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Press Releases |
November 10, 2005
BEXIL CORPORATION ADOPTS SHAREHOLDER RIGHTS PLAN
NEW YORK -- Bexil Corporation (AMEX: BXL) today announced
that its Board of Directors has adopted a shareholder rights
plan. The rights plan is designed to ensure that all Bexil shareholders receive fair and equal treatment in the
event of an unsolicited attempt to acquire Bexil. The adoption of the rights plan is intended
to deter partial and "two step" tender offers or other
coercive takeover tactics, and to prevent an acquirer from gaining control of
Bexil without offering a fair price to all of Bexil's shareholders. The rights plan was not adopted in response
to any known offers for Bexil and is similar to shareholder rights plans adopted by many other
companies.
To implement the rights plan, the Board of Directors declared a dividend distribution of one right for each outstanding
share of Bexil common stock, par value $.01 per share, to holders of record of
the shares of common stock at the close of business on November
21, 2005. Each right entitles the registered holder to
purchase from Bexil one one-thousandth of a share of preferred stock, par value
$.01 per share. The rights will be distributed as a non-taxable dividend and will expire on November 21, 2015.
The rights will be evidenced by the underlying Bexil common stock, and no separate
preferred stock purchase rights certificates will presently be distributed. The rights to acquire
preferred stock are not immediately exercisable and will become exercisable
only if a person or group, other than certain exempt persons, acquires or
commences a tender offer for 10% or more of Bexil's common stock.
If a person or group, other than certain exempt persons, acquires or commences a tender offer for
10% or more of Bexil's common stock, each
holder of a right, except the acquirer, will be entitled, subject to Bexil's right to
redeem or exchange the right, to exercise, at an exercise price of
$67.50, the right for one one-thousandth of a share of Bexil's newly-created Series A
Participating Preferred Stock, or the number of shares of Bexil common stock
equal to the holder's number of rights multiplied by the exercise price and divided by 50% of the
market price of Bexil's common stock on the date of the occurrence of such an event. Bexil's Board of Directors may terminate the
rights plan at any time or redeem the rights, for $0.01
per right, at any time before a person acquires 10% or more of Bexil's
common stock.
For a summary of the rights plan, visit the company's
website at http://www.bexil.com. A copy of the
rights agreement will be filed with the Securities and Exchange Commission as
an exhibit to a current report on Form 8-K.
Bexil is a holding company. The Company's primary holding is a 50% interest in
York Insurance Services
Group, Inc. ("York"). York is a privately owned insurance services business process
outsourcing company. Since the 1930's, York through predecessor companies, has served as both an independent adjustment
company and third party administrator providing claims data and risk related
services to insurance companies, self insureds, and intermediaries throughout
the United States. More recently York has established business units in the program management, licensed private investigation,
recovery, environmental consulting, retail logistics and large/complex loss
adjusting markets. Our 50% interest in York is accounted for using the equity method and, therefore, York's
financial results are not consolidated with our own. More information about Bexil may be found at its web
site http://www.bexil.com.
This press release may contain forward-looking statements and similar
expressions that reflect Bexil's current expectations about its future
performance, and are subject to risks, uncertainties and other factors that
could cause Bexil's actual performance to differ materially from those expressed
in, or implied by, these forward-looking statements.
Press Release Links
Novermber 10, 2005
Bexil Corporation
Adopts Shareholder Rights Plan
November 9, 2005
Bexil Corporation Announces
Conference Call
August 15, 2005
Bexil Corporation Announces Second Quarter
2005 Financial Results
July 11, 2005
Bexil Corporation
Announces Financial Results for the First Quarter Ended March 31, 2005
June 20, 2005
Bexil
Corporation Announces Financial Results for 2004 and New Filing Date for 10-QSB
May 27, 2005
Bexil Corporation Announces Plan Developments for Late 10-KSB and 10-QSB
Filings
May 24, 2005
Bexil Corporation Announces
Late Filing of First Quarter 10QSB and Unaudited Comparative Financial Data
May 20, 2005
Bexil Corporation Announces
Further Delay in 10KSB Filing
April 26, 2005
Bexil Corporation Announces
Receipt of AMEX Notice of Failure to Satisfy Continued Listing Standard
April 18, 2005
Bexil Corporation Announces
Change of Independent Registered Public Accounting Firms
September 13, 2004
Bexil Corporation Announces Conference Call
August 13, 2004
Bexil Corporation Announces Financial Results for the Second Quarter Ended June 30, 2004
May 17, 2004
Bexil Corporation Announces Financial Results for the First Quarter 2004
March 1, 2004
Bexil Corporation Omits First Quarter Dividend
January 6, 2004
Bexil Corporation Announces Deregistration
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