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Owens & Minor, Inc.

A Guide to the Owens & Minor, Inc., Records, 1882-2009
Call Number Mss3 Ow27 a FA2

Contact Information:

Virginia Historical Society
P.O. Box 7311
Richmond, Virginia 23221-0311
USA
Phone: (804) 342-9677
Fax: (804) 355-2399
Email: reference@vahistorical.org
URL: http://www.vahistorical.org

Processed by: Kurt Jensen.
c 2014 By Virginia Historical Society. All rights reserved

Processed under the auspices of a grant from the National Historical Publications and Records Commission (NHPRC)

 

 

 

 

ADMINISTRATIVE INFORMATION

Access
Collection is open for research.

Use Restrictions
There are no restrictions.

Preferred Citation
Owens & Minor, Inc., Records, 1882-2009 (Mss3 Ow27 a FA2), Virginia Historical Society, Richmond, Va.

Acquisition Information
Gift of Owens & Minor, Inc., Richmond, Virginia, 20 June 2006 (Acq. 2006.0054). Accessioned 30 September 2014.

Descriptive Summary

Repository: Virginia Historical Society.

Collection number: Mss3 Ow27 a FA2

Title: Owens & Minor, In.c, Records, 1882-2009

Size: 23 linear feet.

Language: English

Abstract: Historical materials and corporate documents dating from the founding of the company in 1882 to the publication of their 125th anniversary history in 2009, as well as personnel materials, documents related to three of their Richmond corporate buildings from 1946-1991, and materials relating to the acquisition of subsidiaries.

Scope and Content Information

The collection is primarily concerned with the company's period of growth and strategic transition under the direction of G. Gilmer Minor, Jr. and his son, G. Gilmer Minor, III, from 1955-1993. During this period, the company made many acquisitions and sales, beginning with the purchase of rival Richmond drug wholesaler Bodeker Drug Company and ending with the sale of its entire wholesale drug division to Bergen Brunswig. In less than forty years, Owens & Minor grew from a regional company with revenue of $5 million to a national corporation with revenue over $1 billion, over the same period transitioning from being a drug wholesaler to operating as a hospital supplier and third-party logistics firm. The bulk of the collection consists of contracts and materials related to these sales and acquisitions, and corporate documents of the acquired subsidiaries themselves. The collection also contains historical materials and some corporate documents dating from the founding of the company in 1882 to the publication of their 125th anniversary history in 2009, as well as personnel materials, and documents related to three of their Richmond corporate buildings from 1946-1991.

Organization

The Owens & Minor collection is arranged into six series by document type and subject, and they are further subdivided where necessary. The series include: 1. Administrative Materials; 2. Financial Materials; 3. Personnel Materials; 4. Corporate Buildings; 5. Acquisitions and Subsidiaries; and 6. Historical Materials.

Biographical/Historical Information

Owens & Minor, Inc. was founded in 1882 in Richmond, Virginia, by Otho O. Owens and George Gilmer Minor, II, as a pharmaceutical wholesale and retail company.

Prior to beginning Owens & Minor, the two partners were rival traveling salesman for different Richmond wholesale druggists. Despite entering into a heavily competitive industry--there were five other wholesale druggists in Richmond at the time--the partnership attracted substantial financing from partners in Brown, Davis, & Co., a grocery wholesaler. The partners hoped to translate their traveling sales experience into a significant market share of rural and small-town pharmacists.

Owens and Minor hired their first employee, an apothecary named Joseph Willis, to run the retail store-front at their location at 1007 East Main Street. Willis also developed a line of patent products advertised under the fictitious name "Dr. David." According to the 125th anniversary history of the company, the 1906 Food and Drug Act did not affect Owens & Minor, because Willis's products made mild health claims and did no damage.

The early history of the company is one of financial difficulty, especially as the 1880s and 1890s were economically weak in Richmond, including the lengthy nationwide depression surrounding the panic of 1893. The business's low margins and need to extend credit to struggling consumers made the company's balance sheet precarious. Yet the emergence from recession toward the turn of the century allowed Owens & Minor to reach record profits.

Under the presidency of Owens, the company pursued retail expansion, but after his death in 1906, Minor liquidated the company's retail assets to focus on wholesaling and Willis's patent preparations. In 1913, the company moved to a new larger office and warehouse at 10th & Cary Streets, forgoing their Main Street retail storefront.

After Minor's death in 1911, the presidency passed to Conway Mason Knox who had worked his way up the ladder from being a clerk to becoming Minor's number two. Under Knox, the company reached new heights of prosperity and reorganized its ownership in 1927, incorporating rather than continuing to operate as a limited partnership, so that a larger percentage of common stock could be owned by officers. The Owens family sold its interest in the company at this time.

The company was hit again by recession after the Stock Market Crash of 1929, but it stayed afloat long enough to see a strong recovery.

When Knox retired in 1941, the presidency passed to Minor's son, George Gilmer Minor, III, who died shortly after in 1942. Minor, II's other son, William Y. Minor, acted as Knox's secretary but died in 1939. James Baker Bowers succeeded Minor, Jr. until his retirement in 1947, when George Gilmer Minor, IV, was elected president. He would change his name to G. Gilmer Minor, Jr. and be known as Gil, Jr. Gil, Jr.'s brother, Philip M. Minor, or "Phil," acted as one of the company's vice-presidents.

Under Gil, Jr., the company began its aggressive growth strategy through acquisitions. Gil, Jr. arranged the purchase of Richmond's Bodeker Drug Company in 1955 and oversaw the many strategic and pivotal acquisitions that are largely the subject of this collection until his retirement in 1981. The company operated under the name Owens, Minor, & Bodeker from 1955 to 1982.

In 1966, Gil, Jr. orchestrated the acquisition of the company's first medical and surgical supply firm, A&J Hospital Supply. Shortly after, in 1968, the company purchased Powers & Anderson, a large regional hospital supplier. The company would eventually sell its wholesale drug interests entirely in 1992, having successfully become a much stronger hospital supply firm.

For the final five years of Gil, Jr.'s tenure, the presidency passed to William F. Fife, but Gil, Jr. remained the Chief Executive Officer of the company.

In 1981, Gil, Jr.'s son G. Gilmer Minor, III, fifth by generation, was elected president. Gil, III continued the aggressive growth of the company, promising in 1985 that the company would achieve one billion dollars in revenue by 1990, a goal which was exceeded by 200 million. He also oversaw the company's listing on the New York Stock Exchange in 1988. Today, the company has a market capitalization of 2.2 billion and continues to grow by acquisition.

Owens & Minor, through to Gil, III's retirement as CEO in 2005, was largely a family operated enterprise.

Index Terms

A. Kuhlman and Co.
Bergen Brunswig
Bodeker Drug Company
Drug Companies
Family-owned Business Enterprises - Virginia - History - 19th Century
Family-owned Business Enterprises - Virginia - History - 20th Century
Koley's Medical Supply Co., Inc.
Marks Surgical Supplies, Inc.
Minor family
Minor, George Gilmer, II
Minor, George Gilmer, III
Minor, G. Gilmer, Jr. (4)
Minor, G. Gilmer, III (5)
Minor, Philip M.
National Healthcare and Hospital Supply Corporation
Owens, Otho O.
Owens & Minor
Owens, Minor, & Bodeker
Pharmaceutical Industry - Virginia - Richmond - History - 19th Century
Pharmaceutical Industry - Virginia - Richmond - History - 20th Century
Powers & Anderson, Inc.
Real Estate Development - Virginia - Richmond - History - 20th Century
Securitization
Stuart Medical, Inc.
United Hospital Associates, Inc.
Vangard Labs
Virginia - Economic Conditions - 19th Century
Virginia - Economic Conditions - 20th Century
White Surgical Supply Co., Inc.

Contents List

Series 1. Administrative Materials, 1887-2005.

This series consists of meeting minutes, contracts, and documents of the board of directors of Owens & Minor, Inc. The minutes date from 1887, when the company reorganized as a limited partnership, and are complete through 1993, except for the period 1927-1958. Researchers should note that select, pertinent minutes from this period are interspersed throughout the contracts and materials folders.

Researchers should also note that the folders in Series 1.2 and 1.3 contain not only contracts but also notes and correspondence regarding each action, and thus the folders concerning refinancing or sales and acquisitions are distinct from the bound volumes included in financial materials, Series 2, which include only official documents. Sales and acquisitions prior to 1987 are included in Series 1.3, including the purchase of Bodeker Drug Company in 1955, the beginning of the company's acquisition strategy, and A&J Hospital Supply in 1966, the pivotal acquisition which introduced Owens & Minor to the hospital supply industry.

A typical contracts and materials folder contains notes, correspondence, and occasional pertinent financials in addition to contracts and official documents such as board resolutions, certificates, and notices.

Series 1.1. Minutes Books, 1887-1993.

Box 1
Folder
1 Board of Directors Minutes Book, 1887-1907
2 Board of Directors Minutes Book, 1907-1926
3 Board of Directors Minutes Book, 1958-1975
4 Board of Directors Minutes Book, 1976-1984
5 Board of Directors Minutes Book, 1985-1986
6 Board of Directors Minutes Book, 1987-1988
Box 2
Folder
7 Board of Directors Minutes Book, 1988 (continued)
8 Board of Directors Minutes Book, 1989-1991
9 Board of Directors Minutes Book, 1992-1993
10 Committee, Audit, Minutes Book, 1976-1985
11 Committee, Profit Sharing and Pension Plan, Minutes Book, 1958-1973

Series 1.2. Board of Directors Internal Contracts, Agreements, Etc., 1926-1991.

The state certificates in Folder 12 are concentrated around 1980 when Owens & Minor merged with many of its subsidiary companies. The insurance policies folder includes the group life insurance policy for all the company's employees in addition to officers' liability insurance.

Folder
12 Certificates, State, 1926-1984
13 Contracts and Materials, Charter Amendment and Refinancing, 1946-1951
14 Contracts and Materials, Employee Profit Sharing and Pension Plan, 1976-1984
Box 3
Folder
15 Contracts and Materials, Insurance Policies, 1955-1976
16 Contracts and Materials, Loan, 1977-1980
17 Contracts and Materials, Refinancing, 1 of 2, 1951-1952
18 Contracts and Materials, Refinancing, 2 of 2, 1951-1952
19 Contracts and Materials, Sale of Common Stock, 1983
20 "Mission Statement, 1991" 35mm film (2 reels; moved to Audio-Visual, Box 23)
21 Survey Reports, Mission Statement, 1991
22 Survey Reports, Vision, 1991

Series 1.3. Board of Directors External Contracts, Agreements, Etc., 1936-1987.

 

The Fair Trade Act materials include new wholesaler-retailer contracts drawn up following the enactment of the Virginia Fair Trade Act in 1936. State fair trade acts were heavily litigated constitutional issues.

The National Data Corporation software agreement pertains to a pharmacy management system Owens & Minor licensed from NDC.

Folder
23 Abbott Laboratories, Warehousing and Delivery Agreement, 1982-1986
24 A&J Hospital Supply Company Purchase, 1966-1967
25 Bodeker Drug Company Purchase and Refinancing, 1955-1960
26 Care Line, Inc., Asset Purchase and Sale, 1983-1984
27 Esterline Corporation, Purchase of Assets, 1976-1977
28 Fair Trade Act, 1936-1938
29 Hack Industries, Inc., Sublease, 1979-1984
Box 4
Folder
30 National Data Corporation, Software Agreement, 1977-1979
31 Tenth & Cary Building Corporation, Merger, 1962-1966
32 Trammel Crow-Farnsworth Company, Lease, 1983-1984
33 Volunteer Hospitals of America, Inc., Vendor Agreements, 1984-1987
34 Will Ross, Purchase from Searle Medical, 1980-1982

Series 1.4. Board of Directors Miscellaneous Contracts, Agreements, Etc., 1951-1987.

 

The miscellaneous folders contain contracts, agreements, notes, and correspondence regarding a wide variety of leases, purchases, franchise and distributor agreements, refinancing agreements, trademarks, etc.

The 1969-1984 folder includes a franchise agreement with Bergen Brunswig Corporation in 1976, well before the 1989 and 1992 deals concerning the same. It also contains a drawn hierarchy of corporate organization and leadership dated 1984.

Folder
35 Miscellaneous Contracts and Materials, 1951-1967
36 Miscellaneous Contracts and Materials, 1969-1984
37 Miscellaneous Contracts and Materials, 1984-1987
38 Miscellaneous Distributor Agreements, 1974-1984

Series 1.5 Board of Directors Official Publications, 1972-2005.

Folder
39 Annual report to stockholders, 1972
40 Annual report to stockholders, 1976
41 Annual report to stockholders, 1982
42 Annual report to stockholders, 1983
43 Annual report to stockholders, 1984
44 Annual report to stockholders, 1985
45 Annual report to stockholders, 1986
46 Annual report to stockholders, 1987
47 Annual report to stockholders, 1988
48 Annual report to stockholders, 1989
49 Annual report to stockholders, 1990
50 Annual report to stockholders, 1991
51 Annual report to stockholders, 1994
52 Annual report to stockholders, 1995
53 Annual report to stockholders, 1996
54 Annual report to stockholders, 1997
55 Annual report to stockholders, 1998
56 Annual report to stockholders, 1999
57 Annual report to stockholders, 2000
58 Annual report to stockholders, 2001
Box 5
Folder
59 Annual report to stockholders, 2002
60 Annual report to stockholders, 2003
61 Annual report to stockholders, 2004
62 Notices of annual meetings and proxy statements, 1981-2005
63 Presentation before the New York Society of Security Analysts, 1992
64 Statements of Nominated Directors, 1976-1978
65 Year End Results, U-matic tape, 1992 (Stored with Audio-Visual materials, Box 23)

Series 2. Financial Materials, 1882-2001.

This series consists largely of bound volumes of official documents and filings pertaining to refinancing, 1955-2001, or the acquisition and sale of assets, 1987-1992, though it also includes various account books, financial statements, and unbound SEC filings. A typical bound volume includes official board documents, certifications, contracts, legal correspondence, and SEC filings pertaining to each action. They do not contain related notes and correspondence as do the contracts and materials folders in administrative materials. Sales and Acquisitions prior to 1987 are included in administrative materials, Series 1.3.

Series 2.1. Account Books, 1882-1990.

Folder
66a Account book, 1882-1886, of capital investments, expenses, accounts ordered by client (see Oversize).
66b Account book, 1882-1884, containing individual invoices and expenses monthly (see Oversize)
66c Account book, 1882-1884, concerning cash accounting (see Oversize)
67a Account book, 1882-1883
67b Account book, 1913
67c Account book, 1919-1923, profit and loss accounting (see Oversize)
67d Account book, 1924-1926, profit and loss accounting (see Oversize)
67e Account book, 1926-1934, profit and loss accounting (See Oversize)
67f Account book, 1935-1943, profit and loss accounting (see Oversize)
68 Account book, 1936-1948, annual comparative data
68b Account book, 1943-1950, profit and loss accounting (see Oversize)
69 Account book, 1950-1961
70 Account book, 1952-1954
71 Account book, 1955-1957
Box 6
Folder
72 Account book, 1957-1961
73 Account book, 1989-1990

Series 2.2. Financial Statements, 1959-1988.

The December year-end statements from 1981-1988 are sometimes noted as "Gil's Special Book," perhaps because they were organized to his specifications.

Folder
74 Annual statement, 1966
75 Annual statement, 1967
76 Annual statement, 1968
77 Annual statement, 1969
78 Annual statement, 1970
79 Annual statement, 1971
80 Annual statement, 1973
81 Annual statement, 1974
82 Annual statement, 1975
83 Annual statement, 1976
84 Annual statement, 1977
85 Annual statement, 1978
86 Audited statement, 1959
87 Audited statement, 1960
88 Audited statement, 1961
89 Audited statement, 1963
90 Audited statement, 1964
91 CPA report on examination, 1965
92 CPA report on examination, 1966
93 CPA report on examination, 1967
Box 7
Folder
94 CPA report on examination, 1968
95 CPA report on examination, 1969
96 CPA report on examination, 1970
97 CPA report on examination, 1971
98 CPA report on examination, 1972
99 CPA report on examination, 1973
100 CPA report on examination, 1975
101 CPA report on examination, 1977
102 CPA report on examination, 1978
103 December nine months statement, 1981
104 December year-end comparative statement, 1982
105 December year-end budget v. actual statement, 1983
106 December year-end budget v. actual statement, 1984
107 December year-end budget v. actual statement, 1985
108 December year-end budget v. actual statement, 1986
109 December year-end comparative statement, 1987
110 December year-end comparative statement, 1988

Series 2.3. Loans, Bonds, Equity, Refinancing Volumes, 1955-2001.

All items in the refinancing series are debt instruments except for the stock issues and the preferred share purchase rights plan which fall on the equity side of the balance sheet. Debentures are debt instruments not secured by assets or collateral, while other debt instruments entitle the holder to some form of collateral if the issuer defaults on repayment.

Folder
111 Adoption of preferred share purchase rights plan, 1988
112 Bond, Glasgow, Kentucky, Industrial building revenue, 1986
Box 8
Folder
113 Debentures Issue, Convertible Subordinated, 1985
114 Debentures Issue, Standby underwriting and redemption of subordinated, 1987
115 Loan, Term, 1960
116 Loan, 1971
117 Loan, Revolving Credit Term, 1982-1985
118 Loan, Revolving Credit Term, 1985
119 Loan, Revolving Credit Term, 1989
120 Notes Issue, 1965
Box 9
Folder
121 Notes Issue, Senior, Volume I, 2001
122 Notes Issue, Senior, Volume II, 2001
123 Stock Issue, Preferred, and Loan, 1955
Box 10
Folder
124a Stock and Notes Issue, 1971
124b Transaction register for stock purchase plan, 1983-1988 (see Oversize)
124c Transaction register for stock purchase plan, 1989-1991 (see Oversize)
124d Transaction register for stock purchase plan, 1992 (see Oversize)
125 Stock Issue, 1983
126 Trust Term Convertible Securities Series A Volume I, 1998
Box 11
Folder
127 Trust Term Convertible Securities Series A Volume II, 1998
128 Trust Term Convertible Securities Series A Volume III, 1998
129 Trust Term Convertible Securities Series A Volume IV, 1998

Series 2.4. Sales and Acquisition, 1987-1992.

Researchers should also note that the bound volume corresponding to the 1988 acquisition of Transhealth, Inc., since it was carried out by the subsidiary company Owens & Minor of Minnesota, Inc., is filed under that subsidiary in Series 5.7.

Folder
130 Harbor Medical, Inc., Purchase of Common Stock, 1987
131 Leon Stotter, inc., Acquisition of Certain Assets, volume I, 1987
Box 12
Folder
132 Leon Stotter, inc., Acquisition of Certain Assets, volume II, 1987
133 National Medical Supply Corp., Purchase from Hygeia Limited, 1989
134 Vangard Labs, Inc., Sale to Medical Technology Systems, Inc., 1992
135 Wholesale Drug Division, Sale of Certain Assets to Bergen Brunswig, 1992

Series 2.5. SEC filings, 1971-2001.

Though a number of the unbound SEC filings are second copies, researchers should note that some filings do not have corresponding bound volumes in which they would be included, and in the case of the debentures issue in 1985, the corresponding, loose Amendment No. 1 to Form S-2 has a complete set of exhibits where the bound volume does not.

Box 13
Folder
136 Amendment No. 1 to Form S-2 with Exhibits, 1985
137 Amendment No. 1 to Form S-3, 1998
138 Proxy Statement, Preliminary, 1976
139 SEC Forms 10-K and 10-Q, 1975-1976, 1982
140 SEC Forms 8-K, 1976
141 SEC Form S-4, 2001
142 Security Prospectuses, 1971-2001
143 Stock and Note Specimen, 1988-1996

Series 3. Personnel Materials, 1942-2006.

This series consists of materials related to employee training, especially in terms of personnel and sales management, in addition to employee policies and contracts.

Series 3.1. Training Materials, 1942-2006.

There is no information on how, exactly, the training materials were used. In the case of McKesson & Robbins Personnel Working Tools from 1942, the training pamphlet was produced by an Owens & Minor competitor.

< p>The Small Business Administration Management Aids include the 1978 "Women's Handbook," which includes data about women-owned business enterprises.

 

Folder
144 Bureau of the Budget Work Measurement System, 1950
145 "Business Ethics : a guide to identifying and resolving ethical dilemmas in business (MTI Film & Video, n.d.); No Strings Attached : gifts, kickbacks, conflicts of interest (Commonwealth Films, Inc., 1994). VHS tapes (Stored with Audio-Visual materials, Box 23)
146 Lilly Wholesaler Sales Training Program, Undated
147 McKesson & Robbins Personnel Working Tools, 1942
148 Modern Office Procedures White Paper Report, 1982
149 Sales and Marketing Management Special Report, 1978
150 Sawyer, W. E. Sales Management books, 1971
151 Small Business Administration Management Aids, 1968, 1978
152 Standards of Conduct, 2003, 2006

Series 3.2. Employee Agreements, Policies, Registers, 1959-1992.

The transaction registers for the employee stock purchase plan from 1989-1992 include a comprehensive listing of employees enrolled in the plan during that period, their addresses, and enrollment dates.

Folder
153 Employee Profit Sharing, Pension, Trust Plans and Agreements, 1959-1976
154 Employee Profit Sharing, Pension, Trust Plans and Agreements, Amendments, 1969-1971
155 Molster, Charles B., Jr. Salary Continuation policy from Northwestern Mutual Life, 1987
156 Transaction Registers for Stock Purchase Plan, 1989-1992

Series 4. Corporate Buildings, 1946-1991.

This series consists of contracts and materials related to three of Owens & Minor's corporate buildings in the Richmond, Virginia area. Owens & Minor moved to a location on the corner of Tenth and Cary streets in 1913, but the record begins in 1946 when Tenth & Cary Building Corporation was formed by directors of Owens & Minor to take possession of the building from First and Merchants National Bank, the trustee of the estate of original landlord Thomas L. Moore.

The building corporation then leased the location to Owens & Minor until the company decided to build and move to a new single-story office and warehouse facility on Bethlehem Road, finalizing the move in 1965. Tenth & Cary Building Corporation was merged with Owens & Minor and ceased to exist at that time. Information concerning the merger is located in series 1.3.

The Bethlehem Road materials include a surveyor's drawing of the plot and contracts with the construction firm, but they do not include architectural drawings of the building.

Most of the materials in this series have to do with the more recent corporate headquarters relocation to Innsbrook, where Owens & Minor built a new office building with the assistance of property management firm SPG International, Inc. of Dallas, Texas. The building was designed by architectural firm Sinclair Hui Architects, also of Dallas, and it was to be constructed by Richmond firm Dominion Construction, Inc., though they were dropped due to unsatisfactory work. Kjelstrom & Lee, Inc. completed the interior tenant finish-out. The materials include extensive correspondence from proposal to finalization, in addition to architectural drawings.

Owens & Minor built and moved to a new corporate office in 2006, of which there is a picture in the 2009 125th anniversary book, but there are no materials related to the new building in this collection.

Series 4.1. Tenth & Cary, 1946-1964.

Folder
157 Tenth & Cary Building Corp., Minutes Book, 1946-1964
158 Tenth & Cary Building Corp., Contracts and Materials, 1946-1955

Series 4.2. Bethlehem Road, 1959-1971.

Box 14
Folder
159 Contracts and Materials, Bethlehem Road Building, 1959-1971

Series 4.3. Innsbrook, 1987-1991.

Folder
160 Architect and consulting engineers correspondence and notes, 1988
161 Change Orders, proposal forms, cost estimates, 1987-1988
162 Change orders, 1989
163 Final settlements, 1990-1991
164 Furniture proposal forms, 1988
165 Gunst, Henry Lunchroom Agreement, 1989
166 Invoices, 1988
167 Landscape work, additional, and interior samples, 1990
168 Lease agreement, 1988
169 Move Schedule and Finalization, 1989
170 Notes, Drawings, Correspondence, 1987-1988
Box 15
Folder
171 Notes, Drawings, Correspondence, 1989
172 Tenant Finish-Out Guaranteed Maximum Price, 1988
173 Tenant finish-out notes and correspondence, 1988-1989
174 Miscellaneous Hold File, 1988-1989

Series 5. Acquisitions and Subsidiaries, 1910-1991.

This series consists of corporate materials of Owens & Minors acquisitions and subsidiaries. The materials generally date to well before the relevant sale or acquisition and sometimes continue after if the company continued to act as an independent subsidiary.

In the case of Owens & Minor of Minnesota, Inc., Owens & Minor of North Carolina, Inc., and United Hospital Associates, Inc., the companies were incorporated as wholly-owned subsidiaries of Owens & Minor, Inc. The decision to incorporate a separate subsidiary rather than operate it as a branch of the parent company was often an organizational management or income statement concern. In the case of the North Carolina subsidiary, for example, the costs of establishing the branch from scratch would have only been included in the balance sheet of the parent company as an equity investment, and it would not have affected the non-consolidated income statement of the same.

These materials are not comprehensive, and the collection does not contain materials for every acquisition or subsidiary of Owens & Minor. After the purchase of Bodeker in 1955, chronologically, Powers & Anderson, Inc. was the first acquisition. The deal materialized in 1968 and rapidly expanded Owens & Minor's medical supply operations. Marks Surgical Supplies, Inc. was purchased in 1969, White Surgical Supply Co. was purchased in 1974, MWM Corporation was purchased in 1983 and became Vangard Labs, National Healthcare and Hospital Supply Corp. was purchased in 1989, Koley's Medical Supply, Inc. was purchased in 1991, and A. Kuhlman & Co. and Stuart Medical, Inc. were both purchased in 1993.

Within the subseries, documents are arranged in the order of the larger collection, divided by company or subsidiary; i.e. all documents solely pertaining to Powers & Anderson, Inc. come before documents pertaining to Powers & Anderson of South Carolina, Inc., etc.

Series 5.1 A. Kuhlman and Co., 1971-1993.

A. Kuhlman and Co. was a family owned and operated surgical instrument manufacturer founded in 1867 in Detroit, Michigan by August Kuhlman, a German immigrant. His son, Henry Kuhlman, began working as his assistant but eventually became a partner and the sole proprietor upon Augustus's death in 1901.

The record in this collection begins much later, however, when A. Kuhlman and Co. was incorporated in 1971 by Kuhlman descendents Henry A. Kuhlman, Henry M. Kuhlman and Elizabeth S. Kuhlman. The company had previously been operating as a limited co-partnership of Henry A. Kuhlman and Henry M. Kuhlman. Henry N. Kuhlman was added to the board of directors in 1977.

By the time of its acquisition by Owens & Minor in 1993, A. Kuhlman and Co. specialized in distributing wound management products. The acquisition coincided with Owens & Minor opening a distribution center in Detroit, and it represented the complete consolidation of wound management programs in the industry.

Henry N. Kuhlman would stay on to run A. Kuhlman and Co. as a subsidiary of Owens & Minor.

The minutes only span 1971-1978, but the book includes Michigan annual reports that date to 1993. The collection has no other materials relating to A. Kuhlman and Co.

Folder
175 A. Kuhlman and Co. Minutes Book, 1971-1993

Series 5.2. Bodeker Drug Company, 1938-1955.

Bodeker Drug Company was founded in 1846 when Augustus Bodeker, a german immigrant, opened A. Bodeker, Apothecary on Main Street in Richmond. The company was a family owned and operated drug retail, wholesale, and manufacturing firm. In 1860, August gave his brother Henry a part interest in the firm, and the name was changed to A. Bodeker & Company and later Bodeker Brothers, Druggists. Their brother William also assisted them in operations.

 

The company's original storefront was destroyed in the 1865 fire that consumed many of Richmond's Main Street businesses.

Around the time of the deaths of Augustus and Henry in 1884 and 1890, respectively, a Henrico county dairyman known as Charles L. Miller purchased a controlling interest in the firm. He incorporated the firm as Bodeker Drug Company in 1898. John L. Bodeker was a founding director of the company, but the Miller family acquired all outstanding stock in the company by 1922. The Miller family owned and operated the company for almost sixty years, until its acquisition by Owens & Minor in 1955.

The 125th anniversary history of Owens & Minor notes that the Miller family stockholders expressed their desire to cash out of the business to Gil, Jr., who jumped at the chance to purchase their largest competitor in Richmond.

The Virginia Historical Society library collection includes a hundredth anniversary history of the Bodeker Drug Company entitled "A Century of Service, Bodeker Drug Co," published in 1946 by the company.

The employee register appears to have a file for every Bodeker employee during the time period with information including addresses, previous work, schooling, etc. Contracts and materials related to the purchase of the Bodeker Drug Company in 1955 are located in Series 1.3.

Folder
176 Employee Register, 1938-1955

Series 5.3. Koley's Medical Supply Co., Inc., 1926-1991.

Koley's Medical Supply Co., Inc. was incorporated as Professional Supply Company, Inc. in 1924 by Thomas L. Murphy, Matthew P. Gleason, and James J. Gleason in Omaha, Nebraska, as a medical and surgical supply manufacturer and wholesaler.

By 1953, Robert C. Koley had purchased the Gleasons' stake in the company. Thomas L. Murphy sold his stake in 1957, and the new stockholders included Robert C. Koley, August J. Grieb, and Marie F. Koley who acted as secretary.

In 1965, the Koleys purchased Grieb's stake, changing the name of the company to Koley's Professional Supply Co., Inc. In 1981, several other Koleys were introduced as shareholders and directors, and the name of the company was changed to Koley's Medical Supply Co., Inc.

By the time of its acquisition in 1991, Koley's operated as a third-party logistics firm, offering stockless inventory management programs to hospitals.

Besides the minutes books of the company, most of the materials in this series have to do with the acquisition of Koley's by Owens & Minor in 1991.

Folder
177 Minutes Book (Professional Supply Co., Inc.), 1926-1943
178 Minutes Book (Professional Supply Co., Inc.), 1947-1957
179 Minutes Book, 1965-1988
180 Closing Documents, 1 of 3, 1990-1991
Box 16
Folder
181 Closing Documents, 2 of 3, 1990-1991
182 Closing Documents, 3 of 3, 1990-1991
183 Stock Purchase Agreement, 1991
184 Stock Restriction Agreements, 1957-1991
185 Stock Certificates, Cancelled, (Professional Supply Co., Inc.), 1925-1957
186 Stock Certificates, Cancelled, 1979-1991
187 Stock Certificates, Purchased, 1991
188 Stock Register, 1965-1991

Series 5.4. Marks Surgical Supplies, Inc., 1936-1977.

Marks Surgical Supplies, Inc. was originally incorporated as Marks & Marks, Inc. by Henry M. Marks, Jr. and Guy H. Marks in Augusta, Georgia in 1936. Marks & Marks, Inc. was a family owned and operated drug wholesale firm. The company previously operated as a limited partnership of the two men, but the record in this collection begins with its incorporation.

In 1949, the company pivotally changed their charter to be named Marks Surgical Supplies, Inc. and operate in the surgical supply industry. In 1961, Henry M. Marks, III, a graduate of Washington and Lee University and the son of Marks, Jr., was elected as an officer of the company.

In 1971, the company was acquired by Owens & Minor. The 125th anniversary notes that Marks, Jr. reached out to Gil, Jr. and said he was willing to sell the company for stock in Owens & Minor, which was eventually settled upon as a 14 percent stake.

Marks, III would stay on as the vice president of Marks Surgical Supplies, Inc. as a subsidiary of Owens & Minor, and Marks, Jr. joined the board of directors of the parent company.

Folder
189 Marks Surgical Supplies, Inc. Minutes book, 1936-1977

Series 5.5. MWM Corporation, 1987.

MWM Corporation was a generic drug packaging firm purchased by Owens & Minor in 1983 for $700,000 in cash. The name of the subsidiary was changed to Vangard Labs. The collection does not contain materials for MWM Corporation prior to its acquisition by Owens & Minor.

Under Owens & Minor, the company received a large contract with Volunteer Hospitals of America, a proposal for which is located in the VHA folder in series 1.3. The Glasgow, Kentucky Industrial Building Revenue Bond in series 2.3 financed the construction of a new packaging facility for Vangard Labs, and the outlook for the subsidiary was highly optimistic, especially considering its much higher gross margins compared to the rest of the wholesale drug division.

Revenues did not grow as hoped, however, and concurrent with the sale of the drug division, the assets of Vangard Labs were sold. Its sale to Medical Technology Systems, Inc. in 1992 is documented in Series 2.4.

Folder
190 Stock Certificates, Blank, Issued to MWM Corporation, 1987

Series 5.6. National Healthcare and Hospital Supply Corporation, 1958-1989.

Bergen Brunswig Corporation purchased the wholesale drug division of Owens & Minor in 1992, but these materials have to do with the complicated history of a medical/surgical subsidiary of Bergen Brunswig that was purchased by National Healthcare and Hospital Supply Corporation, which was in turn purchased by Owens & Minor.

The record begins with the independent incorporation of Mettler Laboratories, Inc. which would change its name to Plasta-Medic, Inc. This company was purchased by Brunswig Drug Company, later Bergen Brunswig Corporation, in 1968, and its name was later changed to the Scherer Company. The name of the company would change under Bergen Brunswig to the following, in order: Scherer Medical/Scientific, Inc.; Bergen Brunswig Medical/Surgical, Inc.; and Bergen Brunswig Medical Supply Company. Synergex HS&S, Inc. was incorporated as a separate subsidiary of Bergen Brunswig Corporation in 1985, but ownership was later transferred to the Bergen Brunswig Medical Supply Company in 1987.

Bergen Brunswig Corporation would sell their interest in Bergen Brunswig Medical Supply Company to National Medical Supply Corporation in 1988, merging Bergen Brunswig Medical Supply Company with a subsidiary of National Medical Supply Corporation, National Healthcare and Hospital Supply Corp., which was to be the surviving corporation of the merger.

Hygeia Limited owned the controlling stake of National Medical Supply Corporation, the parent company, and would sell their stake to Owens & Minor in 1989, documented by a volume in Series 2.4.

Box 17
Folder
191 National Healthcare and Hospital Supply Corporation Minutes Book, 1987-1989
192 Bergen Brunswig Medical Supply Company Minutes Book Volume I, 1958-1973
193 Bergen Brunswig Medical Supply Company Minutes Book Volume II, 1974-1988
194 Bergen Brunswig Medical Supply Company Minutes Book Documents, 1958-1985
195 Bonus Plan, 1986
196 Capital Expenditures, 1982-1987
197 Certifications, 1971-1987
198 Charter Documents, 1958-1985
199 Contracts, Purchasing, 1987-1989
200 Contracts, Software, 1974-1986
201 Contracts, Supplier, 1982-1987
202 Internal Audit Reports, 1983-1987
203 Labor Agreements, 1984-1985
Box 18
Folder
204 Leases, Personal Property 1979-1987
205 Litigation, 1985-1987
206 Pre-sale Financial Plan and Statement, 1987
207 Miscellaneous Contracts and Documents, 1985-1987
208 Miscellaneous Internal and External Reports, 1986-1987
209 Stock Certificates, Cancelled, (Mettler Laboratories Corp.), 1959-1969
210 Synergex HS&S, Inc. Minutes Book, 1985-1989

Series 5.7. Owens & Minor of Minnesota, 1988.

Folder
211 Transhealth, Inc., Acquisition of Certain Assets, 1988

Series 5.8. Owens & Minor of North Carolina, 1958-1977.

Folder
212 Owens & Minor of North Carolina, Minutes Book, 1958-1977
213 Contracts and Materials, 1958-1973
214 Financial Statement and Report, 1962, 1965

Series 5.9. Powers and Anderson, Inc., 1907-1977.

The record of Powers and Anderson, Inc. begins with its incorporation in 1907 by W. Frank Powers and Robert E. Anderson, an Irish immigrant. The business was originally founded in Richmond in 1892 by

Anderson's brother-in-law as a surgical instrument manufacturer and supplier. Anderson and Powers purchased the assets in 1898 and operated a partnership under the name Powers and Anderson Surgical Instruments and Hospital Supplies Co. until incorporation.

Anderson and Powers were both active in the Brotherhood of St. Andrew in Virginia. Anderson also assisted in the organization of the Loan and Savings Corporation which became Southern Bank and Trust Co. in Richmond, and he later became an officer in said company.

Powers & Anderson purchased a dental supply company in 1910, but there are no materials pertaining to Powers & Anderson Dental Company or its branches outside of the minutes of the parent company.

Robert E. Anderson, Jr. joined the board of directors of Powers & Anderson in 1939. Powers died in 1949, and his stake was purchased by the company as per a trust agreement. Anderson, Sr. died in 1954, but the company continued to be owned and operated by the Anderson family. Robert E. Anderson, III joined the board of directors in 1955.

Powers & Anderson Surgical Instrument Co., Inc. of Norfolk, VA was incorporated in 1920 with Powers, Anderson and Herbert A. Inman, the manager of the company, as the principal shareholders. The company took over the Eastern Virginian interests of Powers & Anderson, Inc. Exchanges of inventory between the companies were made at cost plus ten percent. Charles T. Brown, Jr. took over active management of the company after Inman's death in 1957. Mary Zula Cowell acted as Treasurer of the company from 1949 to its sale in 1968.

Powers & Anderson of South Carolina, Inc. was incorporated in 1945 with Powers & Anderson, Inc. as a major stockholder. Louis W. Griffin acted as general manager of the company until its sale in 1970. Corinne H. Griffin acted as treasurer during that period.

The collection does not contain materials concerning Powers & Anderson of North Carolina, Inc.

Owens & Minor purchased a controlling stake in Powers and Anderson, Inc. and Powers and Anderson Surgical Instrument Co., Inc. in 1968 with cash and stock. The terms of the deal gave Anderson, Jr. a large stake in Owens & Minor, but he did not pursue a directorship of the company. Anderson, III would stay on as vice president of Powers & Anderson, Inc. as a subsidiary of Owens & Minor. Owens & Minor purchased Powers & Anderson of South Carolina in 1970.

Folder
215 Powers & Anderson, Inc. Minutes book, 1907-1949
Box 19
Folder
216 Powers & Anderson, Inc. Minutes Book, 1949-1977
217 Powers & Anderson, Inc. audited statements, 1945-1947
218 Powers & Anderson of South Carolina, Inc. Minutes Book, 1945-1977
219 Powers & Anderson of South Carolina, Inc. Stock Certificates, Cancelled, 1945-1968
220 Powers & Anderson Surgical Instrument Co., Inc. of Norfolk, VA Minutes Book, 1920-1947
221 Powers & Anderson Surgical Instrument Co., Inc. of Norfolk, VA Minutes book, 1949-1970
222 Powers & Anderson Surgical Instrument Co., Inc. of Norfolk, VA, CPA Reports on Examination, 1936-1946

Series 5.10. Stuart Medical, Inc., 1973-1992.

Stuart Medical, Inc. was founded in 1951 in Greensburg, Pennsylvania and incorporated in 1959 as Stuart's Drug and Surgical Supply, Inc. The company was purchased by the Hillman family trust controlled by Henry L. Hillman in 1987, and the Hillmans pursued an aggressive acquisition strategy to become the third largest national distributor of medical supplies.

Stuart's Funding Corporation was incorporated in order to facilitate the securitization of the company's assets. The majority of the Stuart Medical, Inc. documents pertain to this securitization program enacted prior to its acquisition by Owens & Minor in 1993. Besides these documents, the collection does not contain any further documentation for the company prior to its acquisition.

Securitization is the conversion of an asset that produces cash flow into a security, or asset-backed security, which is purchasable by investors. The securitization of assets such as accounts receivable, as is the case here, provides an alternative method of financing if standard equity or debt measures would be more expensive or generate less liquidity. Essentially, instead of waiting for clients to settle their accounts, the company passed off the waiting time to investors, at a price, in order to generate cash immediately.

The sales and administration agreement folder also includes a schedule of reporting requirements for the securitization program. The miscellaneous reports and legal opinions folder includes ratings agencies reports on the asset-backed securities produced by the program.

Folder
223 Securitization, Certifications, 1990
224 Securitization, Certifications (Capital Markets Assurance Corp.), 1990
225 Securitization, Certifications (Distributor, Inc.), 1990
226 Securitization, Certifications (Stuart's Funding Corporation), 1990
227 Securitization, Collateral Pledge Agreement, 1990
Box 20
Folder
228 Securitization, Commercial Paper Agreement and Surety Bond, 1990
229 Securitization, Credit Agreements, 1990
230 Securitization, Insurance and Indemnity Agreement, 1990
231 Securitization, Management and Depositary Agreements, 1990
232 Securitization, Modified Contracts with Chemical Bank, 1990
233 Securitization, Note Purchase Agreements, 1990
234 Securitization, Revised Credit Agreement, 1990
235 Securitization, Sales and Administration Agreement, 1990
236 Securitization, Miscellaneous Materials/Contracts, 1990
237 Securitization, Miscellaneous Reports and Legal Opinions, 1990
238 Stock Certificates, Cancelled, (Stuart's Drug & Surgical Supply, Inc.), 1973-1988
239 Stock Certificates, Cancelled, Volumes I & II, 1991-1992

Series 5.11. United Hospital Associates, Inc., 1973-1983.

United Hospital Associates, Inc. launched in 1973 as a wholly-owned subsidiary of Owens & Minor. Howard Bush managed the firm which sold drugs to hospitals in the Norfolk, Virginia area. Gil, III explained in the 125th anniversary book that the laws had changed to allow more flexibility to hospitals in how they dispensed their pharmaceuticals, and Bush, through United, pioneered the sales market.

By the time Owens & Minor sold their wholesale drug division in 1992, sales to hospitals accounted for 60 percent of revenue.

Folder
240 United Hospital Associates, Inc., Minutes book, 1973-1983

Series 5.12. White Surgical Supply Co., Inc., 1944-1977.

White Surgical Supply Co., Inc. was incorporated in 1944 by Dr. C. D. White and four other subscribers. White purchased a property from the Church Street Methodist Church in Knoxville, Tennessee in 1929. He built an office on the lot, 515 W. Church Ave., and operated the company as a sole proprietorship until incorporation.

F. W. Greer joined the company as president in 1960, and White became the chairman of the board. Between 1963 and 1966, White sold his stock in the company, but he continued to act as the chairman.

M. T. Boynton, Jr. became vice president and general manager of the company in 1965, and he would stay on with White Surgical Supply as a subsidiary of Owens & Minor after its acquisition in 1974. Owens & Minor purchased White Surgical for cash and notes. After the purchase of Marks Surgical in 1969, Owens & Minor no longer diluted equity to make acquisitions.

Folder
241 White Surgical Supply Co., Inc., Minutes book, 1944-1977

Series 6. Historical Materials, 1882-2009.

 

This series consists of historical materials relating to Owens & Minor dating to the company's founding in 1882. The 125th anniversary book, produced by the company itself, provides a comprehensive history of the company and includes short biographies of important figures in the company's history.

The external publications series includes an almost comprehensive run of the National Wholesale Druggists' Association Yearbook, which include transcripts of addresses at the annual meetings.

The background historical materials series was compiled by Phil Minor, including historical research notes about the company and his speeches regarding its history. It also includes typed notes and a select bibliography of additional sources.

Series 6.1. Internal Publications, 1956-2009.

The historical photographs are not described or dated by themselves, but they can be found in the 125th anniversary book with detailed captions. The selected employee newsletters correspond to significant events in the company's recent history: the promotion of Gil Minor, III to president, the move of the corporate office to Innsbrook, and the death of Gil Minor, Jr.

It may be interesting to researchers to note how details of the corporate history change from the 75th anniversary publication in 1956 to more recent histories. The 100th anniversary history includes a great deal of background historical information about medicine and pharmacy not included in the longer 125th anniversary history.

Folder
242 Anniversary History Publications, 1956-1992
243 Employee Newsletters, 1981, 1987, 1996
244 Historical memo re: marketing strategy, 1968-1973
245 Owens & Minor: A History, 125th anniversary history book, 2009
246 Photographs described in Owens & Minor: A History, undated

Series 6.2. External Publications and Clippings, 1882-2007.

Hillier's New Index of Drugs contains very early Owens & Minor advertisements. Several pages in Practical Druggist magazine are damaged or missing, including the page that mentions the Virginia association of pharmacy which seems to have been removed. The Virginia Pharmacist magazine includes an advertisement for Owens & Minor on the inside of the front cover, as well as an article written by Gil, Jr. entitled "Wholesale Drug Distribution in Virginia."

A typical National Wholesale Druggists' Association Yearbook contains pictures and lists of present officers of the association, lists of past officers, transcripts of addresses at annual meetings, committee reports not read in full at the meetings, memorials of members who died, membership lists, and official articles of the association.

Box 21
Folder
247 Hillier's New Index of Drugs, 1882
248 Kleos magazine, 2007
249 National Association of wholesaler-distributors Annual survey, 1975
250 National Wholesale Druggists' Association Yearbook, 1914
251 National Wholesale Druggists' Association Yearbook, 1926
252 National Wholesale Druggists' Association Yearbook, 1928
253 National Wholesale Druggists' Association Yearbook, 1933
254 National Wholesale Druggists' Association Yearbook, 1934
255 National Wholesale Druggists' Association Yearbook, 1935
256 National Wholesale Druggists' Association Yearbook, 1937
257 National Wholesale Druggists' Association Yearbook, 1939
258 National Wholesale Druggists' Association Yearbook, 1940
Box 22

Folder
259 National Wholesale Druggists' Association Yearbook, 1941
260 National Wholesale Druggists' Association Yearbook, 1942
261 National Wholesale Druggists' Association Yearbook, 1943
262 National Wholesale Druggists' Association Yearbook, 1944
263 National Wholesale Druggists' Association Yearbook, 1945
264 National Wholesale Druggists' Association Yearbook, 1946
265 Pharmacopoeia of the United States, 1905
266 Practical Druggist magazine, 1929
267 Virginia Pharmacist magazine, 1966
268 Clippings from Phil Minor's History file, 1889-2002
269 Notes and bibliography from Phil Minor's History file, 1982-1994
270 Photocopies, "old pictures of ads," undated
271 Speeches and notes from Phil Minor's History file, 1972-1989
Box 23
Folder
272 Speeches and notes from Phil Minor's History file, 1981-2000

Series 6.4. Memorabilia, 1977-2007, and Audio-Visual materials.

Folder
273 Book of blank Owens & Minor stock certificates and receipts, 1907-1926 (see Oversized)
274 Desk Calendar, 2007
275 Keys and plate for computer check signer, 1977
276 Official Seals for Owens & Minor and Subsidiaries, various dates