THANNUAL REPORT
50
FOR THE YEAR ENDED MAY 31,1947
THE DOW CHEMICAL MIDLAND,
MICHIGAN
COMPANY
The 27,
1947,
next
annual
at two o’clock
meeting
of stockholders
in the afternoon
will
(Eastern
office
in Midland,
proxy,
A formal notice of the meeting, together will be mailed to each holder of common
rently
herewith,
be held on Wednesday,
Standard
Time)
August
at the Company’s
Michigan.
at which
time
proxies
will
with a proxy statement stock separately from
be solicited
and form of but concur-
by the management.
TO
THE
THE
STOCKHOLDERS
OF
CHEMICAL
COMPANY:
DOW
We
present
anniversary of The
herewith
has more
Dow
Chemical
one to be presented change
was
1947.
the corporation liabilities
of
The
on the 31,
increase
NUMBER
OF
The
now
this
report
at a special
successor
equivalent
to
is the
first
corporation.
a Delaware
is the
This
of the operation
This
meeting
held
corporation,
to all
the
assets
is and
the
1946
after
more
$9.22
of
for
the due
helped
fiscal
to offset
general
the
increase
the the
year
ending were
large
after-the-war
a new all-time
for the
increase
on
during
statements)
the sales of $101,813,839
sales of $124,570,200
the
the
to the
share
paid
financial
Sales this year reached
than
per
$1,215,476
earnings A
comparison,
year.
the peak
costs and
deducting
in note
a fair
fiscal
is 28%
than
was
attained
last
fiscal
year.
1945
in
high
labor
costs,
the
in the cost of doing business.
STOCKHOLDERS-
stockholders. of
It
comparable
as set forth
material
As of July
stock
stock.
stock,
in sales substantially
in raw
ownership
of the stockholders Company,”
income
stock.
more
increase
ferred
net
This
and 4.5%
The
for
operations.
year
a Delaware
by action
but this is hardly
during
of $130,426,839. year,
corporation, Company,
Chemical
common
(revised
per share,
charge-offs
of
preferred
1946
the fiftieth
corporation.
consolidated
May
being
SALES-
shares
year
Chemical
you own
Michigan
AND
1,248,706
$4.40
in which the
EARN I NGS
Dow
report of the Company
just
a Michigan
Dow
approved “The
annual
than
Company, by The
recently
on July 22,
the 50th
significance
151
1,
1947 This
shares
there
were
8,249
is an increase per common
common
stockholders
and
of 63 % over five years ago, with
stock
owner
and
70
shares
4,366
pre-
an average
for each
preferred
owner.
EMPLOYMENTAs Company the in
of
31,
is responsible
styrene the
May
plant
1947 was
of the
government-owned
the 13,975
Polymer styrene
total
employment
employees. Corporation plant
for
which
This included at Sarnia,
in Los Angeles.
The
Dow
Chemical
96 employees
Ontario During
and the
306
operating employees
past
year
we
have
had
two
interruptions
in the government and
the
strikes
Los Angeles in the
ago we were are
Company,
four
seems
to
and
In general
apparent
plant
at
be said more
plants,
our
labor
at
for
relations
are very
of high wages
time
we
by
the
for the United
good,
government. and
Greater
necessitates
major
of a year
present
Canadian
relationship.
days
purchased
operated
the
one
24
the first As
the
been
is still
Ontario
understanding
the payment
and
and
lasted
production.
have
California
Sarnia,
in Texas
strike
these were
in lost
Texas
Velasco,
one
Texas
be noted
resulting
at Los Angeles,
a
that
at
strikes, The
government-owned
the
about
by
It should
Company
plants.
it can
bring
caused
in Los Angeles. days.
the
the plant
government
on the part
25
Two
two.
States
becoming
of
operating
while
plant
strike
history
operating
in operation
styrene
each
year
appreciation
high productive
is
effort
of everyone.
FINANCINGDuring approximately for
the
made
we spent
one half
was for the purchase
government
an unsecured been
In addition,
we
near
raise
of certain
Freeport,
additional
at an interest
have
arranged
at an
interest
for
of
We
credit
1.5 %
amount did
under
a year,
of expenditures
this
by selling
an insurance
a year
of our new
of which
we had constructed
from
of 2.70%
shares
a bank
rate
This
$35,000,000
rate
of 400,000
facilities
Texas. funds.
by borrowing
expenditures,
and
by a sale
which
Preferred
Stock.
Second
which
we
to become
$30,-
company
may
due
borrow
up
not
later
than
products
were
sub-
1949.
COMPANY
OPERATIONS-
During divided
note
consummated
to $25,000,000 31,
us to
debentures,
in capital
over $84,000,000
Velasco
for
of 2.35%
has just
May
at
it necessary
000,000 upon
the year
about
the
fiscal
year
as stated
just
in the
Industrial
closed
last
sales of the
annual
report,
Company
namely, 55%
Chemicals
10%
Pharmaceuticals Plastics
and
Agricultural
related
15%
compounds
10%
Chemicals
10%
Magnesium
MAGNESIUMThe the past place,
the
completed,
operations
fiscal
year.
adjustment
to
was expensive;
secondary
scrap
third,
completion
the
of our This
metal
was
Magnesium brought
peacetime second,
have
operations,
reduced
contracts
not
by a number which
the sale of enormous
has appreciably of certain
Division
about
the
been
has volumes
demand
for the fabrication
profitable
of causes. now
been
during
In the just
first about
of government-owned for
virgin
of airplane
metal; wings
and and
i
our
retirement
again
from
to secondary
most successfully limiting
casting
uses.
in the
world
growth
plants
AND
During was
the year
incorporated gas from
in Matagorda
County
than
a new under
SARAN
YARNS
The
Saran
Company
ture
fibres
fine
creates
and
could
wholly
is the proper plant,
has
to
mill,
volume
has fulfilled
of
stimulation rolling
established
undoubtedly
operates
and instead
in expanding
as a single,
owned
recently
known
die
and with
its
position
its obligation
others
pioneering
will
in
carry
its
company.
subsidiary,
purchased
as Citrus
lines
and
Grove
should
Brazos
of Texas
Oil
in Texas. Field,
supply
and
Gas Com-
for the primary This
can
purpose
field,
be readily
located joined
up to 20,000,OOO
to
cubic
feet
by The
Dow
of ten or more years.
COMPANY-
and
Company The
interest
was
organized
National
out of Saran.
a great
draperies
this
Company
metal;
the laws of the State
pipe
Yarns
Chemical
we
a gas field and
Company-owned
is available,
and
Referring
industry
metal
extrusion
metal
Chemical
process.
COMPANY-
of gas per day for a period
THE
Dow
as a commercial
GAS
of producing
we feel
modern
slow
that every metal
and, we believe,
is the The
fact
of secondary
in our foundry,
continue
possibilities
OIL
existing
will
is a difficult,
it is a known
of magnesium,
Magnesium
uses to greater
fabrication
Operations
magnesium
BRAZOS
metal,
of metals.
establishing
of
a good volume
industry,
and alloy
growing
type
scrap when
the further
a prosperous
pany,
this
The
in this
gossamer
fine
fiftieth
annual
Plastic
demand
is owned
Products for
development.
materials
and
fine
Company. fibres
Weaving
suggests
jointly
of
of fine
only a partial
It will
all
manufac-
kinds
fabrics,
necessarily upholsteries,
list of the possibilities.
GENERALIn
the
sidiaries.
Their
repetition
here
subsidiaries Company
respective hardly
and and
are all operating
seems
associated The
Saran
report
operations
it
necessary.
Yarns and
proper
Fortunately,
companies,
profitably
is only
to mention
have been summarized
with
Company showing
the which
steady
we
can
exception are
growth
each
our various
in previous again
of
report
Brazos
less
than
and progress
sub-
reports that
Oil
and all
and
Gas
a year
old,
in their
respec-
tive fields.
CONCLUSIONEveryone 1947 ganda
was and
conclusion
knows
a period
the
of uncertainty
unsound on
that
almost
economic every
time and
thinking problem.
covered
by
our
fiscal
economic
unbalance.
produced
a condition
For example,
year
ending
May
False economic which
newspapers,
challenged
politicians,
31,
propasane almost
everyone and
talked
in terms
rationally,
pattern give
there
implies
that
recognition
always
been
ployees.
the
Company
second,
rests well
Although a
many
distinct
only
expedited,
many
other
tivity,
and
return
on
situation desire
projects
only
insofar
for a country
During
the
work
ten
years
current
5.2
located
in Midland,
building
in Sarnia,
one
Chemical
intelligently
we
Our
Texas
Canada,
as well
3.75
Company,
for our
the war was
period
possible
the
facts
because
items
are
unproduc-
show It lack
tremendously.
figures
investment times.
in 1937
a proper
is a
grave
of national
Our
large
California
sales
to $130,000,000
has multiplied
Three
4.7
times.
production
plants
and a fourth
to manufacturing
to read the enclosed
by knowing
Company
and
the
its future
“Fifty
Years”
of
growth
background prospects. H.
DOW
President August
Michigan 4,
1947
now
operations
trade.
WILLARD Midland,
that
of excessive
labor
and
for
to
and necessarily
projects.
expanded
the time
only
by industry.
new construction
is delayed
and in Pittsburg,
to take
it hap-
day’s pay.
give a distribution
as international
is urged
understand
capital
it
devel-
have a stand-
we feel
future
further
Company
home
established
point
in the
with
have
our
benefits
enough,
to construction
in round
multiplied
in Freeport,
for national
Dow
have
Ontario,
Every stockholder
can
times.
stockholders
stopping
development
$25,000,000
Notably
completion,
entirely
for an honest
day’s
living
individual
period
em-
years.
local conditions
companies,
past year many
to build
progressive
that
have
to all their
for the emergency,
nearing
to a near almost
able
for
The
come
proceed
from
of
have
we
past
year,
This
of these are
lives.
of living
During
are
has expanded
ideal
shelved.
of
every
enormously,
necessity
will
volume
most
progress.
of basic
does not
and intangible
standard
scale
and
for many
of comparison,
all other
increased
many
when
a
with
as we
investment
to give an honest
the
our
costs can be attributed
the
Our common
sales
benefits
tangible
and their
top in the
and
were
developments
These
costs.
the family
items
but while
the
to
with
A national
parts of the country
such a leadership
measure
up
Fundamentally
scale.
to start
intangible
in the sam e sense that
the
to
those
other
in comparison
up near
basis
in various
up with
add
increases.
for any wage
has enjoyed
is the first
around
set-back
with
in many
these
production
laboratory
were
All our own
of living
factories
coupled
we as a Company,
ard which
proceed
and
Company
are
provides.
ops a standard
was
both
for wage
pattern
is on the same many
as a whole
and
as uniquely
pens that
that
in wages
industry
the
industry
Dow Chemical
The chemical
represents
every
leaders
pattern
be any national
to the fact
The
are
of a nationwide
cannot
THE
DOW
CHEMICAL
COMPANY
Directors E. 0.
L. I. DOAN
BARSTOW
E. W.
BENNETT
M.
A. B. DOW
J. S. CRIDER
W.
E. PUTNAM C. J. STROSACKER W. R. VEAZEY
H. DOW
Officers President
-
-
Vice
President
and Secretary
-
-
-
-
-
Assistant
Treasurer
Assistant
Secretary
Assistant
Secretary
Assistant
Secretary
Assistant
Secretary
Transfer
The
Cleveland
Bank
Trust
-
-
and Assistant
of New
Company
H. DOW BENNETT
L. I. DOAN E. 0.
BARSTOW
C. J. STROSACKER -
-
M.
E. PUTNAM
-
J. S. CRIDER
Secretary
F. H. BROWN A. P. BEUTEL L. A. CHICHESTER R. L. CURTIS
D. J. LANDSBOROUGH
-
of New
E. W. -
-
-
W.
-
-
C. PENHALIGEN
Agents
Company City
-
Treasurer
-
-
-
Assistant
Auditor
National
-
and Treasurer
Vice President
The
-
President
Vice President
Trust
-
Vice
Vice President
Guaranty
-
Stock York York
Registrars
Common
The
Preferred
Guaranty
Common
and Preferred
The
New
York
Trust
Trust
Company
National
City
Company
Bank
of New
York
of Cleveland
HASKINS CERTIFIED
& SELLS
PUBLIC
THE
Dow Chemical We
ical
related that have
and
have
examined
generally included were
applied
systems from
accepted
United
accounting
auditing
records
standards
control;
States
ourselves
respect
surplus
and
the year
and
evidence
other
was made
applicable
not
for
1947
Chem-
of the companies,
in the circumstances
departments
which
appropriate
practicable and
to such receivables
the
ended and
in support
in accordance
necessary,
we deemed
it was
Government
with
and
3 1,
Dow
procedures
we considered
by tests to the extent
sheet of The
as of May
Our examination
procedures
of internal
satisfied
income
the accounting
statements.
all auditing
balance
companies
of consolidated
reviewed their
such financial
CERTIFICATE
the consolidated
its subsidiary
statements
date,
BUILDING
Company:
have examined
Company
SANK
DETROIT
ACCOUNTANTS’
The
NATIONAL
ACCOUNTANTS
and
procedures
in view
to confirm agencies
of
with
of the
receivables
but
we
by means of other
have audit-
ing procedures. In our opinion,
the accompanying
ments
of consolidated
dition
of the companies
for the year ended that ing principles preceding
and
income
and
at May date,
practices
consolidated
surplus
3 1, 1947
in conformity applied
fairly
balance present
the financial
and the results of their with
generally
on a basis consistent
accepted with
1947.
con-
operations account-
that
year. HASKINS
July 25,
sheet and state-
G SELLS
of the
THE
DOW
AND
CHEM
SUBSIDIA
CONSOLIDATED
BALANCE
SHEET,
ASSETS May CURRENT Cash United
ASSETS: ---_____________________________________-----States
Government
securities-at
cost
_--------_____
Notes and accounts receivable : Customers ______________-_-_--__ - ___-_ -_------_--_ Associated companies _______________ -___------_---___ ___--____________ -_---____ -- __________ Employees Sundry -_--------_____________I________________~~~
Net
receivables
7,569,3
15.44
$
3,270,OOO.OO 15,1 -y;.g
--____________________________ current
assets
____---_-----
INVESTMENTS AND NON-CURRENT RECEIVABLES: Notes receivable and capital stock (at cost) of associated companies (at May 31, 1947, approximately $390,000 less than the equity in net assets as shown by unaudited balance sheets of companies) ------__---______ ------____________
and non-current ---------_--_
PROPERTY: Plant properties (exclusive of facilities acquired under certificates of necessity) (at cost) : Land -------------------------------------------c Depreciable property (less reserves for depreciation, 1947, $38,734,395.54; 1946, $34,668,856.85) ______________ Facilities acquired under certificates of necessity (at reinstated values, less reserves for depreciation since reinstatement, 1947, $609,918.82) (see Note A) __________________ --_ Housing properties (exclusive of facilities acquired under cercost (less reserves for depreciation, tificates of necessity) -at 1947, $284,290.95; 1946, $225,348.11) _______________ Total PATENTS--at cost or nominal 1947, $111,110.59; 1946,
property
-__________
- _____
value (less reserves for amortization, $87,531.81) __________________
DEFERRED CHARGES-Unexpired insurance premiums 1947, unamortized discount and and, at May 31, funded debt -----------_____________________________ TOTAL
-----____----------
10,760,000.00
$
10,587,967.06 226,709.20 85,059.68 730,165.03
16,159,061.80 .280;58 1.06
$
1 1,629,900.97 330,929.50
$
15,878,480.74
$
1 1,298,97
$
$
443,876.12
1.47
18,147,266.91
$
298.399.82
$
1,175,106.93
$
1 1,241,092.35
4,473,697.12 9,487,322.82 606,25 1.84 $
32,7
$
59,876,2
$
Non-current notes and accounts receivable (including employees’ receivables, 1947, $43,679.84; 1946, $47,907.49) ________ Sundry securities (at cost) --- __________ ------_________ Claims for refund of prior years’ Federal income taxes ------_Total investments receivables _____
_$
and
I nventories : Finished goods and work in process (at lower of cost or market) Materials and supplies (at cost-approximately market) : Raw materials --- ______________ -- _______ -------__ Supplies -__-____________________________________ Materials and supplies in transit _____________________ Total
10,418,121.52
$
of prior year’s Federal income and excess profits from carry-back of unused excess profits credit
Total
$
84:922:37 8 13,76 1.89
-----__-_---------_____
Billed and unbilled receivables from United States Government its agencies (other than for sale of product) ___--------___
1946
$
$
Total ---____-____-____--_________________ Less reserves for doubtful receivables ----__----_-________
Claims for refund taxes resulting
31
1947
2,655,128.53 5,0 14,100.24 370,428.07 !J
14,538.69
$
10.99
$
3,565,OOO.OO 3 19,954.47 6 19,600.72 4,957,549.16
$
9,462,104.35
$
1,843,603.3
19,280,749.19 53,23
1,348.93
5,988,OOO.OO 289,260.36 659,189.l 4,956,096.9
I
$
1 1,892,546.38
$
1 ,159,733.61
130,937,138.22
1 1
55,776,776.65
9,590,242.9
8,980,324.09
1,5 19,404.66
I
1,2 10,332.42
$143,280,470.28
$
67,737,085.59
$
306,163.81
$
309,742.59
$
7 12,926.93
$
329,27
and sundry expense on $213.637.876.36
1.7 1
$133,499,995.20
See notes to f-rr.
THE
DOW
AND
CHEM
SUBSIDIA
CONSOLIDATED
BALANCE
SHEET,
ASSETS Mav CURRENT Cash United
ASSETS :
1947
---___-_----__---_-_---------~~~~~~~~~~~~~~~~~ States
Government
securities-at
cost
-_------------
Notes and accounts receivable: Customers _----__-----__--____ -----_____________ Associated companies __-----------_-___________ - ____ Employees -------------------L--------~~~~~~~~~-~~ Sundry __------__----------____________________--Total -____--_-_--___---__________________ Less reserves for doubtful receivables _ _ - - - - - _ _ ___ ___ __ -_Net
receivables
-_-_-___---_-_---------
Billed and unbilled receivables from United States Government its agencies (other than for sale of product) ----------__-_ Claims for refund taxes resulting
$
7,569,3
$
3,270,OOO.OO
$
31 ’
15.44
3
15,l ;y;.;;
--__------_-___--___-~-~~~~~~~ current
assets
_- -_-
________
INVESTMENTS AND NON-CURRENT RECEIVABLES: Notes receivable and capital stock (at cost) of associated companies (at May 31, 1947, approximately $390,000 less than the equity in net assets as shown by unaudited balance sheets of companies) ---_--__---_________ ---_---------___
Total investments and non-current receivables ____------------__ PROPERTY: Plant properties (exclusive of facilities acquired under certificates of necessity) (at cost) : Land _________--_______-------------------------~ (less reserves for depreciation, 1947, Depreciable property $38,734,395.54; 1946, $34,668,856.85) _____--------Facilities acquired under certificates of necessity (at reinstated less reserves for depreciation since reinstatement, values, 1947, $609,918.82) (see Note A) -- ___________________ Housing properties (exclusive of facilities acquired under certificates of necessity) - at cost (less reserves for depreciation, 1947, $284,290.95; 1946, $225,348.11) ___------------
PATENTS--at cost or nominal 1947, $1 11,l 10.59; 1946,
property
__-----
__________
value (less reserves for amortization, $87,531.81) _-- _______________
DEFERRED CHARGES-Unexpired insurance premiums 1947, unamortized discount and and, at May 31, funded debt ___ ____________--______------------TOTAL -----_-_-----
10,587,967.06 226,709.20 85,059.68 730,165.03
$
16,159,061.80 280,58 1.06
$
1 1,629,900.97 330,929.50
$
15.878.480.74
$
1 1,298,97
$
$
443,876.12
1.47
and sundry expense on ---______
18,147,266.91
$
298,399.82
$
1,175,106.93
$
1 1,241,092.35
4,473,697.12 9,487,322.82 606,25 1.84 $
32,7
$
59,876,2
$
Non-current notes and accounts receivable (including employees’ receivables, 1947, $43,679.84; 1946, $47,907.49) -_-___-_ Sundry securities (at cost) _- __________ -- ______ -- _______ Claims for refund of prior years’ Federal income taxes -----_-_
Total
$
and
Inventories: Finished goods and work in process (at lower of cost or market) Materials and supplies (at cost-approximately market) : Raw materials ----__-------------___ _____________ Supplies --------_---------------~~---~--~~~~~~~~ Materials and supplies in transit _- ____ --__-___-----__Total
10,418,121.52 10,760,000.00
84:922:37 813,761.89
of prior year’s Federal income and excess profits from carry-back of unused excess profits credit
Total
1946 $
2,655,128.53 5,0 14,100.24 370,428.07 $
14,538.69
ji
10.99
$
3,565,OOO.OO
9,462,104.35
$
1,843,603.3
1
1 1,892,546.38
$
1,159,733.61
9,590,242.9
7 12,926.93
$2 13,637,876.36
1
1,2 10,332.42
1,5 19,404.66 $
$143,280,470.28
$
1 1
55,776,776.65
8,980,324.09
306.163.8
5,988,OOO.OO
$
130,937,138.22
$
1,348.93
289,260.36 659,189.l 4,956,096.9
3 19,954.47 6 19,600.72 4,957,549.16 $
19,280,749.19 53,23
1
67,737,085.59
$
309,742.59
$
329,27
1.7 1
$133,499,995.20
See notes
to fm,
2AL f -
COMPANY
COMPANIES
IAY 31, 1947 AND
MAY
31,1946
LIABILITIES May CURRENT Accounts
payable-Trade
Federal
and
sundry
--------
and excess profits taxes _--_--- ____ - ____-_--_-_-_____-_ payable
Accrued
$
--_--_--___-_
income
Dividends
-__-_-___-
_____ --__-_---
Payrolls
______-___---_---_-----------------------security,
property,
state
rncomc
and
Sundry
current
year
2.35% notes,
debentures, due
due
January
1,
Total
RESERVES
FOR
FIRE
ELECTROLYTIC
MINORITY
1,240,398.50
1,2 12,197.62
6,660,264.06
1,889,444.39
1,103,627.59
18.58 43,456.76
8,766.88
159,902.34
178,082.72
liabilities
--____-___
$
26,778,873.63
$
30,000,000.00
$
65,000,000.00
$
19,l
17,308.02
November
1972 funded
ACCIDENT
debt
LOSSES,
REPLACEMENTS,
IN
1,
_-_-__
35,000,000.00
__-__--___--__
DAMAGE
AND
SUBSIDIARY
1961
_-------_--___--_--
CLAIMS,
SUNDRY
COMPANIES
__ - - - -
_______-__
$
1,470,494.52
$
1,465,068.98
$
957,242.83
$
942,572.92
STOCK:
without
value;
AND
CELL
INTERESTS
Cumulative
Common
3,527,261.45
1,552,575.00
DEBT:
Promissory
dend
6,382,397.32
8,145,832.88
453,2
---------_---___________________________--Total
CAPITAL
$
franchise,
and sundry -__---_---_____---__~~~~~~~~---~-~~~~~ Interest -___--___-____-__-______________________-Rents ___-____----_-------____________________----
Fifteen
1946
13,338,755.56
liabilities:
Taxes-Social
FUNDED
31
1947
LIABILITIES:
preferred par value;
$4.00 capital
stock,
per share
(authorized,
303,869
_______________
stock
outstanding,
Series A
outstanding, (authorized, 1,248,706
shares divi-
--__-----__--
____
2,000,OOO shares)
Total
600,000
shares) -annual shares
without
$
30,386,900.00
$
67,680,808.83
---_--------_--_-_
capital
stock
$
30,386,900.00
$
67,680,808.83
par 37,293,908.83
_--__--_---___
37,293,908.83
SURPLUS: Capital Earned
surplus surplus
_-__--__------__--_----
_____ ____-__ Total
--__-----__-
surplus
_--
_______
TOTAL;,------------------
statements.
_______
-_
$
-__------_--__--__-_
1,030,190.83
$
50,720,265.72 --_---_-
$
5 1,750,456.55
$2 13.637.876.36
1,030,190.83 43,264,045.62
$
44,2,94,236.45
$133,499,995.20
THE
DOW
AND
CHEMICAL
SUBSIDIARY
STATEMENT
COMPANY
COMPANIES
OF CONSOLIDATED
FOR TkiE YEARS ENDED
MAY
INCOME
31, 1947 AND
Year 1947 SALES AND
OTHER received
Interest
from
$130,426,838.70 an associated
from associated
Other
interest
Fees
received
income
companies
_--------_
--_-__-___-
in connection
AND
OTHER
Cost of sales
____ - ____
with
for
for
Selling
1946,
and
Premium
debt
charges
INCOME
BEFORE
INCOME
AND
PROVISION PROFITS taxes
of
8,595,258.66
--_-----_ and
11,520,066.77 7,94 1,906.36
ex-
of debentures
757,843.13
107,7 18.62 1 12,500.OO
__
1,689,878.62 337,466.33
of subsidiary
FOR
FOR FEDERAL
INCOME
AND
TAXES
in
1946,
resulting
YEAR
credits,
from
1
95,694.56
$1 1 1,849,264.95
$ 96,932,946.39
$ 20,938,383.44
$
FEDERAL
TAXES
(less,
488,495.98
com164,667.g
PROFITS
years
$ 74,976,685.48
1.59
not
____ -_--__
PROVISION
FOR THE
$ 92,485,43
--_--__-___________-___
of unused excess profits
INCOME
$104,579,729.22
$132,787,648.39
9,508,597.33
EXCESS
prior
449,492.06
6 12,539.38
- _-__--_---___-___--
Minority interests in income panies-----------------------------Total
1,449,270.22
1,154,450.88
of equipment rendered of the war _--____---
by cessation
income
549,335.69
__-______
of discount ----__--
on redemption
Losses on abandonment obsolete
expenses
amortization
paid
3 17,792.17
166,809.19
provision
facilities
$3,837,940.90)
pense on funded
Other
(including
of emergency
and administrative
Interest
177,O 10.24
construction
provision for deprecia----_----_---_-_-
depreciation
amortization
reinstated,
$101,813,839.08
CHARGES:
(excluding
tion and amortization) Provision
31 ’ 1946
250,OOO.OO
company
and operation of government owned plants Other income ______ -___--__--_-_______ Total ___________ -__---___-_-
COSTS
Ended Mav
REVENUE:
Sales---------------------------------Dividends
1946
-_--
7,646,782.83
EXCESS
reduction
in
carry-back
8,208,392.84
$1,754,592.60)
---_-_-___--
______
See notes
to financial
$
12,729,990.60
statements.
939,567.73
$
6,707,215.10
THE DOW CHEMICAL COMPANY AND SUBSIDIARY COMPANIES STATEMENT
OF CONSOLIDATED
FOR THE YEARS ENDED
CAPITAL BALANCE
AT
and
company
of
a
in the
YEAR
from
_---
BALANCE INCOME
CASH
AT FOR
a restatement
$
638,841.93
and
$
1,030,190.83
$
1,030,190.83
re39 1,348.90
OF
THE
YEAR
___
YEAR ___-__--_--_--__---_--____--_--------___
$43,264,045.62 12,729,990.60
$4 1,5 18,424.52 6,707,2
15.10
$55,994,036.22
$48,225,639.62
$ 4,058,294.50
$ 3,746,l
DIVIDENDS:
Common
capital
Cumulative
AT
stock
preferred Total
BALANCE
END
--__-____---------__ capital
stock,
Series A __
--_--____--_--------___ OF THE
YEAR NOTES
A-During
1,030,190.83
SURPLUS
BEGINNING THE Total
1946
$
subsidiary
allocation of the subsidiary’s capital stock ____ BALANCE AT END OF THE YEAR -----_----
EARNED
31
stock
capital
partially-owned
resulting
1946
Year Ended May 1947
OF THE
in equity
surplus
SURPLUS
31, 1947 AND
SURPLUS
BEGINNING
CREDIT-Increase
MAY
__----__-_ TO
FINANCIAL
1,2 15,476.OO
18.00
1,215,476.00
$ 5,273,770.50
$ 4,961,594.00
$50,720,265.72
$43.264.045.62
STATEMENTS
the war period the Company and its subsidiaries acquired emergency facilities under certificates of necessity with an aggregate cost of $44,369,812. Following the Presidential proclamation of September 29, 1945 ending the emergency period with respect to such facilities, the unamortized portion thereof was written off. As of May 31, 1946 certain of the facilities with an original cost of $19,673,909, which were deemed to be economically useful, were reinstated in the books at a net book value of $9,590,243, representing cost less depreciation, measured by depreciation at normal rates plus an amount equivalent to the estimated Federal income tax, at the current rate of 38%, which will result from the future nondeductibility of depreciation of such facilities.
During the year ended May 3 1, 1947, pursuant to agreements with several of the unions representing their employees, the Company and one of its subsidiaries made retroactive payments of portal-to-portal wages, applicable to prior years, amounting to approximately $6,000,000. In the preparation of these financial statements, the net amount of the adjustments described in the foregoing, together with certain other retroactive adjustments of minor amount, have been applied to the years to which they are applicable. As a result of such adjustments, net income for the year ended May 3 1, 1946 has been increased $558,239, earned surplus at June 1, 1945 has been increased $5,820,916, and the related balance sheet accounts correspondingly adjusted from the amounts shown in the financial statements included in the Annual Report for the year ended May 31, 1946. B-On
July 23, 1947 pursuant to an Agreement of Merger approved by its stockholders, The Dow Chemical Company (a Michigan corporation) was merged into The Dow Chemical Company (Delaware), a whollyowned subsidiary organized for that purpose. The name of the new corporation was thereupon changed to “The Dow Chemical Company”. Since the merger and the attendant conversion of each share of outstanding common capital stock without par value into four shares of Common Stock of a par value of $15 a share, the outstanding capital stock of The Dow Chemical Company (a Delaware corporation) consists of 4,994,824 shares of Common Stock of a par value of $15 per share, carried at an aggregate amount of $74,922,360, and 303,869 shares of Cumulative Preferred Stock-Series A, without par value, carried at an aggregate amount of $30,386,900. The merger effects the transfer of $623,093 from capital surplus and $37,005,358 from earned surplus to the common capital stock account. Coincident with the merger the Company is offering for sale to the public through a group of underwriters 400,000 shares of Second Preferred Stock.
After the merger the authorized capital stock consists of 600,000 shares of Cumulative Preferred without par value, 400,000 shares of Second Preferred Stock without par value, and 12,000,OOO of Common Stock of the par value of $15 each.
Stock shares
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THE
DOW
CHEMICAL
Executive Office:
COMPANY
Midland,
General Sales Office:
Midland,
Michigan Michigan
Sales Off ices
Boston 20
16,
Chicago
New York 20, New York 30 Rockefeller Plaza
Massachusetts
Providence
Street
3, Illinois
135 So. LaSalle Cleveland
Tower
Fisher Building
Commerce
Los Angeles 634
3615
2, Texas
2205
Spring
Olive
Street
Seattle 1, Washington 1702 Textile Tower
Building
Washington
14, California
South
Square
S. Penn
St. Louis 8, Missouri Continental Building
2, Michigan
Houston
2, Pennsylvania
1400
San Francisco 4, California 310 Sansome Street
13, Ohio
Terminal Detroit
Street
Philadelphia
915
Street
5, D. C.
Shoreham
Building
Pittsburg,
California
Factories Located at Midland, Bay City,
Michigan
Seal
Michigan Freeport,
Texas
Velasco,
Texas
Beach,
California
THE
DOW
CHEMICAL
Subsidiary Cliffs
Dow
Chemical
Dow
Chemical
Dow
Magnesium
COMPANY
Companies
Company
of Canada,
Marquette,
Limited:
General
Office
Toronto, Sarnia,
Works
Midland
Ontario
Corporation
Midland,
Michigan
Company
Midland,
Michigan
Ammonia
Brazos Oil and Gas Company
Houston,
Dowel I Incorporated
Tulsa,
Dowell Incorporated Chicago
2
Salem Wichita
2
Shreveport Boston Mt.
23
16
Pleasant
Detroit
2
Kansas
City
8
St. Louis 8
Illinois
343
Illinois
P. 0.
S. Dearborn
Kansas
5 19 Union
Louisiana
326
Massachusetts
Statler
Bldg.
Michigan
P. 0.
Box 152
Michigan
932
Fisher Bldg.
Missouri
220
B. M.
Missouri
3615 30
1609
Oklahoma
City 2
Oklahoma
763
Pennsylvania
Girard
Pennsylvania
401
2
Borger Fort Worth Houston
2
2
Midland Wichita
P. 0. 635
Texas
21 15 Commerce
Texas
P. 0.
Alberta,
1 106
Associated Dow
Corning
Ethyl-Dow The Saran
Corporation
Chemical Yarns
Company
Company
907
Canada
Box 1029 Fort Worth
Freeport, Oden ton,
Club Bldg. Bldg.
Box
1858
City
National
Lancaster
Companies Midland,
Bldg.
Bldg.
Bldg.
Texas
Calgary
Tower
Bldg.
Texas
Texas
Falls
Plaza
National
Trust
Grant
Bldg.
Bldg.
Bldg.
Terminal First
Bank Bank
Street
Rockefeller
New
19
York
A.
Olive
Ohio
Philadelphia
National
First National
20
Pittsburgh
St.
Box 292
13
York
Texas
Oklahoma
Sales Offices
Cleveland
New
Michigan Ontario
Michigan Texas Maryland
Bldg.
Bank
Bldg.