SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
Filed by the Registrant |X|
Filed by a party other than the Registrant |_|
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
MAYTAG CORPORATION
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(Name of Registrant as Specified In Its Charter)
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(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)(4) and
0-11.
(1) Title of each class of securities to which transaction
applies:
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(2) Aggregate number of securities to which transaction applies:
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(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 was determined):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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|_| 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:
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(2) Form, Schedule or Registration Statement No.:
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(3) Filing Party:
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(4) Date Filed:
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Fellow Maytag employees:
Since it has been approximately three weeks since our announced potential sale
of Maytag to Ripplewood Holdings, LLC, I want to provide you with an update on
the process.
Many employees have expressed their concerns and interest in the status of the
overall acquisition. With respect to the Securities Exchange Commission rules
regarding acquisitions, Maytag cannot provide non-public information regarding
the acquisition to our employees that we are not also providing to Maytag
shareholders. So we are limited in what I can share at this point.
I know that you have many questions regarding the future state of the
organization and your future employment. I can tell you that you will see no
change in the aggregate value of your benefits through the remainder of 2005;
except those involving Maytag stock, which will be delisted when the transaction
closes. Beyond that; however, we simply do not have enough information at this
time to have answers to your most basic questions.
The process through which the proposed sale will be determined over the next
several weeks includes the filing of a preliminary proxy statement with the SEC,
in addition to other regulatory filings. A proxy statement contains detailed
information about the transaction. Following these filings, the final proxy
statement will then be published and mailed to all shareholders. Thereafter, a
shareholders meeting will be held to vote in Newton on the proposed sale. If
shareholders approve of the sale at the meeting and we have received regulatory
approvals, the formal closing of the transaction will likely take place
reasonably soon after.
I know that it is difficult to work in this uncertain environment; however, in
this period, it is important that we focus our energies on the things that we
are responsible for. Regardless of the result of the Ripplewood merger down the
road, today we have a business to manage. We have entered the final month of our
second quarter and we must continue to concentrate on delivering our sales and
earnings results. After all, we are still a public company, and we must not only
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continue to fulfill our commitments to our shareholders, but also those to our
important customer partners.
Thank you for your patience and continued support.
Sincerely,
Ralph Hake
ADDITIONAL INFORMATION AND WHERE TO FIND IT
In connection with the proposed transaction, a proxy statement of Maytag and
other materials will be filed with SEC. WE URGE INVESTORS TO READ THE PROXY
STATEMENT AND THESE OTHER MATERIALS CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT MAYTAG AND THE PROPOSED
TRANSACTION. Investors will be able to obtain free copies of the proxy statement
(when available) as well as other filed documents containing information about
Maytag at http://www.sec.gov, SEC's Web site. Free copies of Maytag's SEC
filings are also available on Maytag's Web site at www.maytagcorp.com.
PARTICIPANTS IN THE SOLICITATION
Maytag and its executive officers and directors, and Ripplewood Holdings LLC may
be deemed, under SEC rules, to be participants in the solicitation of proxies
from Maytag's stockholders with respect to the proposed transaction. Information
regarding the officers and directors of Maytag is included in its definitive
proxy statement for its 2005 annual meeting filed with SEC on April 4, 2005.
More detailed information regarding the identity of potential participants, and
their direct or indirect interests, by securities, holdings or otherwise, will
be set forth in the proxy statement and other materials to be filed with SEC in
connection with the proposed transaction.
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