SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 31, 2004
BEXIL CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Maryland 001-12233 13-3907058
(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
11 Hanover Square New York, NY 10005
(Address of Principal Executive Offices) (ZIP Code)
Registrant's telephone number, including area code: 1-212-785-0400
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Section 2 - Financial Information
Item 2.02. Results of Operations and Financial Conditions.
On June 20, 2005 Bexil Corporation (the "Company") issued a press release
announcing financial results for the year ended December 31, 2004. A copy of the
June 20, 2005 press release is attached hereto as Exhibit 99.1 and incorporated
herein by reference.
The information contained in this report on Form 8-K (including the
exhibit) is being furnished pursuant to Item 5 and shall not be deemed to be
"filed" for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the "Exchange Act") or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any filing made by
the Company under the Securities Act of 1933, as amended or the Exchange Act,
except as expressly set forth by specific reference in such a filing.
Section 9 - Financial Statements and Exihibits
Item 9.01. Financial Statements and Exihibits.
(c) Exhibits.
Exhibit No. Description of Exhibit
========== =================================================
99.1 Press Release announcing its financial results for
the year ended December 31, 2004.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
BEXIL CORPORATION
Date: June 20, 2005 /s/ William G. Vohrer
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William G. Vohrer
Treasurer
EXHIBIT INDEX
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Exhibit Number Exhibit Description
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99.1 Press Release announcing its financial
results for year ended December 31, 2004.
Exhibit 99.1
Bexil Corporation Announces Financial Results for 2004 and New Filing Date for
10-QSB
NEW YORK - Bexil Corporation (AMEX: BXL) today announced its financial results
for the year ended December 31, 2004.
2004
Revenues:
Realized and unrealized appreciation on investments
Interest and dividends $ 51,052
Other 116,108
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167,160
Expenses:
General and administrative 813,613
Communication costs 30,348
Professional fees 182,796
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1,026,757
Loss before income taxes and equity in earnings of
York Insurance Services Group, Inc. (859,597)
Income tax (benefit) (267,294)
Equity in earnings of York Insurance Services
Group, Inc. 2,812,088
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Net income $ 2,219,785
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Per share net income:
Basic $ 2.52
Diluted $ 2.52
Weighted average common shares outstanding:
Basic 879,591
Diluted 879,591
Bexil Corporation is a holding company. The Company's primary holding is a 50%
interest in privately held York Insurance Services Group, Inc. ("York"). For
2004 the Company's 50% interest in York is accounted for using the equity method
and, therefore, York's financial statements are not consolidated with our own.
For 2003, inasmuch as the Company was a registered investment company at that
time, York is accounted for using the fair value method.
York is one of the leading privately owned insurance services business process
outsourcing ("BPO") companies in the United States. Since the 1930's, York,
through predecessor companies, has served as both an independent adjustment
company and third party administrator ("TPA") providing comprehensive 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.
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York's summarized condensed consolidated financial information is as follows as
of and for the year ended December 31:
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York Insurance Services Group, Inc.
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2004 2003
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Revenues $ 71,409,418 $ 52,759,165
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Expenses $ 60,599,590 $ 43,329,222
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Net income $ 6,041,101 $ 5,600,129
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Working capital $ 14,141,537 $ 8,801,701
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Total assets $ 35,454,522 $ 20,880,621
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Long term debt $ 1,209,949 $ 2,046,509
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Shareholder's equity $ 18,846,973 $ 12,805,872
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For the year ended December 31, 2004 compared to the year ended December 31,
2003, the Company's total revenues of $167,160 decreased $5,242,322 from
$5,409,482 and equity earnings (net of taxes) of $2,812,088 were recognized in
2004 and not in 2003, due to an accounting change from fair value accounting to
equity method accounting. Interest and dividends decreased by $115,295 primarily
due to lower interest rates and lower investable assets.
Total expenses of $1,026,757 increased $307,585 or 42.8%. General and
administrative expenses increased $238,058 or 41.4% primarily due to higher
employee costs. Professional fees of $182,796 were $73,391 higher than those in
2003 due to higher legal costs arising out of the adoption of the 2004 Long Term
Incentive Plan and unanticipated higher auditing fees. Communication expense
declined $3,728 or 11.3% from $34,212. The effective tax rate applicable to the
deferred income tax expense is significantly lower under the equity method of
accounting due to the benefit of the 80% dividend receive exclusion.
For the reasons described above, relating to the change in accounting method
,net income for the year ended December 31, 2004 was $2,219,785 or $2.52 per
share on a diluted basis as compared to net income of $2,483,069 or $2.84 per
share on a diluted basis for the twelve months ended December 31, 2003.
The Company also announced today that the filing of its report on Form 10-QSB
for the quarter ended March 31, 2005 had been further delayed and that it
anticipated filing the report by July 11, 2005. The Company stated that the
further delay was attributable to the time necessary to make an accounting
presentation of the Company's conversion from an investment company to an
operating company.
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.
Contact: William G. Vohrer
Treasurer
1-212-785-0400, ext. 279
wvohrer@bexil.com