U.S.C.A. § 207, in the late spring or early summer of 1934, application was made in the name of the Bridge Company for reorganization under its provisions. In the meantime, the annual stockholders' election had been held and control of the corporation had passed out of the hands of the former President, Harry E. Bovay and his associates, into those of John J. Shinners and associates (the latter holding about two-thirds of the common stock as against one-third by the former). There was also submitted with the petition for relief under Section 77B, a plan of reorganization, which, in substance, provided for the creation of a new corporation, the stock of which was to be divided, 75% to the bondholders and 25% to debenture holders. The bondholders were also to receive new first mortgage bonds for the full amount of their claims. It also contemplated the elimination of all stock of the old company because of insolvency.
While this was going on, two committees for bondholders had been formed, one headed by the said John J. Shinners, styled "The Protective Committee for Vicksburg Bridge & Terminal Company First Mortgage 6% Sinking Fund Gold Bonds" (hereinafter called the Chicago, or Shinners Committee) and the other under the name of "Independent Bondholders' Committee of the Vicksburg Bridge & Terminal Company" formed by Milton W. Harrison and associates (hereinafter called the New York-Vicksburg, or Harrison Committee).
There had been previously formed in the latter part of 1932 a committee styled "The Financial Adjustment Committee for 7% Gold Debentures of the Vicksburg Bridge & Terminal Company", headed by Mord M. Bogie (hereinafter called the Bogie Committee). This committee had been created at the instance of the officers of the Bridge Company (particularly Shinners and Bovay, who were managing the business) for the purpose of getting...
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