BNL FINANCIAL CORP

expiry = 2007-08-10...7 Exhibit 12 & 16 BNL FINANCIAL CORPORATION OFFER TO PURCHASE FOR CASH UP TO 4.625,714 SHARES OF ITS COMMON STOCK, NO PAR VALUE, AT A PURCHASE PRICE OF $1.25 PER SHARE THE OFFER AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 NOON, CENTRAL DAYLIGHT TIME, ON FRIDAY, AUGUST 10, 2007, UNLESS THE OFFER IS EXTENDED. BNL Financial Corporation, an Iowa corporation (“BNL,” the "Company," or “Purchaser”), hereby invites its stockholders to tender up to 4,625,714 shares (“Shares”) of its common stock, no par value (“Common St...

expiry = 2007-08-24...ne E. Ahart Wayne E. Ahart Chairman, Board of Directors Date: June 15, 2007 -6- LETTER OF TRANSMITTAL TO TENDER SHARES OF THE COMMON STOCK OF BNL FINANCIAL CORPORATION THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 NOON, CENTRAL DAYLIGHT TIME ON AUGUST 24, 2007 UNLESS THE OFFER IS EXTENDED DELIVERIES BY THE MEANS INDICATED SHOULD BE MADE TO THE FOLLOWING ADDRESSES: BY MAIL: BY HAND, COURIER or FEDERAL EXPRESS: BNL Financial Corporation P.O. Box 6600 North Little, Arkansas 72124 BNL Financial Corp...

mechanism = FIXED...se shares of its common stock, no par value per share (“Common Stock”). The Company is offering to purchase up to 4,625,714 shares (the “Shares”), or such lesser number of Shares that are validly tendered and not properly withdrawn, of its 2 Common Stock at a purchase price of $1.25 per share in cash upon the terms and subject to the conditions set forth in the Offer to Purchase or any amendment thereto and in the related Letter of Transmittal which together constitute the “Offer.” A copy of each is attached as Exhibit (a)(1)(A) and (a)(1)(B) and (a)(3)(A) and (a)(3)(B), respectively, to this combined Schedule TO and Schedule...

mechanism = FIXED...hase shares of its common stock, no par value per share (“Common Stock”). The Company is offering to purchase up to 2,700,000 shares (the “Shares”), or such lesser number of Shares that are validly tendered and not properly withdrawn, of its Common Stock at a purchase price of $1.25 per share in cash upon the terms and subject to the conditions set forth in the Offer to Purchase or any amendment thereto and in the related Letter of Transmittal which together constitute the “Offer.” A copy of each is attached as Exhibit 12(a)(1)(A) and 12(a)(1)(B). As of April 16, 2007, the Company had issued and outstanding 15,671,566 shares...

price = USD 1.25...any is offering to purchase up to 4,625,714 shares (the “Shares”), or such lesser number of Shares that are validly tendered and not properly withdrawn, of its 2 Common Stock at a purchase price of $1.25 per share in cash upon the terms and subject to the conditions set forth in the Offer to Purchase or any amendment thereto and in the related Letter of Transmittal which together constitute the “Offer.” A copy of each is attached...

price = USD 1.25...mpany is offering to purchase up to 2,700,000 shares (the “Shares”), or such lesser number of Shares that are validly tendered and not properly withdrawn, of its Common Stock at a purchase price of $1.25 per share in cash upon the terms and subject to the conditions set forth in the Offer to Purchase or any amendment thereto and in the related Letter of Transmittal which together constitute the “Offer.” A copy of each is attached...

txn_type = TENDER_OFFER..., Kenny Tobey and Barry Shamas have represented that they will not tender any shares. The Company does not expect any present director to tender shares. Item 1 - TO and 13E-3. SUMMARY TERM SHEET. The information set forth under the “Summary Term Sheet” in the Offer to Purchase dated June 8, 2007 (the “Offer to Purchase”) attached hereto as Exhibit (a)(1)(A) and (a)(3)(A) is incorporated herein by reference. Item 2 - TO and 13E-3. SUBJECT COMPANY INFORMATION. (a) Name and Address. The name of the issuer is BNL Financial Corporation, an Iowa corporation, and the address of its domiciliary home office is 7530 Hig...

txn_type = TENDER_OFFER...ing to purchase up to 2,700,000 shares, or such lesser number of shares that are validly tendered and not properly withdrawn, of its common stock, no par value at a price of $1.25 per share in cash upon the terms and subject to the conditions set forth in the Offer to Purchase dated June 25, 2007 (the "Offer to Purchase") and in the related Letter of Transmittal which together constitute the "Offer." A copy of each are filed as Exhibits (a)(1)(A) and (a)(1)(B), respectively, to the Schedule TO. This AMENDMENT NO. 1 is filed in satisfaction of the reporting requirements of Rule 13e-4(c)(3) promulgated under the...

untradeable = True...'s right to issue additional Shares and other equity securities in the future. See Introduction, Sections 1, 2, 5, 7-11. WHAT IS THE MARKET PRICE OF THE SHARES? To the Company’s knowledge, there are no securities dealers who make a market in the Common Stock, there is no established market for the Common Stock and there has been no established market for the Common Stock during the last five years. The Common stock is not listed on any securities exchange and is not part of the NASDAQ system. The purchase price of $1.25 per share is approximately 25% above the book value per share at March 31, 2007. See Introduction, Sections 2, 5-11. 6 WHAT I...

untradeable = True...'s right to issue additional Shares and other equity securities in the future. See Introduction, Sections 1, 2, 5, 7-11. WHAT IS THE MARKET PRICE OF THE SHARES? To the Company’s knowledge, there are no securities dealers who make a market in the Common Stock, there is no established market for the Common Stock and there has been no established market for the Common Stock during the last five years. The Common stock is not listed on any securities exchange and is not part of the NASDAQ system. The purchase price of $1.25 per share is approximately 25% above the book value per share at March 31, 2007. See Introduction, Sections 2, 5-11. WHAT IS...

expired_on = 2006-12-31...and Kenny Tobey, Vice Chairman of the Board and President of the corporation. The plan provided for a bonus based on consolidated after-tax profits subject to specified limits. This stock bonus plan expired on December 31, 2006. Messrs. Byrd and Tobey have represented that they will not tender any shares for purchase pursuant to this Offer. Except for outstanding options to purchase Shares granted from time to time to certain employees (excluding executive officers) of the Company on certain fixed date...

final_price = 1.25...poration (“BNL,” the "Company," or “Purchaser”), hereby invites its stockholders to tender up to 2,700,000 shares (“Shares”) of its common stock, no par value (“Common Stock”), to the Company for its purchase at a price of $1.25 per Share (the “Purchase Price”) in cash, upon the terms and subject to the conditions set forth herein and in the related Letter of Transmittal (which together constitute the "Offer"). The Company will pay the Purchase Price for all Shares validly tendered and not withdrawn upon the term...

tendered = 2700000...he Securities and Exchange Commission (the "Schedule TO") relating to an Offer by the Company to purchase shares of its common stock, no par value per share. The Company is offering to purchase up to 2,700,000 shares, or such lesser number of shares that are validly tendered and not properly withdrawn, of its common stock, no par value at a price of $1.25 per share in cash upon the terms and subject to the conditions set forth in the Offer to Purchase dated June 25, 2007 (the "Offer to Purchase") and in the related Letter of Transmittal which togeth...