W.P. Stewart & Co., Ltd. Announces Corporate Reorganization; Reports Third Quarter...

W.P. Stewart & Co., Ltd. Announces Corporate Reorganization; Reports Third
Quarter and First Nine Months of 2009 Financial Results

HAMILTON, Bermuda, April 6, 2010 (GLOBE NEWSWIRE) --

Corporate Reorganization and Arrow Transaction

W.P. Stewart & Co., Ltd. ("W.P. Stewart" or the "Company") today announced that
its Board of Directors has approved the necessary steps to reorganize the
Company as a Delaware corporation. The proposed corporate restructuring is
intended to be effected in the following manner:

-- A new Delaware corporation ("WPS Delaware") is to be formed.
-- WPS Delaware will enter into an Exchange Agreement with the Company
whereby each Company shareholder will exchange each Company common share
outstanding for one share of WPS Delaware stock. This share exchange is
to be effected by a Scheme of Arrangement under Bermuda law. The Company
would thereby be a subsidiary of WPS Delaware and will, immediately
following the effective time of the Scheme of Arrangement merge, into
WPS Delaware and WPS Delaware, as the surviving company, will change its
name to W.P. Stewart & Co., Ltd.

The Scheme of Arrangement will be subject to various conditions, including
approval by the requisite vote of shareholders of the Company and sanctioning by
the Supreme Court of Bermuda following a hearing for this purpose. In connection
with the reorganization, the Company's headquarters and all other operations
presently conducted in Bermuda will be relocated to New York.

Mark Phelps, CEO of the Company, commented "Completing the Exchange Agreement
and Scheme of Arrangement will be a further step along the path of simplifying
the Company's corporate structure and further reducing its underlying cost base.
By relocating the Company's Bermuda operations and further concentrating our
team in New York, we expect to be able to reduce net expenses by approximately
$2.5 million per year."

Third Quarter 2009 Financial Results

Third Quarter Highlights

The Company reported a net loss of $3.8 million, or $0.72 per share (diluted)
and $0.72 per share (basic), for the third quarter ended 30 September 2009.
This loss includes cash charges of approximately $0.1 million or $0.02 per share
(diluted), on a tax-effected basis, related to professional fees incurred in the
reorganization of our U.S. mutual fund. Excluding these cash charges, the third
quarter 2009 net loss was $3.7 million, or $0.70 per share (diluted). These
results compare with a net loss in the third quarter of 2008 of $31.2 million,
or $6.20 per share (diluted) and $6.20 per share (basic). These prior year
results include cash and non-cash charges aggregating approximately $22.2
million, or $4.42 per share (diluted), on a tax-effected basis, relating to an
impairment of intangible assets and goodwill, agreements with certain employees
whose employment terminated during the quarter, and the initiative to complete a
strategic transaction, which initiative resulted in an investment by funds
managed by Arrow Capital Management LLC in the third quarter of 2008.

Net results on a cash basis for the quarter ended 30 September 2009 were -$2.4
million (net loss of $3.8 million adjusted to include $1.4 million, representing
non-cash income and expenses consisting of unrealized gains and losses, non-cash
compensation, depreciation, amortization and other non-cash charges, on a
tax-effected basis), or -$0.45 per share (diluted). In the same quarter of the
prior year, net results on a cash basis were -$7.6 million (net loss of $31.2
million adjusted to include $23.6 million, representing non-cash income and
expenses consisting of unrealized gains and losses, non-cash compensation,
depreciation, amortization and other non-cash charges, including the impairment
charge referred to above, on a tax-effected basis), or -$1.50 per share
(diluted).

For the quarter ended 30 September 2009 there were 5,283,581 common shares
outstanding on a weighted average diluted basis (5,283,581 -- weighted average
basic) compared to 5,040,652 common shares outstanding for the quarter ended 30
September 2008 on the same weighted average diluted basis (5,040,652 -- weighted
average basic). On 19 November 2008, the Company effected a one-for-ten share
consolidation of the Company's authorized and issued common shares pursuant to
which every ten common shares, par value $0.001 per share, were consolidated,
reclassified and converted into one new common share, par value $0.01 per share.
All share numbers and per share dollar figures for the quarter and nine months
ended 30 September 2009 are provided after giving effect to such share
consolidation and all prior period share numbers and per share data have been
restated to reflect the share consolidation.

Nine Month Results

For the nine months ended 30 September 2009, the net loss was $13.4 million, or
$2.54 per share (diluted) and $2.54 per share (basic), on revenues of $14.3
million. This loss includes cash and non-cash charges of approximately $1.2
million or $0.23 per share (diluted), on a tax-effected basis, consisting of
non-cash charges of approximately $625,000 related to an adjustment in the
carrying value of an investment in an affiliate and cash charges of
approximately $575,000 incurred in the period primarily reflecting the disposal
of a portion of leased space in New York and professional fees related to the
reorganization of our U.S. mutual fund. Excluding these cash and non-cash
charges, the net loss for the nine months ended 30 September 2009 was $12.2
million, or $2.31 per share (diluted). For the nine months ended 30 September
2008, the Company recorded a net loss of $42.8 million or $8.96 per share
(diluted) and $8.96 per share (basic), on revenues of $27.7 million. In the 2008
period, results also include certain cash and non-cash charges aggregating $24.4
million or $5.12 per share (diluted), on a tax-effected basis, relating to an
impairment of intangible assets and goodwill, agreements with certain employees
whose employment terminated during the quarter, and the initiative to complete a
strategic transaction as mentioned above.

Net results on a cash basis for the nine months ended 30 September 2009 were
-$8.2 million (net loss of $13.4 million adjusted to include $5.2 million,
representing non-cash income and expenses consisting of unrealized gains and
losses, non-cash compensation, depreciation, amortization and other non-cash
charges, on a tax-effected basis), or -$1.55 per share (diluted). In the same
period of the prior year, net results on a cash basis were -$10.3 million (net
loss of $42.8 million adjusted to include $32.5 million, representing non-cash
income and expenses consisting of unrealized gains and losses, non-cash
compensation, depreciation, amortization and other non-cash charges, including
the impairment charge referred to above, on a tax-effected basis), or -$2.15 per
share (diluted).

For the nine months ended 30 September 2009 there were 5,262,956 common shares
outstanding on a weighted average diluted basis (5,262,956 -- weighted average
basic) compared to 4,773,818 common shares outstanding for the nine months ended
30 September 2008 on the same weighted average diluted basis (4,773,818 --
weighted average basic).

Included in this release are tables containing revenue and expense detail for
the three months and nine months ended 30 September 2009 with comparisons to
prior periods.

Investment Performance and Assets Under Management Update

As previously reported, the performance for the W.P. Stewart U.S. Equity
Composite (the "Composite") for the year ended 31 December 2009, was 34.7%,
pre-fee, and 33.7%, post-fee, compared with 26.5% for the S&P 500. Interim
monthly performance for the Composite for 2010 is posted on the Company's
website at www.wpstewart.com.

Assets under management ("AUM") at 19 March 2010 were approximately $1.6
billion, compared with approximately $1.5 billion at 30 September 2009. In the
attached tables a complete breakdown of AUM flows for the period ended 30
September 2009 with comparisons to earlier periods is provided.

The Company releases composite portfolio investment returns on a monthly basis
and intends to release AUM data at least on a quarterly basis. The performance
returns are posted on the Company's website at www.wpstewart.com, usually within
one week of month-end and AUM quarterly updates will be posted usually within
one month of the quarter-end. A complete history of the performance of the
Composite is available on the Company's website. Performance results and AUM
data are subject to change on final reconciliation of all relevant data.

Revenues and Other Financial Data

Revenues were $4.7 million for the quarter ended 30 September 2009, down 30.3%
from $6.7 million for the same quarter of 2008. Revenues were $14.3 million for
the nine months ended 30 September 2009, compared to $27.7 million for the same
period of 2008.

The average gross management fee, annualized, was 1.08% for the quarter ended 30
September 2009 and 1.08% for the nine months ended 30 September 2009, compared
to 1.09% and 1.07%, respectively, in each of the comparable periods of the prior
year on an annualized basis. Excluding performance fee based accounts, which pay
a lower quarterly base fee plus an annual performance fee at year-end if earned,
the average gross management fee was 1.29%, annualized, for the quarter ended 30
September 2009 and 1.29% for the nine months ended 30 September 2009, compared
to 1.30% and 1.26%, respectively, in each of the comparable periods of the prior
year on an annualized basis.

Total operating expenses for the third quarter of 2009 were $9.2 million,
including $0.1 million in cash charges, on a tax-effected basis, related to
professional fees incurred in the reorganization of our U.S. mutual fund. For
the same quarter of the prior year, total operating expenses were $36.7 million,
including $22.2 million in cash and non-cash charges, on a tax-effected basis,
relating to an impairment of intangible assets and goodwill, agreements with
certain employees whose employment terminated during the quarter, and the
initiative to complete a strategic transaction as described above. Total
operating expenses for the nine months ended 30 September 2009 were $29.5
million, including $1.2 million in charges (cash and non-cash), on a
tax-effected basis, relating to an adjustment in the carrying value of an
investment in an affiliate, the disposal of a portion of leased spaced in New
York, and professional fees incurred in the reorganization of our U.S. mutual
fund. This compares to total operating expenses in the same period of the prior
year of $70.4 million, including $24.4 million in charges (cash and non-cash),
on a tax-effected basis, relating to an impairment of intangible assets and
goodwill, agreements with certain employees whose employment terminated during
the quarter, and the initiative to complete the strategic transaction mentioned
above.

For the quarter and nine months ended 30 September 2009 non-cash compensation
expense related to the Company's restricted share issuances to employees was
approximately $1.8 million and $5.1 million, respectively. For the same periods
of the prior year, these non-cash compensation charges were approximately $3.5
million and $10.2 million, respectively. These non-cash compensation expenses
are included in "employee compensation and benefits".

The Company's benefit/(provision) for taxes for the quarter ended 30 September
2009 was $0.7 million versus -$1.3 million in the comparable quarter of the
prior year, and was $1.8 million versus $13,000 for the nine months ended 30
September 2009 and 2008, respectively.

Please see the tables included in this release for further detail on revenue and
expenses for the three and nine months ended 30 September 2009 and 2008.

The Company had cash and marketable securities at 30 September 2009 of $35.2
million. The Company has no debt. As of 19 March 2010, the Company had cash and
marketable securities balances of approximately $30.5 million. It is anticipated
that the joint venture company that owns the Company's headquarter building in
Bermuda will complete its sale of the building during the second quarter of 2010
and will subsequently distribute its assets, including the proceeds of the sale,
to its joint venture partners, The Bank of Bermuda and the Company.

Shareholders' equity at 30 September 2009 was approximately $35.6 million.

In December 2009, the Company repurchased 34,693 of its common shares from
employees for an aggregate amount of $217,859.

W.P. Stewart & Co., Ltd. is an asset management company that has provided
research-intensive equity management services to clients throughout the world
since 1975. The Company is headquartered in Hamilton, Bermuda and has additional
operations or affiliates in the United States and Europe.

The Company's shares are currently listed for trading on the Bermuda Stock
Exchange (BSX:WPS) and are currently traded in the U.S. on the Pink Sheets (Pink
Sheets:WPSLF). It is anticipated that following the reorganization described
above, the common stock of WPS Delaware will be traded on the Pink Sheets under
a symbol to be announced, but will not be listed for trading on the Bermuda
Stock Exchange.

For more information, please visit the Company's website at
http://www.wpstewart.com, or call W.P. Stewart Investor Relations at
1-888-695-4092 (toll-free within the United States) or + 441-295-8585 (outside
the United States) or e-mail to IRINFO@wpstewart.com. Statements made in this
release concerning our assumptions, expectations, beliefs, intentions, plans or
strategies are forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Such statements involve risks and
uncertainties that may cause actual results to differ from those expressed or
implied in these statements. Such risks and uncertainties include, without
limitation, the ability of the Company to complete the proposed corporate
reorganization, the adverse effect from a decline or volatility in the
securities markets, the general downturn in the economy, the effects of
economic, financial or political events, a loss of client accounts, inability of
the Company to attract or retain qualified personnel, a challenge to our U.S.
tax status, competition from other companies, changes in government policy or
regulation, a decline in the Company's products' performance, inability of the
Company to implement its operating strategy, the effects of the Company's
delisting and deregistration under the U.S. Securities Act of 1934, inability of
the Company to manage unforeseen costs and other effects related to legal
proceedings or investigations of governmental and self-regulatory organizations,
industry capacity and trends, changes in demand for the Company's services,
changes in the Company's business strategy or development plans and contingent
liabilities. The information in this release is as of the date of this release,
and will not be updated as a result of new information or future events or
developments.

W.P. Stewart & Co., Ltd.
Condensed Consolidated Statements of Financial Condition

September December 31,
30, 2009 2008
------------ ------------
(unaudited)

Assets:
Cash and cash equivalents $23,603,729 $35,158,939
Fees receivable 1,293,732 502,288
Receivable from clearing broker 5,900 19,042
Investments in unconsolidated
affiliates (net of accumulated
amortization of $617,790 at
September 30, 2009 and December 31,
2008, respectively) 1,740,296 2,343,506
Receivables from affiliates, net 502,355 551,192
Investments, trading (cost $2,752,034
at September 30, 2009 and $2,813,255
at December 31, 2008, respectively) 3,107,026 2,691,108
Investments, available for sale (cost
$7,968,192 at September 30, 2009 and
$96,518 at December 31, 2008,
respectively) 8,452,339 88,567
Furniture, equipment, software and
leasehold improvements (net of
accumulated depreciation and
amortization of $7,684,622 and
$7,262,931 for September 30, 2009
and December 31, 2008, respectively) 847,525 1,372,674
Interest receivable on shareholders'
notes 17,709 17,709
Income taxes receivable 7,059,227 7,864,696
Deferred income taxes receivable 19,000 26,400

Other assets 3,340,553 3,668,140
------------ ------------

$49,989,391 $54,304,261
============ ============

Liabilities and Shareholders' Equity:
Liabilities:
Employee compensation and benefits
payable $3,620,437 $453,800
Fees payable 1,578,934 1,702,699
Vendor payables 4,311,579 4,048,874
Accrued expenses and other
liabilities 4,900,000 4,900,000
------------ ------------

14,410,950 11,105,373
------------ ------------
Shareholders' Equity:
Common shares, $0.01 par value
(12,500,000 shares authorized
5,629,157 and 5,544,699 shares
issued and outstanding at September
30, 2009 and December 31, 2008,
respectively) 56,292 55,447
Additional paid-in-capital 132,267,121 127,125,627
Accumulated other comprehensive
income 1,098,930 477,478
Retained earnings/(deficit) (97,602,527) (84,223,614)
Common shares held in treasury, at
cost, $0.01 par value (2,500 shares
at September 30, 2009) (5,325) --
------------ ------------
35,814,491 43,434,938

Less: notes receivable for common
shares (236,050) (236,050)
------------ ------------

35,578,441 43,198,888
------------ ------------

$49,989,391 $54,304,261
============ ============

W.P. Stewart & Co., Ltd.
Unaudited Condensed Consolidated Statements of Operations

For the Nine Months Ended
September 30,
---------------------------------------

2009 2008 %
------------- ------------- ---------

Revenue:
Fees (includes fees from
affiliates of $725,465 and
$1,607,087 for 2009 and 2008,
respectively) $11,663,136 $23,496,009 -50.36%
Commissions 1,052,629 5,003,740 -78.96%
Realized and unrealized
gains/(losses) on investments 463,658 (1,749,388) -126.50%

Interest and other 1,116,877 931,847 19.86%
------------- ------------- ---------

14,296,300 27,682,208 -48.36%
------------- ------------- ---------

Expenses:
Employee compensation and
benefits 15,229,999 27,238,879 -44.09%
Fees paid out 841,940 2,570,256 -67.24%
Commissions, clearance and
trading 636,119 1,065,629 -40.31%
Research and administration 6,275,427 7,358,174 -14.71%
Marketing 1,145,721 2,483,012 -53.86%
Depreciation and amortization 544,871 1,291,829 -57.82%
Impairment of intangible asset -- 18,692,284 -100.00%

Other operating 4,786,605 9,749,635 -50.90%
------------- ------------- ---------

29,460,682 70,449,698 -58.18%
------------- ------------- ---------

Income/(loss) before taxes (15,164,382) (42,767,490) -64.54%

Provision/(benefit) for taxes (1,785,465) (12,842) 13803.33%
------------- ------------- ---------

Net income/(loss) $(13,378,917) $(42,754,648) -68.71%
============= ============= =========

Earnings/(loss) per share:

Basic earnings/(loss) per share $(2.54) $(8.96) -71.65%
============= ============= =========

Diluted earnings/(loss) per share $(2.54) $(8.96) -71.65%
============= ============= =========

W.P. Stewart & Co., Ltd.
Unaudited Condensed Consolidated Statements of Operations

For the Three Months Ended
September 30,
-------------------------------------

2009 2008 %
------------ ------------- --------

Revenue:
Fees (includes fees from
affiliates of $263,689 and
$448,002 for 2009 and 2008,
respectively) $3,606,649 $5,905,879 -38.93%
Commissions 359,041 661,987 -45.76%
Realized and unrealized
gains/(losses) on investments 294,160 (94,785) -410.34%

Interest and other 439,850 270,609 62.54%
------------ ------------- --------

4,699,700 6,743,690 -30.31%
------------ ------------- --------

Expenses:
Employee compensation and
benefits 4,897,586 8,793,763 -44.31%
Fees paid out 313,662 462,730 -32.21%
Commissions, clearance and
trading 238,016 319,482 -25.50%
Research and administration 1,666,912 2,446,129 -31.86%
Marketing 468,027 802,227 -41.66%
Depreciation and amortization 168,600 675,462 -75.04%
Impairment of intangible asset -- 18,692,284 -100.00%

Other operating 1,459,800 4,466,607 -67.32%
------------ ------------- --------

9,212,603 36,658,684 -74.87%
------------ ------------- --------

Income/(loss) before taxes (4,512,903) (29,914,994) -84.91%

Provision/(benefit) for taxes (700,889) 1,323,690 -152.95%
------------ ------------- --------

Net income/(loss) $(3,812,014) $(31,238,684) -87.80%
============ ============= ========

Earnings/(loss) per share:

Basic earnings/(loss) per share $(0.72) $(6.20) -88.39%
============ ============= ========

Diluted earnings/(loss) per share $(0.72) $(6.20) -88.39%
============ ============= ========

W.P. Stewart & Co., Ltd.

Net Flows of Assets Under Management*

(in millions)

For the Nine

For the Three Months Ended Months Ended

-------------------------- ------------------

Jun. Sep. Sep.

Sep. 30, 30, 30, 30, Sep. 30,

2009 2009 2008 2009 2008

--------- ------ ------- ------- ---------

Existing Accounts:

Contributions $26 $26 $23 $77 $113

Withdrawals (22) (27) (57) (80) (541)

--------- ------ ------- ------- ---------

Net Flows of Existing

Accounts 4 (1) (34) (3) (428)

--------- ------ ------- ------- ---------

Publicly Available Funds:

Contributions 18 7 8 28 45

Withdrawals (8) (4) (74) (34) (292)

Direct Accounts Opened 9 12 1 22 6

Direct Accounts Closed (9) (44) (187) (162) (1,111)

--------- ------ ------- ------- ---------

Net New Flows 10 (29) (252) (146) (1,352)

--------- ------ ------- ------- ---------

Net Flows of Assets Under

Management $14 $ (30) $ (286) $(149) $ (1,780)

========= ====== ======= ======= =========

* The table above sets forth the total net flows of assets under management

for the three months ended September 30, 2009, June 30, 2009 and September

30, 2008, respectively, and for the nine months ended September 30, 2009 and

2008, respectively, which include changes in net flows of existing accounts

and net new flows (net contributions to our publicly available funds and

flows from new accounts minus closed accounts). The table excludes total

capital appreciation or depreciation in assets under management with the

exception of the amount attributable to withdrawals and closed accounts.

CONTACT: W.P. Stewart & Co., Ltd.
888-695-4092 (toll-free within the U.S.)
441-295-8585 (outside the U.S.)
IRINFO@wpstewart.com