-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OC3E0pRLR+TytCvpIsS+tp/4eF/htGpEeGzvI/Z9LXdw+nD94sW1KlOmHUrgbWbL 6woOIHEL14tNLdKQoOag+w== 0000052234-95-000011.txt : 19951010 0000052234-95-000011.hdr.sgml : 19951010 ACCESSION NUMBER: 0000052234-95-000011 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19951006 ITEM INFORMATION: Acquisition or disposition of assets FILED AS OF DATE: 19951006 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: BULL & BEAR GROUP INC CENTRAL INDEX KEY: 0000052234 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 131897916 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-09667 FILM NUMBER: 95579015 BUSINESS ADDRESS: STREET 1: 11 HANOVER SQ CITY: NEW YORK STATE: NY ZIP: 10005 BUSINESS PHONE: 2127850900 MAIL ADDRESS: STREET 1: 11 HANOVER SQ CITY: NEW YORK STATE: NY ZIP: 10005 8-K 1 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: October 6, 1995 BULL & BEAR GROUP, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware - -------------------------------------------------------------------------------- (State or other jurisdiction of incorporation) 09667 13-1897916 - -------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) 11 Hanover Square, New York, New York 10005 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) 212-785-0900 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) - ----------------------------------------------------------------- (Former name or former address, if changed since last report.) Exhibit Index on page 4 1 Item 2. Acquisition or Disposition of Assets (a) A Company investment management subsidiary (the "Investment Manager") entered into an Asset Purchase Agreement with Excel Advisors, Inc. ("Excel Advisors"), providing for the Investment Manager's purchase of the assets that relate to the management of Excel Midas Gold Shares, Inc. ("Midas Gold"), a mutual fund, for $182,500. The source of the funds used was the Company's working capital. The transfer of these assets resulted in the assignment and automatic termination of the current investment management agreement between the Excel Advisors and Midas Gold (the "Current Agreement"). Accordingly, as a result of the termination of the Current Agreement, shareholders of Midas Gold were asked to consider a new investment management agreement ("New Agreement") between Midas Gold and the Investment Manager effective upon the termination of the Current Investment Management Agreement. In connection such matters, shareholders were also asked to consider a subadvisory agreement, described below, and a reorganization of Midas Gold, resulting in its reincorporation as a Maryland company to be named "Midas Fund, Inc." and authorizing the approval of agreements for Midas Fund, Inc. identical to the New Agreement and the subadvisory agreement, as well as a plan of distribution with a Company broker/dealer subsidiary, and to elect a new board of directors comprised similarly to the boards of directors of the Bull & Bear Funds. Each of the above items was approved by shareholders on August 25, 1995. With respect to Midas Gold and Bull & Bear Gold Investors Ltd. (the "Funds"), the Company investment management subsidiaries (the "Investment Managers") entered into subadvisory agreements with Lion Resource Management Limited (the "Subadviser") regarding Fund portfolio investments. Pursuant to the agreements, the Subadviser advises and consults with the Investment Managers regarding the selection, clearing and safekeeping of the Funds' portfolio investments and assists in pricing and generally monitoring such investments. The Subadviser also provides the Investment Managers with advice as to allocating the Funds' portfolio assets among various countries, including the United States, and among equities, bullion, and other types of investments, including recommendations of specific investments. The Investment Managers, not the Funds, pay the Subadviser monthly a percentage of the Investment Manager's net fees based upon the Funds' performance and total net assets. Each agreement was approved by that Fund's shareholders on August 25, 1995. 2 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. BULL & BEAR GROUP, INC. October 6, 1995 By://Thomas B. Winmill// Thomas B. Winmill, Esq. Co-President 3 EXHIBIT INDEX N/A 4 -----END PRIVACY-ENHANCED MESSAGE-----