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Press Releases

 

April 3, 2006

Bexil Corporation Announces 2005 Financial Results 

NEW YORK - Bexil Corporation (AMEX: BXL) today reported its financial results for the year ended December 31, 2005. 

Overview

Bexil's primary holding is, and for the last three years has been, its fifty percent interest in privately held York Insurance Services Group, Inc. ("York"). York is an 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 comprehensive claims, data, and risk related services to insurance companies, self-insureds, and intermediaries throughout the United States. York's business units include the program management, licensed private investigation, recovery, environmental consulting, retail logistics and large/complex loss adjusting. The Company's fifty percent interest in York is accounted for using the equity method and, therefore, our financial results are not consolidated with York's. 

Sale of interest in York Insurance Services Group

On December 23, 2005, the Company entered into an agreement for the sale (the "Proposed Sale") of its fifty percent interest in York to York Insurance Acquisition, Inc. ("York Buyer"), a newly formed entity controlled by Odyssey Investment Partners, LLC ("Odyssey") and certain other investors for approximately $39 million in cash. A special committee of independent directors, have evaluated the fairness of the transaction, and the Board of Directors of Bexil have approved the transaction, which is subject to the approval of the holders of at least 50% of Bexil's outstanding common stock. Holders of approximately 32% of Bexil's stock have entered into an agreement in which they have agreed to vote their shares in favor of the sale and against any action that would reasonably be expected to prevent the transactions contemplated by the sale. On March 27, 2006, proxy material was mailed to stockholders seeking approval of the Proposed Sale at a special meeting of stockholders scheduled for April 27, 2006. Completion of the transaction is also subject to the consummation of an agreement by the other fifty percent owner of York, Thomas C. MacArthur, to sell a portion and rollover a portion of his shares to York Buyer, and other conditions to closing. 

If the sale does not receive shareholder approval, the agreement for the Proposed Sale will be terminated. The agreement obligates the Company to pay York Buyer its reasonable out-of-pocket expenses (including without limitation, all fees and expenses of counsel, accountants, investment bankers, experts, and consultants to York Buyer and its affiliates) incurred by York Buyer or on its behalf in connection with or related to the authorization, preparation, negotiation, execution and performance of the Proposed Sale agreement and the agreement by the other fifty percent owner of York up to a maximum of $1,750,000 if the Proposed Sale agreement is terminated for certain reasons, including if the sale of the Company's fifty percent interest in York is not approved by the stockholders of the Company. 

2005 Financial Results

Total revenues of $308,432 in 2005 increased $144,689 or 88.4% compared to 2004.  Revenues from consulting and other fees earned from York increased $59,000 due primarily to an increase in the consulting arrangement to $150,000 per annum in 2005 from $100,000 per annum in 2004. Dividend and interest income increased $85,689 or 168.9% due to larger investable cash balances and rising yields on our money market fund investment. Cash balances were larger primarily as a result of receiving $12,670,691 in cash dividends from York in 2005.

Total expenses of $2,352,262 in 2005 increased $1,325,505 or 129.1% compared to total expenses of $1,026,757 in 2004. Compensation and benefits increased $742,350 or 121.6% in 2005 compared to 2004. The increase was due to bonus payments totaling $815,625 paid to the Chief Executive Officer and the Executive Chairman as a result of the Company having entered into an agreement for the Proposed Sale. This was partially offset by a decrease of approximately $100,000 in base salary expense in 2005 from 2004. Professional expenses increased $571,615 or 252.0% in 2005. This was due to an increase in audit and audit related expenses of approximately $226,000 as a result of the change in auditors in 2005. Legal expenses increased approximately $116,000 and other professional services increased approximately $208,000 arising from the Proposed Sale. The decrease in occupancy expenses was due to a decrease in allocated rent and occupancy expenses for jointly used office space and administrative support functions from affiliate Winmill & Co. Incorporated of $31,729. Communications expenses increased $42,008 or 74.7% due to expenses incurred from the Proposed Sale.

The Company recognized an impairment loss of $325,000 related to an investment in the common stock of a non-public entity in 2005. A valuation committee established by the Company determined that the decrease in fair value of the investment was other than temporary based upon the financial condition and near term prospects of the underlying investee.

The Company's income tax benefit decreased $110,673 or 41.4% in 2005 due primarily to a reduction in deferred tax assets.

The Company's equity in the earnings of York increased $800,343 or 28.5% in 2005, from $2,812,088 in 2004 to $3,612,431 in 2005. This increase is attributable to York's net income from 2004 to 2005.

Net income in 2005 was $1,400,222 compared to net income of $2,219,785 in 2004, representing a 36.9% decrease year to year. Net income on a per-share diluted basis was $1.59 in 2005, compared with $2.52 in 2004, representing a 37.1% decrease year to year.

BEXIL CORPORATION

UNAUDITED STATEMENTS OF INCOME 

    For the Years Ended        

       December 31, 2005 and 2004             

2005

2004   

  Revenues:

  

  Consulting and Other

$ 172,000

$ 113,000  

  Dividends and Interest

136,432

50,743  

308,432

163,743  

  

  

  Expenses:

  

  Employee compensation and benefits

1,352,639

                 610,289

  Professional

798,460

                  226,845

  Occupancy

102,896 

                  133,364

  Communications

98,267

                   56,259

  

2,352,262

               1,026,757

  Realized gain (loss) on investments

(325,000)

                     3,417

  Loss before income taxes and equity in earnings

  

  

      of York Insurance Services Group, Inc.

(2,368,830)

(859,597)  

  Income tax benefit

(156,621)

(267,294)  

  Equity in earnings of York

  

  

      Insurance Services Group, Inc.

3,612,431

2,812,088  

     

  Net income

$ 1,400,222

$ 2,219,785   

  Per share net income:

  

  Basic

$ 1.59

$ 2.52   

  Diluted

$ 1.59

$ 2.52   

  Average shares outstanding:

  

  Basic

879,592

879,591   

  Diluted

882,521

879,591   

York's summarized and unaudited condensed financial information for the years ended December 31, 2005 and 2004 was as follows:

York Insurance Services Group, Inc.

Year Ended December 31,

   2005  

      2004  

  

  

  Revenues

$ 75,241,609  

$ 71,512,418  

  Expenses

 63,186,888  

60,952,590  

  Net Income

 7,224,861  

 6,041,101  

  

  

  

  Working Capital

 8,727,146  

 14,169,125  

  Total Assets

 30,444,192  

 35,481,110  

  Long Term Debt

      13,834,609

       1,209,949

  Shareholder's equity

 730,452  

 18,846,973  

More information about Bexil may be found at its web site http://www.bexil.com

This press release may contain "forward looking information" and "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, the forward looking information and these forward looking statements.

Press Release Links

April 3, 2006
Bexil Corporation Announces 2005 Financial Results
December 27, 2005
Bexil Corporation Agrees to Sell Interest in York Insurance Services Group
November 14, 2005
Bexil Corporation Announces Third Quarter 2005 Financial Results
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
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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