SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(RULE 13D-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13D-1(A) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13D-2(A)
(AMENDMENT NO. __)*
VALUE LINE, INC.
(Name of Issuer)
COMMON STOCK, $.10 PAR VALUE
(Title of Class of Securities)
920437 10 0
(CUSIP Number)
Mr. Howard A. Brecher
Arnold Bernhard & Co., Inc.
220 East 42nd Street
New York, NY 10017
(212) 907-1620
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 17, 2000
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box |_|
NOTE: Schedules filed in paper format shall include a signed original and
five copies of the Schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 (the "Act") or otherwise subject to the liabilities of that section
of the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
<PAGE>
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CUSIP No. 920437 10 0 13D
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Arnold Bernhard & Co., Inc.
TIN: 13-1540671
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)|_|
(b)|_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS |_|
IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
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NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED 8,304,145
BY
EACH --------------------------------------------------------------
REPORTING SHARED VOTING POWER
PERSON 8
WITH Zero
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9 SOLE DISPOSITIVE POWER
8,304,145
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10 SHARED DISPOSITIVE POWER
Zero
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,304,145
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW |_|
(11) EXCLUDES CERTAIN SHARES*
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
83.22%
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14 TYPE OF REPORTING PERSON*
CO
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<PAGE>
ITEM 1. SECURITY AND ISSUER
This statement on Schedule 13D relates to the Common Stock, $.10 par value
("Common Stock"), of Value Line, Inc. ("Value Line"). Value Line's principal
executive office is located at 220 East 42nd Street, New York, New York 10017.
ITEM 2. IDENTITY AND BACKGROUND.
-----------------------
This Statement is being filed by Arnold Bernhard & Co., Inc. ("AB & Co."), a
New York corporation. AB & Co. has owned at least 80% of the outstanding shares
of Value Line Common Stock since Value Line went public in 1983. AB & Co. is
filing this Statement because it has acquired more than 2% of the outstanding
shares of Value Line Common Stock during the past 12 months.
Jean Bernhard Buttner owns all of the outstanding voting stock of AB & Co.
Certain information required by this Item 2 concerning Mrs. Buttner and the
other directors and executive officers of AB & Co. is set forth on Schedule A
attached hereto, which is incorporated herein by reference.
The principal business of AB & Co. is to own shares of the Common Stock and
to make investments in other securities. The address of the principal office of
AB & Co. is 220 East 42nd Street, New York, New York 10017.
During the past five years, neither AB & Co. nor, to the best knowledge of
AB & Co., any of the persons listed on Schedule A attached hereto, has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors). During the past five years, neither AB & Co. nor, to the best
knowledge of AB & Co., any of the persons listed on Schedule A attached hereto,
was a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction as a result of which such person was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to, federal or state securities laws or finding
any violation with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
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The source of funds used to purchase the shares of Common Stock owned by AB
& Co. was working capital of AB & Co. The amount of such funds was $11,634,207,
which includes AB & Co.'s basis in shares of Common Stock acquired before Value
Line went public.
ITEM 4. PURPOSE OF TRANSACTION.
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AB & Co. has owned at least 80% of the outstanding shares of Common Stock
since Value Line went public in 1983. AB & Co. is filing this Statement because
it has acquired more than 2% of the outstanding shares of Common Stock during
the past 12 months. AB & Co. purchased shares of Common Stock in recent months
because it considered those shares to be attractively priced. AB & Co. intends
to review its investment in Value Line on a continuing basis and, depending upon
price and availability of securities of Value Line, general stock market and
economic conditions, tax considerations and other factors deemed relevant, to
consider purchasing additional shares of Common Stock.
AB & Co. has no plans or proposals with respect to any extraordinary
corporate transaction involving Value Line or any sale of its assets or any
change in its Board of Directors, management, capitalization, dividend policy,
charter or by-laws, or any other change in its business or corporate structure
or with respect to the delisting or deregistration of any of its securities
including, without limitation, those matters described in subparagraphs (a)
through (j) of Item 4 of Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF VALUE LINE.
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(a) As of the date hereof, AB & Co. is the beneficial owner of 8,304,145
shares of Common Stock, which represents 83.22% of the outstanding shares of
Common Stock.
(b) AB & Co. has sole power to vote and direct the vote of such shares and
sole power to dispose and direct the disposition of such shares.
(c) No transactions were effected by AB & Co. or, to the best knowledge of
AB & Co., any of the persons listed on Schedule A attached hereto, in the Common
Stock
<PAGE>
during the 60 days prior to the date of this Statement, except the following,
all of which were effected by AB & Co.:
<TABLE>
<CAPTION>
Date Purchase/Sale No. of Shares Price/Share Market
<S> <C> <C> <C> <C>
2/14/2000 Purchase 18,800 $35.00 NASDAQ
2/15/2000 Purchase 31,900 $35.00 NASDAQ
2/17/2000 Purchase 36,109 $35.00 NASDAQ
2/18/2000 Purchase 25,100 $33.16 NASDAQ
2/22/2000 Purchase 8,000 $33.25 NASDAQ
2/23/2000 Purchase 1,800 $32.90 NASDAQ
2/24/2000 Purchase 4,000 $33.31 NASDAQ
</TABLE>
(d) No other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, the
shares of Common Stock beneficially owned by AB & Co.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
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TO SECURITIES OF VALUE LINE.
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Not applicable.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
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Not applicable.
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: March 3, 2000
ARNOLD BERNHARD & CO., INC.
By: /s/ Jean Bernhard Buttner
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Jean Bernhard Buttner
Chairman of the Board, President
and Chief Executive Officer
<PAGE>
SCHEDULE A
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The following table sets forth the names, addresses and principal
occupations of the members of the Board of Directors and
of the Executive Officers of AB & Co. The business address of each such person
is c/o Value Line, Inc., 220 East 42nd Street, New York, New York 10017. Each
such person is a citizen of the United States.
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<TABLE>
<CAPTION>
Name Position with AB & Co. Principal Occupation
<S> <C> <C>
Jean Bernhard Buttner Chairman of the Board, President Chairman of the Board, President
and Chief Executive Officer and Chief Executive Officer of
Value Line
Harold Bernard, Jr. Director Attorney-at-law; Retired
Administrative Law Judge,
National Labor Relations Board
and Director of Value Line
Howard A. Brecher Vice President, Secretary, Vice President and Secretary and
Treasurer and General Counsel and Director of Value Line
Director
David T. Henigson Vice President and Director Vice President and Treasurer and
Director of Value Line
</TABLE>
