United States ex rel. Aurelius v. Eberhardt

40 F. Supp. 706, 1941 U.S. Dist. LEXIS 2755
CourtDistrict Court, S.D. Illinois
DecidedJuly 24, 1941
DocketNo. 9840
StatusPublished

This text of 40 F. Supp. 706 (United States ex rel. Aurelius v. Eberhardt) is published on Counsel Stack Legal Research, covering District Court, S.D. Illinois primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
United States ex rel. Aurelius v. Eberhardt, 40 F. Supp. 706, 1941 U.S. Dist. LEXIS 2755 (S.D. Ill. 1941).

Opinion

ADAIR, District Judge.

This cause again coming on to be heard on this 24th day of July, A. D. 1941, upon the complaint, the answers of the defendants Henry W. Eberhardt and George A. Lochmann and the separate answer of defendant Hartford Accident and Indemnity Company, upon the evidence both oral and documentary taken and received in open court and upon the evidence both oral and documentary offered, received and admitted in evidence by virtue of the stipulation entered in between the parties upon the trial of said cause, upon the briefs submitted by the parties, and the court having heard the arguments of counsel and considered the briefs filed herein and having heretofore taken said cause under advisement and being now fully advised in the premises finds, makes and adopts the following Findings of Fact:

(1) The Court has full and complete jurisdiction over the subject matter of said cause and of all the parties thereto.

(2) By stipulation of the parties all petitions, pleadings, orders, reports, bonds, claims and other instruments and documents heretofore filed in the reorganization and bankruptcy proceedings in this Court or with the Referees in Bankruptcy of this Court exercising jurisdiction over the administration of the affairs of Schott Brewing Company, bankrupt, were to be and were considered as having been offered, received and admitted in evidence for all purposes in connection with this action and by virtue of skid stipulation the testimony of the defendants Eberhardt and Lochmann and of one McMinn Baker heretofore taken before the Hon. Evan Howell, one of the Referees in Bankruptcy of this Court on May 22, 1940, May 31, 1940, and June 6, 1940, and the exhibits offered in [708]*708connection with said portions of said testimony were received in evidence in connection with the hearing of this cause.

(3) Schott Brewing Company was a corporation organized under the laws of the State of Illinois and had its principal office and place of business in the City of Highland in Madison County, Illinois. Said Schott Brewing Company was incorporated on May 2, 1932, and was originally authorized to issue 10,000 shares of common stock and was thereafter authorized to issue 14,000 shares of Class B stock and 20,000 shares of Class A stock.

(4) From and after the organization of said Schott Brewing Company and after the repeal of the Eighteenth Amendment to the Constitution of the United States said corporation entered into the brewery business in the City of Highland, Illinois, and continued in that business until January 17, 1939, the date of the filing of the reorganization proceedings hereinafter referred to. The business of said corporation was at all times operated at a loss which, as of February 1, 1939, amounted to the sum of $142,799.80.

(5) In the year 1938 factions developed among the directors and stockholders of said Schott Brewing Company. On April 8, 1936, a stockholders’ suit for the appointment of a receiver to wind up the affairs of the corporation was filed in the Circuit Court of Madison County, Illinois, and was still pending at the time of the filing of the reorganization proceedings herein. In the summer and fall of 1938 a voluntary reorganization of the Schott Brewing Company was proposed and discussed among the creditors and the stockholders. The principal creditors of the corporation at that time were:

(a) Froedtert Grain and Malting Company, a corporation of Milwaukee, Wisconsin, which held a real estate mortgage of the land and buildings of the brewery made to secure the principal indebtedness of $70,000.

(b) First National Bank of Collinsville, Illinois, in the amount of approximately $10,000 which was evidenced by a promissory note, payment of which was secured by an assignment of a 99-year lease on certain underground caves located adjacent to the brewery and used in connection with its operation, and by an assignment of a conditional sales contract on a large bottling machine which had been purchased by Schott Brewing Company. .

(c) State Bank of Collinsville in the amount of approximately $5,000 evidenced by a promissory note payment of which was secured by said assignment of said lease and said conditional sales contract which also secured the indebtedness of said First National Bank.

(d) Taxes in the sum of $3,000.

(e) Unsecured accounts payable in the amount of $28,822.02 and unsecured notes payable in the amount of $4,537.33, making the aggregate sum of the unsecured indebtedness, $33,359.35.

Total liabilities amounted to $115,097.56 as shown by the balance sheet attached to and made a part of the creditors’ petition for corporate reorganization filed January 17, 1939.

The plan for the voluntary reorganization of Schott Brewing Company which was under consideration in the summer and fall of 1938 was prepared and sponsored by one Harry M. Wagner of Kirk-wood, Missouri, who about that time went to Highland for the purpose of trying to work out some kind of deal between the creditors and stockholders. That plan of reorganization, a copy of which is included in and made a part of the creditors’ petition for corporate reorganization filed January 17, 1939, attempted to provide for a working capital in the amount of $75,000, $25,000 of which was to be raised from the sale of stock of the Schott Brewing Company and the remaining $50,000 of which was to be raised by a loan to be open to public subscription. Said plan also provided for the employment of a reorganization manager for said corporation, for the extension of existing mortgages and the issuance of non-negotiable debenture notes without maturity to the unsecured creditors.

(6) On November 29, 1938, Froedtert Grain and Malting Company Inc., filed an action to foreclose its real estate mortgage against Schott Brewing Company in the Circuit Court of Madison County, Illinois.

(7) Shortly after the filing of said suit a conference was held in Edwardsville, followed by others in Collinsville and Highland, Illinois, in which the following persons participated:

(a) Selmar A. Bleish, Esq., an attorney of Edwardsville, Illinois, who had been retained in the summer of 1938 by one of the factions of directors and stockholders of the bankrupt and who at the [709]*709time of this conference was also representing Schott Brewing Company.

(b) Harry M. Wagner who was to be the reorganization manager and who was a member of the reorganization committee appointed by the directors of bankrupt and who took a leading part in the voluntary plan of reorganization and later in the reorganization proceedings in this court.

(c) The defendant Henry W. Eberhardt who was then and at all times thereafter, a stockholder, director and president of said First National Bank of Collinsville, Illinois, one of the secured creditors of bankrupt.

(d) William G. Burroughs, Esq., an attorney of Edwardsville, Illinois, who then represented Froedtert Grain and Malting Company and had filed the action to foreclose its mortgage together with two other representatives of the Froedtert Company.

(8) At said meetings it was agreed that:

(a) An involuntary proceeding for the reorganization of the bankrupt was to be filed in this court by First National Bank of Collinsville and the State Bank of Collinsville and by another creditor of debtor to be secured by its officers.

(b) The petition was to be prepared and filed by Mr.

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Bluebook (online)
40 F. Supp. 706, 1941 U.S. Dist. LEXIS 2755, Counsel Stack Legal Research, https://law.counselstack.com/opinion/united-states-ex-rel-aurelius-v-eberhardt-ilsd-1941.