General Development of Business
−Removed: Wright Investors’
−Removed: Service Holdings, Inc.
−Removed: (the “Company”,
−Removed: “Wright Holdings”, “we”
−Removed: or “us”) was incorporated on March 10, 1998 as a wholly-owned subsidiary
−Removed: of GP Strategies Corporation (“GP Strategies”) and in November 2004, the Company’s common stock was spun-off
−Removed: to holders of record of GP Strategies common stock and GP Strategies Class B capital stock.
−Removed: The Company’s common
−Removed: stock is quoted on the OTC Pink Sheets and is traded under the symbol “iWSH”.
−Removed: The Company currently has a substantial portion of its
−Removed: assets consisting of cash and cash equivalents.
+Added: Wright Investors’ Service Holdings, Inc.
+Added: (the “Company”, “Wright Holdings”, “we” or “us”) was incorporated on March 10, 1998 as
+Added: a wholly-owned subsidiary of GP Strategies Corporation (“GP Strategies”) and in November 2004, the Company’s common
+Added: stock was spun-off to holders of record of GP Strategies common stock and GP Strategies Class B capital stock.
+Added: The Company’s
+Added: common stock is quoted on the OTC Pink Sheets and is traded under the symbol “iWSH”.
+Added: The Company currently has a substantial portion
+Added: of its assets consisting of cash and cash equivalents.
Description of the Business of the Company
−Removed: The Company has no or nominal operations and, as a result,
−Removed: we are a “shell company”, as defined in Rule 405 of the Securities Act of 1933, as amended, or the Securities Act,
−Removed: and Rule 12b-2 of the Securities Exchange Act of 1934, as amended, or the Exchange Act.
−Removed: As a shell company, our stockholders will
−Removed: be unable to utilize Rule 144 of the Securities Act, or Rule 144 to sell “restricted stock”
−Removed: as defined in Rule 144
−Removed: or otherwise use Rule 144 to sell stock of the Company, and we would be ineligible to utilize registration statements on Form S-3
−Removed: or Form S-8 for so long as we remain a shell company and for 12 months thereafter.
+Added: The Company has no or nominal operations.
+Added: result, the Company is a “shell company”, as defined in Rule 405 of the Securities Act of 1933, as amended, or the Securities
+Added: Act, and Rule 12b-2 of the Securities Exchange Act of 1934, as amended, or the Exchange Act.
+Added: As a shell company, its stockholders will
+Added: be unable to utilize Rule 144 of the Securities Act, or Rule 144 to sell “restricted stock” as defined in Rule 144 or otherwise
+Added: use Rule 144 to sell stock of the Company, and the Company would be ineligible to utilize registration statements on Form S-3 or Form
+Added: S-8 for so long as the Company remains a shell company and for 12 months thereafter.
Among other things, as a consequence, the offering,
−Removed: issuance and sale of our securities is likely to be more expensive and time consuming and may make our securities less attractive
−Removed: to investors.
−Removed: The Company is not engaged in the business of investing,
−Removed: reinvesting, or trading in securities, and we do not hold ourselves out as being engaged in those activities.
−Removed: However, under the
−Removed: Investment Company Act, a company may fall within the scope of being an “inadvertent investment company”
−Removed: under section
−Removed: 3(a)(1)(C) of such Act if the value of its investment securities (as defined in the Investment Company Act) is more than 40% of
−Removed: its total assets (exclusive of government securities and cash and certain cash equivalents).
−Removed: The Company will continue to evaluate and potentially
−Removed: explore all available strategic options.
−Removed: We will continue to work to maximize stockholder value.
−Removed: Such strategic options may include
−Removed: developing or acquiring a majority interest or at least a controlling interest (as defined for purposes of the Investment Company
−Removed: Act of 1940, as amended (the “Investment Company Act”) in a company (or companies) with principal business operations
−Removed: in an industry that we believe will provide attractive opportunities for growth.
−Removed: We are not limited to any particular industry
−Removed: or type of business.
−Removed: The directors will also consider alternatives for distributing some or all of the proceeds to stockholders.
−Removed: The Company intends to continue to invest the proceeds and our other liquid assets in high-grade, short-term investments (such
−Removed: as cash and cash equivalents) consistent with the preservation of principal, maintenance of liquidity and avoidance of speculation.
−Removed: See “Risk Factors”
−Removed: The Company may be classified
−Removed: as an inadvertent investment company”
−Removed: and “The Company is a shell company under the federal securities laws.”
+Added: issuance and sale of its securities is likely to be more expensive and time consuming and may make the Company’s securities less
+Added: attractive to investors.
+Added: The Company is not engaged in the business of
+Added: investing, reinvesting, or trading in securities, and it does not hold itself out as being engaged in those activities.
+Added: However, under
+Added: the Investment Company Act of 1940, as amended (the “Investment Company Act”), a company may fall within the scope of being
+Added: an “inadvertent investment company” under section 3(a)(1)(C) of such Act if the value of the Company’s investment securities
+Added: (as defined in the Investment Company Act) is more than 40% of the Company’s total assets (exclusive of government securities and
+Added: cash and certain cash equivalents).
+Added: The Company intends to evaluate and explore all
+Added: available strategic options.
+Added: The Company will continue to work to maximize stockholder value.
+Added: Such strategic options may include acquisition
+Added: of an investment advisory business, acquisition of a financial services business, creating partnerships or joint ventures for those or
+Added: other businesses and investing in other businesses that provide attractive opportunities for growth.
+Added: The directors will also consider
+Added: alternatives for distributing some or all of the Company’s cash and cash equivalents.
+Added: Until such time as a decision is made as to
+Added: how its liquid assets of the Company are so deployed, the Company intends to invest its liquid assets in high-grade, short-term investments
+Added: (such as cash and cash equivalents) consistent with the preservation of principal, maintenance of liquidity and avoidance of speculation.
+Added: See “Risk Factors” The Company may
+Added: be classified as an inadvertent investment company” and “The Company is a shell company under the federal securities laws.”
The Company has 2 full-time employees as of December
Connecticut Property
−Removed: The Company has interests in land and certain flowage
−Removed: rights in undeveloped property (the “properties”) primarily located in Killingly, Connecticut.
+Added: The Company has interests in land and certain
+Added: flowage rights in undeveloped property (the “properties”) primarily located in Killingly, Connecticut.
The properties were
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.