Wikipedia:WikiProject Trains/ICC valuations/Central Railroad of Oregon

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The Central Railroad of Oregon, hereinafter called the carrier, is a single-track standard-gauge steam railroad, located in the northeastern part of Oregon. The owned mileage extends easterly from Union Junction to Union, Oreg., northerly from Valley Junction to Cove, Oreg., and westerly from Richmond to Hot Lake, Oreg., a total of 16.123 miles of road. The carrier also owns yard and side tracks totaling 1.309 miles. Its road thus embraces 17.432 miles of all tracks owned. In Appendix 1 will be found a general description of the property of the carrier.

Corporate history.—The carrier was incorporated on January 25, 1909, under the general laws of the State of Maine. Among its stated purposes was that of constructing and operating railroads and telegraph lines. The incorporators were four residents of Massachusetts and one resident of Maine. Their principal object seems to have been the acquisition of the properties of Central Railway of Oregon. The principal office of the carrier is at Portland, Me. The detailed facts as to the development of the fixed physical property are given in Appendix 2.

History of corporate financing, capital stock, and long-term debt.—

APPENDIX 2

DEVELOPMENT OF FIXED PHYSICAL PROPERTY

The commissioner and agent, Charles E. Graham, of a committee of bondholders of the Central Railway of Oregon, purchased at public auction on March 22, 1909, the property of the Central Railway of Oregon as the result of foreclosure proceedings. On April 20, 1909, Graham, as agent, with V. T. Hammer, Edwin Wilcock, Andrew H. Smith, and David R. Ailing, acting as a committee of the bondholders, conveyed the properties of the Central Railway of Oregon to the carrier by a bargain-and-sale deed. The property acquired by the carrier consisted of a railroad extending between the following points:

Union Junction, on the line of the Oregon-Washington Railroad and Navigation Company easterly to Union 2.291

Valley Junction, on the line of the carrier, between Union Junction and Union, northerly to Cove 10.540

Richmond, on the line of the carrier, between Valley Junction and Cove, westerly to Hot Lake 3.292

Total 16.123

Since the date of acquisition of these lines there has been no construction work undertaken.

HISTORY OF CAPITAL FINANCING

Predecessor Companies

THE CENTRAL RAILWAY OF OREGON

CORPORATE HISTORY

The Central Railway of Oregon was organized under the revised statutes of the State of Maine, on June 2, 1905, by Lewis A. Burleigh, J. Berry, C. H. Burleigh, I. L. Fairbanks, and M. H. Simons, all of Augusta, Me., for the purpose of conducting a telegraph, telephone, electrical, and railway business, in any State or Territory outside of the State of Maine. Default in the payment of its bond interest on January 1, 1907, caused receivership proceedings and the appointment of Henry N. Berry and Chester V. Dolph as receivers. On March 22, 1909, as a result of foreclosure proceedings, the property of the Central Railway of Oregon was sold to Charles E. Graham, representing a committee of the bondholders, for $200,000. The interest of the Central Railway of Oregon and the American Trust Company (formerly American Loan and Trust Company) in the property was conveyed to Graham for the committee on April 20, 1909. On the same day, Graham, jointly with other members of the committee, conveyed the property to its successor, the carrier, for a nominal consideration.

The records of the company are in a chaotic condition. Some of the transactions are recorded in books kept in Boston, Mass. The last entry in these books is as of June 30, 1908. Another set of books kept in Union, Oreg., records transactions to November 2, 1908. The two sets of books are not in harmony, each containing entries not in the other. The minutes of the stockholders and directors cease at October 15, 1906. Those of the executive committee end at September 17, 1907, and they contain references to financial and construction projects not reflected in the books of accounts.

DEVELOPMENT OF FIXED PHYSICAL PROPERTY

On June 14, 1905, the directors voted to issue bonds at the rate of $20,000 per mile for the construction of a railroad from the town of Union by the way of La Grande and Hot Lake to Elgin and other points in the State of Oregon. At the same time, the directors arranged to let a contract for the construction of the railroad. On August 28, 1905, arrangements were made to buy from the International Rubber & Trading Company, rails, locomotives, cars, and other equipment sufficient for a 16-mile railroad.

On January 2, 1906, minutes of the executive committee record the approval of a contract with Frederick L. Cadogan for the construction of the road. Cadogan was a former employee of Charles F. Mitchell and L. B. Koch, vice president and secretary, respectively, of the Central Railway of Oregon. Later Mitchell and Koch incorporated the Oregon Construction Company under the laws of the State of New York. Cadogan then transferred his contract to the Oregon Construction Company.

The Oregon Construction Company, on June 26, 1906, purchased approximately 2 miles of railroad extending from Union Junction to the town of Union, Oreg., and sold the line to the Central Railway of Oregon. Records of the Central Railway of Oregon indicate that approximately 14 miles of standard-gauge single-track railroad was constructed in 1906. The purchased line had been operated by its former owners since 1890 and the constructed line was opened for operation in 1906. The property in that year consisted of mileage acquired as follows:

By purchase:

Union Junction to Union 2.291

By construction:

Valley Junction (a point on the purchased line) to Cove 10.54

Richmond (a point on the Valley Junction to Cove line) to Hot Lake 3.292

Total 16.123

No further additions of mileage were made up to valuation date.

HISTORY OF CORPORATE FINANCING

UNION, COVE AND VALLEY RAILWAY

CORPORATE HISTORY

Union, Cove and Valley Railway, was incorporated on August 5, 1905, by J. A. Hutchinson, his wife, and one other individual. The existence of the corporation was to be perpetual; its purpose was to construct a line of railroad from Union Junction to Union. The capital stock was fixed at $20,000.

On March 3, 1906, the Union, Cove and Valley Company purchased railway and telegraph property of the Union Street and Suburban Railway, for $20,000 in capital stock. On June 26, 1906, all of the property of the Union, Cove and Valley Company and all of its capital stock was sold to the Oregon Construction Company for $18,000, payable in cash. The minutes acknowledge receipt of $1,000 of the purchase price, and state that the deed to the property and the capital stock were placed in escrow with the Citizens' National Bank of Baker, Oreg., to be delivered to the Oregon Construction Company upon payment by the latter, of $17,000. The Union, Cove and Valley Company was dissolved by the Governor of Oregon on January 14, 1908, for failure to pay its annual license fees.

The Union, Cove and Valley Company was the last of four companies controlled by J. A. Hutchinson and his associates, which had in turn owned and operated the part of the line of the Central Railway of Oregon extending from Union Junction to Union. No records of these companies other than the minute books are known to exist. The first of these companies, the Union Electric Light and Power Company, was succeeded by Union Railway Company. The Union Railway Company sold its property to the Union Street and Suburban Railway, which transferred it to the Union, Cove and Valley Company.

The Union Electric Light and Power Company.—This company was incorporated on March 27, 1890, under the laws of Oregon, by J. W. Shelton, J. H. Hutchinson, W. R. Hutchinson, and R. W. Purdum. The purpose of the incorporation was to construct and operate electric-light and power lines in the town of Union. The capital stock was fixed at $200,000, divided into 200 shares.

The Union Railway Company.—On July 18, 1890, the articles of incorporation of the Union Electric Light and Power Company were amended, changing its name to Union Railway Company, and its purpose to that of constructing and operating a railway and telegraph line from Union Junction to Union, with a branch line to Cove. The Union Railway Company then took over for operation a railroad which apparently had been constructed from Union Junction to Union in 1888, prior to the incorporation of the Union Electric Light and Power Company. On November 5, 1891, the Union Railway Company sold all of its property, including the railroad and electric plant to J. W. Shelton, the consideration being $11,250, of which $5,000 was cash, $6,222.60 was composed of notes, and a balance of $27.40 is not described. The notes were secured by a mortgage executed by Shelton and wife in favor of James H. Hutchinson. Nonpayment of the notes resulted in foreclosure proceedings. A decree was granted on July 16, 1894, and at a sheriff's sale on October 11, 1894, the property was sold to Hutchinson for $8,300. The Union Railway Company was dissolved by a proclamation of the governor on January 20, 1906, for failure to pay its annual license fees.

The Union Street and Suburban Railway.—This company was incorporated on December 22, 1894, under the general laws of Oregon by J. A. Hutchinson and three associates. The articles of incorporation state its purpose as being to purchase the property of the Union Railway Company, and its capital stock as $20,000. The Union Street and Suburban Railway acquired from the incorporators for $20,000, the railway and telegraph property of the Union Railway Company, which Hutchinson had purchased at the sheriff's sale. The disposition of the electric-light plant is unknown. On March 3, 1906, the property owned by the Union Street and Suburban Railway was sold to the Union, Cove and Valley Company for $20,000 in capital stock of the latter company. The Union Street and Suburban Railway was dissolved by the governor on January 10, 1907, for failure to pay its annual license fees.