share owners approve ge-utah international merger symbol of a merger a coal stacker at work in australia rep resenting utah international's worldwide scope in natural resources superimposed on the bucket wheel of a steam turbine undergoing test in schenec tady n.y exemplifying general electric's broad interests in the generation delivery control and utilization of electric power at special meetings on opposite coasts of the united states on december 1 5 share owners of general electric and of utah international inc voted their ap proval to make utah international a wholly-owned subsidiary of general electric at the stratford conn meet ing of general electric share owners approximately 80 of the shares eligible to vote were represented either in person or by proxy of the votes cast 98.3 were in favor of the proposal covering the agreement of merger while 98.1 % of the votes cast approved increasing the number of author ized shares of general electric common stock by 41 500,000 shares principally for the pur pose of the merger in san francisco utah international share owners were represented by approximately 87 of the shares eligible to vote of the votes cast 99.3 approved the proposal to merge with general electric the merger was accomplished through a tax-free exchange of 1 3 shares of general electric common stock for each share of utah common stock as a result of the share owner approvals the authorized number of shares of general electric common stock was increased from 21 0,000,000 shares to 251 500,000 and the 25,000 former share owners of utah international became share owners of general electric ge's chairman reginald h jones presiding at the stratford meeting expressed thanks to general electric share owners fortheir prompt and positive action in returning their proxies forthe special meeting a different kind of drama for stratford connecticut's ameri can shakespeare theatre general electric share owners register for the special meeting to vote on the proposed merger of ge and utah international at the same time utah share owners were meeting to cast their votes on the merger in san francisco he went on to explain to share owners the key reasons why the company's board of directors so strongly recommended the merger • utah international is a well managed and highly profitable company that has as described in the profile of utah international on the following pages of this issue dramatically changed its business pursuits so that today utah's principal business is mining predominantly outside the united states • chairman jones noted that this merger will bring general electric into a whole new area of opportunity natural resources this is an area of enormous potential for future earnings growth because the world is industrializing and demand for fuel and raw materials is increas ing rapidly • he also observed that the utah merger greatly adds to our well advanced program of diversifica tion beyond the manufacture of traditional electrical equipment and into the faster growing mate rials and services businesses • the utah merger he explained advances our strategic objec tive of becoming a worldwide company since 83 of utah's gross profits and other income come from operations outside the united states the merger will provide a major new thrust to general electric's participation in the development and growth of the world economy general electric's chairman jones summarizing why ge's board recommended the merger it brings ge into a whole new area of opportunity with enormous potential for earnings growth . . . providing ge new thrust as a worldwide company . . . and a valuable hedge against inflation • still another strong reason given by chairman jones utah's enormous reserves of natural resources should provide our company with a valuable hedge against worldwide inflation the finite supply of these resources means that their value keeps ris ing overthe long term offsetting inflation's effects • as a final reason chairman jones cited the bottom line noting that utah has a proven record as an outstanding growth company it increased its earn ings fourteen-fold in the period from 1 966 to 1 976 with most of the improvement coming in the past five years on the basis of utah's fiscal-year 1 976 results already announced it is clear that utah will improve general electric's earnings per share from the very first day of the merger he called share owners atten tion to the risks in engaging in foreign operations in the natural resources industry in fact he said the basic reason why utah wishes to merge with general electric is to diversify its risks by joining a diversified company thus important advantages accrue to both parties to the merger addressing utah international share owners chairman edmund w littlefield emphasized the diversification of utah's risks as a key reason why a merger be tween these two great companies would serve the best interests of the share owners of each in view of the huge unde veloped reserves of coking coal in utah's australian holdings he observed pursuit of our most promising prospects will make utah less diversified ratherthan more diversified utah's chairman littlefield on benefits to general electric share owners higher earnings per share . . . entry into a new business giving ge still further diversification and what i believe to be the world's best mining company merger with general electric offered a sound solution there are indeed companies larger than general electric but none so well diversified nor in my view so ably managed utah's chairman explained the risks that were of concern to utah international standing alone were not in the least unreasonable to take when the assets of general electric and utah were combined . . . tration in the merged company he concluded his remarks with observations of what ge share owners will gain the general electric share owners will acquire assets with earning power and potential for growth that would indicate an increase in general electric's earnings per share entry into the natural resource business giving ge still further diversification and what i believe to be although my views are obviously biased the best mining organization and the best mining company in the world ge's dividend reinvestment plan was announced at the spe cial share owners meeting as detailed on pages 20-22 of this issue the ge plan will go into operation with the july 1 977 dividend payment ge's chairman noted that divi dend reinvestment will benefit not only the participants but all share owners since by encour aging greater ownership of stock by individuals it strengthens the entire investor-owned enterprise system