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
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Section 240.14a-11(c) or
Section 240.14a-12
Proffitt's, Inc.
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(Name of Registrant as Specified in Its Charter)
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(Name of Person(s) Filing Proxy Statement)
Payment of Filing Fee (Check the appropriate box:)
[ ] 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:
____________________________________________________________
2) Aggregate number of securities to which transaction
applies:
____________________________________________________________
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):
____________________________________________________________
4) Proposed maximum aggregate value of transaction:
____________________________________________________________
5) Total fee paid:
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[X] 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
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4) Date filed:
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PROFFITT'S, INC. REGISTRATION STATEMENT FOR
PROPOSED CARSON PIRIE SCOTT & CO. MERGER
DECLARED EFFECTIVE; DATES ANNOUNCED
FOR SHAREHOLDERS' MEETINGS
Contacts: Proffitt's: Julia Bentley
(423) 981-6243
Carson's: Ed Carroll (media)
(414) 347-5340
Darren Jackson
(investors)
(414) 278-5787
Birmingham, Alabama and Milwaukee, Wisconsin (December 11, 1997) ---
Department store retailers Proffitt's, Inc. (NYSE:PFT) and Carson
Pirie Scott & Co. (NYSE:CRP) announced today the Proffitt's, Inc.
Registration Statement on Form S-4 has been declared effective by the
Securities and Exchange Commission. The Registration Statement
relates to the proposed merger transaction between Proffitt's, Inc.
("Proffitt's") and Carson Pirie Scott & Co. ("Carson's") and
contains the joint proxy statement/prospectus for the
transaction.
A special meeting of shareholders for Proffitt's will be held at
10:00 a.m. central time on January 30, 1998 at Proffitt's corporate
offices in Birmingham, Alabama to vote on the proposed transaction.
The special meeting of shareholders for Carson's will be held at
10:00 a.m. central time on January 30, 1998 at Carson's corporate
offices in Milwaukee, Wisconsin to vote on the proposed
transaction.
The Boards of Directors of both companies have established December
5, 1997 as the record date for the determination of Proffitt's and
Carson's stockholders entitled to notice of and to vote at the
special meetings. Proxy materials are expected to be mailed to
stockholders on or about December 12, 1997.
In October 1997, the Boards of Directors of both Proffitt's and
Carson's approved the merger unanimously. Under the terms of the
transaction, shareholders of Carson's will receive from 1.7 to
1.8 shares of Proffitt's, Inc. Common Stock for each share of
Carson Pirie Scott & Co. Common Stock, depending on the price of
Proffitt's Common Stock as provided in the merger agreement. Cash
will be paid in lieu of fractional shares.
In conjunction with the proposed merger, filings were made with the
Office of the Comptroller of the Currency on November 10, 1997 and
under the Hart-Scott-Rodino Anti-Trust Improvements Act on November
17, 1997. The merger is subject to the expiration or termination
of the applicable waiting period under the Hart-Scott-Rodino Anti-Trust
Improvements Act, clearance by the Comptroller of the
Currency, and shareholder approval, among other conditions. The
merger is expected to be consummated on January 31, 1998, the
fiscal year end of both Proffitt's and Carson's.
(more)
R. Brad Martin, Chairman and Chief Executive Officer of Proffitt's,
Inc., stated, "We are very excited about combining two premier
regional department store companies. This transaction will create
the fourth largest traditional department store company in the
United States, operating over 230 stores in 24 states with annual
revenues in excess of $3.5 billion."
This announcement is neither an offer to sell securities nor a solicitation
of an offer to buy securities. An offering will be made only by means of
a joint proxy statement/prospectus.
A copy of the joint proxy statement/prospectus may be obtained from the
Secretary, Proffitt's, Inc., 115 North Calderwood, Alcoa, Tennessee 37701.