Charming Shoppes, Inc. News
Charming Shoppes Reaches Agreement with Crescendo Partners and Myca Partners to Resolve Proxy Contest at 2008 Annual Meeting of Shareholders
Under the terms of the agreement, the Company will nominate to its Board of Directors: two of management's nominees,
The Company and the Committee have each agreed to vote their shares in favor of these nominees and all of the proposals to be presented to shareholders at the Annual Meeting.
With the addition of Messrs. Ajdler, Appel, Bennet and Goldstein, Charming Shoppes' Board will be expanded to eleven directors, ten of whom will be independent.
Speaking on behalf of the Committee,
In addition, the Company will present a proposal to eliminate its classified Board structure, subject to shareholder approval, at the 2008 Annual Meeting. If this proposal is approved by shareholders, the Company intends for all directors to stand for election to one-year terms beginning at the 2009 Annual Meeting of Shareholders. Further, as previously announced, the Company's Board of Directors has voted to separate the duties of Chairman of the Board and Chief Executive Officer. Following the Company's 2008 Annual Meeting, the Board will appoint an independent non-executive Board member as Chairman.
As a result of the agreement, the Company adjourned its 2008 Annual Meeting until
Additional information relating to the agreement with the Committee will be contained in a Form 8-K to be filed by the Company.
About Charming Shoppes
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Additional Information
In connection with the solicitation of proxies, Charming Shoppes, Inc. has filed with the Securities and Exchange Commission ("SEC") a definitive proxy statement and will file a supplement to the proxy statement and other relevant documents concerning the proposals to be presented at the 2008 Annual Meeting of Shareholders. Charming Shoppes' shareholders are strongly advised to read Charming Shoppes' proxy statement and, when it becomes available, the supplement to the proxy statement, as these documents contains important information. Shareholders may obtain an additional copy of Charming Shoppes' definitive proxy statement and, when filed, the supplement to the proxy statement and any other documents filed by Charming Shoppes with the SEC for free at the SEC's website at http://www.sec.gov. Copies of the definitive proxy statement are available, and copies of the supplement to the proxy statement will be available, for free at Charming Shoppes' website at http://www.charmingshoppes.com. In addition, copies of Charming Shoppes' proxy materials may be requested at no charge by contacting MacKenzie Partners, Inc. at 1-800-322-2885 or via email at charming@mackenziepartners.com. Detailed information regarding the names, affiliations and interests of individuals who are participants in the solicitation of proxies of Charming Shoppes' shareholders is available in Charming Shoppes' definitive proxy statement filed with SEC on
Forward-Looking Language
This press release contains certain forward-looking statements concerning the Company's operations, performance, and financial condition. Such forward- looking statements are subject to various risks and uncertainties that could cause actual results to differ materially from those indicated. Such risks and uncertainties may include, but are not limited to: the failure to consummate our identified strategic solution for our non-core misses apparel catalog titles and the refinancing of certain real estate assets, the failure to effectively implement our planned cost and capital budget reduction plans, the failure to effectively implement the Company's plans for consolidation of the Catherines Plus Sizes brand, a new organizational structure and enhancements in the Company's merchandise and marketing, the failure to generate a positive response to the Company's new Lane Bryant catalog and the Lane Bryant credit card program, the failure to implement the Company's business plan for increased profitability and growth in the Company's retail stores and direct- to-consumer segments, the failure to successfully implement the Company's expansion of Cacique through new store formats, the failure to achieve improvement in the Company's competitive position, adverse changes in costs vital to catalog operations, such as postage, paper and acquisition of prospects, declining response rates to catalog offerings, the failure to maintain efficient and uninterrupted order-taking and fulfillment in our direct-to-consumer business, changes in or miscalculation of fashion trends, extreme or unseasonable weather conditions, economic downturns, escalation of energy costs, a weakness in overall consumer demand, the failure to find suitable store locations, increases in wage rates, the ability to hire and train associates, trade and security restrictions and political or financial instability in countries where goods are manufactured, the interruption of merchandise flow from the Company's centralized distribution facilities, competitive pressures, and the adverse effects of natural disasters, war, acts of terrorism or threats of either, or other armed conflict, on
SOURCE Charming Shoppes, Inc.
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