Equus II Incorporated Comments on Dow Jones Newswire Story
June 22 2005 - 7:11PM
PR Newswire (US)
Equus II Incorporated Comments on Dow Jones Newswire Story HOUSTON,
June 22 /PRNewswire-FirstCall/ -- On June 17, 2005, the Dow Jones
Newswire published a story concerning the proposal that Equus II
Incorporated (NYSE:EQS) has submitted to its stockholders for
consideration at its annual meeting of stockholders to approve the
engagement of Moore, Clayton Capital Advisors, Inc. as the
investment adviser to the Fund. Sam P. Douglass, Chairman and Chief
Executive Officer of the Fund commented, "Beginning in January
2005, the Board began a process to review strategic alternatives
for the Fund as described in the Proxy Statement dated May 27,
2005. The outcome of that process is a recommendation to the Fund's
stockholders to approve Moore, Clayton Capital Advisors, Inc., as
the Fund's investment adviser. In addition, six new directors are
being proposed for election to the Fund's board along with four
incumbent directors. Five current directors are not standing for
re-election." With respect to Moore, Clayton's commitment to
purchase or arrange for the purchase of up to 27.5% of the Fund's
shares if the proposed management agreement is approved, Mr.
Douglass added, "The Board viewed Moore, Clayton's commitment to
buy a significant amount of shares in the Fund primarily as a
commitment to the Fund's future performance through a major equity
investment in the Fund and not to provide an immediate return to
all of the Fund's stockholders." Mr. Douglass continued, "The Board
did not set any requirements as to how Moore, Clayton would achieve
its ownership position. As indicated in the Proxy Statement, Moore,
Clayton may make these purchases through privately arranged
transactions with individual stockholders or in the public market
at negotiated prices. Any such purchases will be made away from the
Fund and may not be offered to all stockholders." With respect to
the possible purchase of shares from officers and directors, Mr.
Douglass added, "In order to adopt the new incentive compensation
structure, the Fund may not have any outstanding stock options in
accordance with legal requirements. To facilitate the exercise of
the existing stock options held by officers and directors, Moore
Clayton may buy the shares issued upon exercise of such options.
The purchase price paid for any such shares will not exceed the
current market price for the shares." Mr. Douglass concluded,
"Karpus Investment Management is the Fund's largest institutional
holder and the Fund is aware that Moore, Clayton has communicated
with representatives of Karpus, as would any prudent person wishing
to become involved in the management of the Fund, concerning the
possibility of Moore, Clayton's becoming the Fund's manager.
Whether Moore, Clayton purchases the position of any institutional
holder such as Karpus in order to fulfill its commitment to the
Fund is something that will be negotiated between Moore, Clayton
and such institutional holder." The Fund -- Equus II Incorporated
-- is a business development company, which seeks to generate
current distributions of net investment income and long-term
capital gains by making equity-oriented investments in small to
medium-sized privately owned companies. The current portfolio
consists of investments in 14 businesses in various industries and
two venture capital funds. More information on the Fund and other
Equus entities may be obtained from Equus' website at
http://www.equuscap.com/ . This press release may contain certain
forward-looking statements regarding future circumstances. These
forward-looking statements are based upon the Fund's current
expectations and assumptions and are subject to various risks and
uncertainties that could cause actual results to differ materially
from those contemplated in such forward-looking statements
including, in particular, the risks and uncertainties described in
the Fund's filings with the Securities and Exchange Commission.
Actual results, events, and performance may differ. Readers are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date hereof. The Fund
undertakes no obligation to release publicly any revisions to these
forward looking statements that may be made to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events. The inclusion of any statement in this
release does not constitute an admission by the Fund or any other
person that the events or circumstances described in such statement
are material. CONTACT: Sam P. Douglass (713) 529-0900 DATASOURCE:
Equus II Incorporated CONTACT: Sam P. Douglass, +1-713-529-0900,
for Equus II Incorporated Web site: http://www.equuscap.com/
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