The 1000th Model 85 sold, and the 6000th Salsbury scooter sold (in very ballpark terms)

Northrop Acquires Avion - Salsbury Motors

This is where things get a little interesting.

In late October 1945, Avion changes its name to Salsbury Motors, and Don Carroll, President of Salsbury Motors, reported that the company expected sales in excess of $5,000,000 for 1946 on its product line of scooters, industrial trucks, package delivery cars, 6HP engines, and automatic transmissions and clutches. According to Northrop's Annual report for the FYE 1946, Northrop acquired all of the shares of Salsbury Motors for 24,056 shares of Northrop stock in late December 1945. Northrop shares were trading at $13 per share when the deal was announced. So Northrop paid roughly $313,000 for Salsbury Motors, which had a net book value of about $200,000 according to Northrop's annual report. So Northrop paid a 50% premium over book for Salsbury Motors.

A 50% premium over net book value doesn't seem like a lot for a company that was expecting to gross over $5,000,000 in 1946. But the $5,000,000 seems pretty inflated (especially since scooter production wasn't expecting to start until the spring of 1946). Moreover, its important to keep in mind that Salsbury Motors didn't own the intellectual property used by Salsbury Motors - Foster and his company owned the intellectual property. And, of course, Salsbury Motors filed for voluntary bankruptcy in August 1947, so the business went belly up very quickly after the Northrop acquisition.

To us, the interesting sub plot here is the relationship between Richard Millar and Northrop Aircraft's founder and President, John Northrop.

Interesting Fact #1. The founder of Northrop Aircraft, John Northrop, formed an Avion Inc in the 1920s. Avion was John Northrop's first real company. John Northrop sold the assets of Avion in 1930 to a huge air conglomerate - The United Aircraft and Transportation Corporation. Since the deal was apparently structured as a sale of assets, I would think that Northrop and the other co-owner of Avion retained the Avion corporate shell.

Richard Millar was the President of Vultee Aircraft until 1942. After resigning from from Vultee, Millar formed Avion, Inc., a closely held company, in March 1943. There is nothing we could find to suggest that John Northrop was involved in Millar's Avion Inc venture. But we are suspicious. Why did Millar name his company Avion Inc, a name that had already been used before, and a name that John Northrop might still have owned?

Interesting Fact #2. Millar renames Avion to Salsbury Motors, and then sells Salsbury Motors to Northrop Aircraft at a 50% premium over book. Post acquisition, thru June 30, 1946, John Northrop is the President of Northrop Aircraft, while Millar is Chairman of the Board for Salsbury Motors, and John Northrop is a Director of Salsbury Motors. In that same period, Northrop took a $110,000 lost provision on Salsbury Motors for the FYE June 30, 1946. See Northrop's FYE 1947 Annual Report, Note B to the Financial Statements. And a year later, in August 1947, Northrop throws in the towel on Salsbury Motors, with Salsbury Motors declaring bankruptcy. One would think that Millar, as the guy who brought money-losing Salsbury Motors to Northrop, would be in some trouble at Northrop. But, no.

Interesting Fact #3. Notwithstanding the very poor financial performance of Salsbury Motors, John Northrop reshuffles the executive leadership team at Northrop Aircraft, and appoints Richard Millar as Chairman of the Board for Northrop Aircraft in May 1947.

We suspect John Northrop held Richard Millar in very high regard from Millar's Vultee days. We will never know what role John Northrop played in Millar's Avion business, or Millar's licensing of Salsbury intellectual property, if any. But we suspect that Northrop Aircraft's acquisition of Salsbury Motors in December 1945 was motivated in part by John Northrop's desire to bring Richard Millar into Northrop Aircraft's management team.

Foster Salsbury hitched his wagon to Richard Millar's horse, and it was apparently a wild and wholly unsatisfying ride for Foster. While Avion seemed headed in the right direction from mid 1944 to the end of 1945, something went horribly wrong after Northrop Aircraft acquired Avion - Salsbury Motors in December 1945.

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