Kansas City Life Insurance Co. (KCLI)

[Enterprising Investor]

Further markdowns available.

[Renee]

KCLI delisted from the Nasdaq to the OTC:

http://otce.finra.org/DLAdditions

[Enterprising Investor]

Confirmation. KCLI is "on sale".

[Enterprising Investor]

Investing With An Edge: Kansas City Life (12/28/15)

http://seekingalpha.com/article/3776946-investing-with-an-edge-kansas-city-life

[vpagano]

They have chosen to not issue a contra account to be cashed out then, and so I will hold shares in essentially a dark bank.

[Enterprising Investor]

Fido has not yet cashed out either the EI/MEI or Mom & Pop account.

Are you saying IB is holding you hostage?

[vpagano]

Thanks EI, but hang on this got interesting it seems...

I was cashed out fine in one account at TradeKing which I had added that morning to make a full position....

...however when I added some shares in my Interactive Brokers account I was NOT cashed out due to settlement reasons (t+3).

It's odd that the discretion seemed to be to the broker to handle it, the wording in the filing was "We intend that Stock held in street name, through a broker, bank or other nominee, will be treated in the same manner" so I suppose it allows it to happen.

-V

[Enterprising Investor]

I was one, but let me explain.

Fido had warned me this year to be careful with "beer money" deals in accounts sharing the same SSN/TIN.

I bought shares on Monday in my IRA Rollover account, but sold them Tuesday before the market close for a tiny profit. Yes, I was scared that the two accounts would be lumped together and shares allocated. I was hoping for a little pop on Tuesday, but it did not increase as much as I expected.

The 249 shares in our joint account were bought way too early. No complaints. Just a lower ROI.

Credit to vpagano on bringing it to my attention.

[MrchntDeth]

Goodbye moring, Professor E.I.,

Just wanted to mention that I woke up this morning, checked several differently titled accounts (e.g., my Roth IRA, my wife's old Rollover IRA from some years ago, a jointly-owned regular taxable (non-retirement) account, a couple of UTMA's for the grandkids), and just like magic, saw that all of the KCLI shares in all of the accounts now had a Contra CUSIP to reflect the Reverse Split effectuated at 6:00 p.m. (CST) yesterday evening. This even includes some shares that were just purchased yesterday morning for the little ones in their UTMA savings accounts for college.

No single account held more than 249 shares. Had any account held 250 or more "old" KCLI shares, I would have been reverse-split, 1:250 shares, and a minute later, at 6:01 p.m. (CST), forward split, 250:1 shares, and I would've still been the proud owner of the old reverse split, new forward split "Darkly Traded" KCLI shares.

Instead, each of these old, reverse split shares, with the new Contra CUSIP, will now be exchanged for $52.50 a piece.

This was some of the easiest money ever made, especially the shares purchased yesterday near the opening, at just under $50.00/share. I haven't yet done the math on these last minute purchases of KCLI, but the annualized return should be a crazy number.

Who, in their right mind, would be selling KCLI on what would've been the last day of trading before collecting another 2 1/2 bucks?! The only things that comes to mind would either be big Institutional Investors that either wanted out while this was still fairly liquid and/or those same large holders wanting to sell, believing that the Reversed-Forward Split KCLI will be trading much lower than yesterday's price trading range.

I don't think that these were small (i.e., < 250 share holders of this stock. I hope not, any way.

"Irregardlessly" [sic, I'm happy as a Lark this morning. Deals/offers/opportunities like KCLI don't come along very often, with as much "scalability" as this one had (where one could buy up to 249 shares per account, and where the Sellers of the stock were willing to give up such large spreads on this one. The spread did narrow a bit in the last 2 days of trading, but anyone reading their updated Schedule 14 SEC filing would have noticed that they had TRIPLED the amount of money that they had initially allocated to take this company dark. This told me that the handful of large owners (that already collectively held more than 2/3 of the company, saw this as a TREMENDOUS opportunity to buy out as many small holders (those with < 250 shares), delist the stock, make it much more illiquid than it had already been, and allow Bixby, et al. to run this company as their own private little fiefdom.

Well done, Bixby Family . . . well done!

MoD

Ps: thanks for the Christmas money. We're much obliged!

[Enterprising Investor]

Kansas City Life shareholders approve plan to go private (12/15/15)

by Brian Kaberline

Kansas City Life Insurance Co. took a big step Tuesday in taking the company private.

Shareholders approved a reverse stock split that will convert every 250 shares of stock into 1 share. Holders of fewer than 250 shares will have their stock repurchased by the company.

The aim is to reduce the number of shareholders to fewer than 300, which will allow Kansas City Life to deregister its stock. More important, company officials said, going private will save the time and expense of filing reports with the Securities and Exchange Commission and complying with the Sarbanes-Oxley Act.

In SEC filings, the company estimated that it would save $850,000 a year by going private, not including executive and administrative time spent complying with requirements of publicly traded companies.

The company said in a release that it plans to make the reverse stock split effective 6 p.m. Wednesday. One minute later, the company will do a forward stock split, converting each share to 250 shares.

Kansas City Life then would have to file with the SEC to deregister its stock, which would take effect 90 days afterward.

Although going private will bring savings, Kansas City Life estimated in October that it would pay nearly $31 million to buy out smaller shareholders — at $52.50 a share for more than 573,000 shares — and cover the cost of the stock splits. The company will cover the costs with cash on hand.

Kansas City Life reported a profit of $5.4 million for the quarter that ended Sept. 30, down from $7.9 million for the same period in 2014.

http://www.bizjournals.com/kansascity/news/2015/12/15/kansas-city-life-shareholders-vote-to-go-private.html

[Enterprising Investor]

Kansas City Life Insurance Company Shareholders Approve Reverse/Forward Stock Split (12/15/15)

Decision allows 120-year-old Company to focus more resources toward providing Security Assured for customers nationwide

KANSAS CITY, Mo. (Dec. 15, 2015) – Shareholders of Kansas City Life Insurance Company voted today to approve a reverse/forward stock split transaction. When completed, the transaction will likely reduce the number of holders of record for the Company’s stock, and permit the Company to terminate its registration under the Securities Exchange Act of 1934 and suspend its periodic reporting requirements with the Securities and Exchange Commission.

Following the shareholder meeting, the Board of Directors authorized the Company to file the Amendments to the Articles of Incorporation with the Department of Insurance and the Missouri Secretary of State, with the reverse stock split to be effective at 6:00 p.m. Central Time on Dec. 16, 2015, and the forward stock split to be effective at 6:01 p.m. Central Time on Dec. 16, 2015.

In August, the Company announced that its Board of Directors had authorized amendments to its Articles of Incorporation to affect the transaction.

The reverse/forward stock split proposal was approved by 89 percent of all the shares voted at the meeting.

“Our Board of Directors determined, and our shareholders have agreed, that the costs of being a publicly held company outweigh the benefits,” said R. Philip Bixby, President, Chief Executive Officer and Chairman of the Board. “The time and resources gained from this decision will allow management to put more effort toward the success of our customers, longevity of our Company, and the pursuit of providing Security Assured for those who put their trust in us.”

The transaction is expected to permit the Company to eliminate many of the expenses related to the disclosure, reporting and compliance requirements of the Exchange Act, the Sarbanes-Oxley Act, and related federal securities laws and regulations.

The transaction will not result in a change in control of the Company, and the mission and vision of the Company remains strong and focused on what matters most to its employees and customers.

“For more than 120 years, we have been in the business of creating financial security to families and businesses in Kansas City and across the country,” said Bixby. “Our 400-plus associates share a commitment to serving our customers and building Kansas City Life for the future. Our financial strength and dedicated team ensure we will be here to serve our customers and our community for years to come.”

About Kansas City Life Insurance Company

Kansas City Life Insurance Company (NASDAQ: KCLI) was established in 1895 and is based in Kansas City, Missouri. The Company's primary business is providing financial protection through the sale of life insurance and annuities. The Company's revenues were $465.0 million in 2014, and assets and life insurance in force were $4.6 billion and $32.0 billion, respectively, as of December 31, 2014. The Company operates in 49 states and the District of Columbia. For more information, please see the Company’s Year End Form 10-K, as amended, or please visit www.kclife.com.

http://www.sec.gov/Archives/edgar/data/54473/000101410815000306/kcli-ex991.htm

http://www.sec.gov/Archives/edgar/data/54473/000101410815000306/kcli-form8k_dec152015.htm

[Enterprising Investor]

Effective Date of Split will be 12/16/15 upon approval.

Requires 2/3's vote to pass. Insiders alone control 66.8 percent.

[Enterprising Investor]

Special Shareholders Meeting scheduled for 12/15/15 at 10:00.

[Enterprising Investor]

Proxy (11/13/15)

http://www.sec.gov/Archives/edgar/data/54473/000101410815000279/kcli-def14a_nov132015.htm

[Enterprising Investor]

Preliminary Proxy (10/21/15):

http://www.sec.gov/Archives/edgar/data/54473/000101410815000269/kcli-prer14a_oct202015.htm

[Enterprising Investor]

Kansas City Life starts process to go private (7/28/15)

Ashley Jost

Kansas City Life Insurance Co. is getting ready to go private.

More specifically, the company is proposing moves that would let it reduce the number of shareholders to a point where it could avoid the reporting that goes with being a publicly traded company.

“The incentive is that this is expected to reduce expenses associated with being a registered company with the Securities and Exchange Commission,” CFO Tracy Knapp said.

According to a filing with the SEC on Tuesday, the company proposes a 1-for-250 reverse stock split of its capital stock, followed immediately by a 250-for-1 forward stock split of its common stock. Stockholders with fewer than 250 shares of common stock before the move would receive $52.50 a share.

The company's stock closed Tuesday at $43.03 a share.

A voting group that includes members of the Bixby family controls more than 50 percent of Kansas City Life stock. CEO R. Philip Bixby and his brother, Vice Chairman Walter "Web" Bixby, are the fourth generation of the Bixby family to lead the company.

The move would not result in a change in control of the company, the SEC document states.

Knapp said more details about the process will be filed soon in a proxy statement with the SEC.

Tuesday's release said a stockholders meeting would be scheduled for Dec. 15. If approved, the stock splits would take place shortly afterward.

Kansas City Life offers life, dental, vision and disability insurance through in-house agents, group brokers and third-party marketing arrangements. The company was established in 1895 and currently employs more than 400 associates. It ranked No. 19 on the Kansas City Business Journal's list of Top Area Public Companies, based on 2014 revenue of $465 million.

Kansas City Life had revenue of $108.8 million and earnings of nearly $10.9 million, or $1.01 a share for the quarter that ended June 30. That compares with revenue of $116.6 million and earnings of $8.6 million, or 78 cents a share, for the same period last year.

http://www.bizjournals.com/kansascity/news/2015/07/28/kansas-city-life-starts-process-to-go-private.html