SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the registrant / /
Filed by a party other than the registrant /x/
Check the appropriate box:
/ / Preliminary proxy statement / / Confidential,
For Use of the
Commission Only
(as permitted by
Rule 14a-6(e)(2))
/ / Definitive proxy statement
/ / Definitive additional materials
/x/ Soliciting material under Rule 14a-12
INSPIRE INSURANCE SOLUTIONS, INC.
(Name of Registrant as Specified in Its Charter)
Buena Venture Associates, L.P.
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of filing fee (Check the appropriate box):
/x/ No fee required.
/ / Fee computed on table below per Exchange Act Rules 14a 6(i)(1) and 0-
11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee
is calculated and state how it is determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
/ / Fee paid previously with preliminary materials:
/ / Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number, or
the form or schedule and the date of its filing.
(1) Amount previously paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
INSpire Insurance Solutions Board Silences Shareholders
The following statement has been issued by Buena Venture Associates, L.P.,
a private venture capital partnership located in Fort Worth, Texas, and managed
by persons and entities associated with Sid Bass. Buena Venture currently owns
11% of the common shares of INSpire Insurance Solutions, Inc., a Fort Worth,
Texas, based company that provides policy and claims administration solutions
for all property and casualty insurance products:
"On March 27, 2000, INSpire Insurance Solutions, Inc. (Nasdaq: NSPR) filed
notice with the Securities and Exchange Commission that its Board of Directors
amended the corporation's bylaws on March 23, 2000. The change requires that
any shareholder desiring to make nominations or introduce any other business at
the annual meeting must notify the Company 90 days before the anniversary of the
previous annual meeting. This means shareholders must have notified the Company
before February 11, 2000.
"We are shocked by this act making it impossible for shareholders to raise
business matters or nominate persons to the Board of Directors. Such a
retroactive bylaw is unconscionable, unfair and unenforceable.
"Our real concern, however, is that the Board of Directors would attempt to
silence shareholders. Who owns INSpire Insurance Solutions? Is this the way
the Directors represent the shareholders, or the way the Directors represent
themselves?
"Over the coming days we will discuss these issues with other shareholders
and determine what action to take. Shareholders interested in sharing their
views with us should call us directly at (817)339-7400 and ask for John
Pergande."
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The following persons and entities may be deemed to be participants in any
potential solicitation of proxies relating hereto. These persons and entities
beneficially own the number of shares of common stock of INSpire Insurance
Solutions, Inc. set forth immediately following each participant's name. Buena
Venture Associates, L.P. (2,135,000), Buena Holdings Associates, L.P.
(2,135,000, in its capacity as the sole general partner of Buena Venture
Associates, L.P.), Buena Holdings Genpar, Inc. (2,135,000, in its capacity as
the general partner of Buena Holdings Associates, L.P.), The Sid R. Bass
Management Trust (2,135,000, in its capacity as the sole shareholder of Buena
Holdings Genpar, Inc.), Sid R. Bass (2,315,000, in his capacity as a Trustee of
The Sid R. Bass Management Trust)and John Pergande, an associate of Mr. Bass
(none).
THE ABOVE-NAMED PARTICIPANTS HAVE NOT DETERMINED TO CONDUCT A PROXY CONTEST
WITH RESPECT TO INSPIRE INSURANCE SOLUTIONS, INC. IF, HOWEVER, THEY DETERMINE
TO DO SO, THEY WILL FILE WITH THE SECURITIES AND EXCHANGE COMMISSION A PROXY
STATEMENT. IN THAT EVENT, SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT IN
ITS ENTIRETY, AS IT WILL CONTAIN IMPORTANT INFORMATION. ONCE FILED WITH THE
SECURITIES AND EXCHANGE COMMISSION, SHAREHOLDERS MAY OBTAIN A COPY OF THE PROXY
STATEMENT AT THE SECURITIES AND EXCHANGE COMMISSION'S WEBSITE AT WWW.SEC.GOV.
