UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A
(RULE
14a-101)
INFORMATION
REQUIRED IN PROXY STATEMENT
SCHEDULE
14A INFORMATION
PROXY
STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE
ACT OF 1934 (AMENDMENT NO. )
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Filed
by the Registrant
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[X]
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Filed
by a Party other than Registrant
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Check the
appropriate box:
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Preliminary
Proxy Statement.
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Confidential, For Use of the
Commission Only (as permitted by Rule
14a-6(e)(2)).
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Definitive
Proxy Statement.
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[X]
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Definitive
Additional Materials.
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Soliciting
Material Pursuant to Rule 14a-12.
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CHARMING SHOPPES,
INC.
(Name
of registration as specified in its charter)
Payment
of Filing Fee (Check the appropriate box)
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[X]
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No
fee required.
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Fee
computed on table below per Exchange Act Rules 14a-6(i) (1) and
0-11.
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Title
of each class of securities to which transaction
applies:
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Aggregate
number of securities to which transaction applies:
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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.
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Proposed
maximum aggregate value of transaction:
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5.
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Total
fee paid:
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Fee
paid previously with preliminary materials.
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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.
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Amount
Previously Paid:
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Form,
Schedule or Registration Statement No.:
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PROXY
COMMUNICATION STATEMENT:
On April
2, 2008, Charming Shoppes, Inc. filed a definitive proxy statement with the
Securities and Exchange Commission (the “SEC”) in connection with the 2008
Annual Meeting of Shareholders of Charming Shoppes, Inc., and began the process
of mailing the definitive proxy statement and a GOLD proxy card to shareholders.
Charming Shoppes’ shareholders are strongly advised to read Charming
Shoppes’ proxy statement as it contains important information.
Shareholders may obtain an additional copy of Charming Shoppes’ definitive 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 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 April 2, 2008.
FOR
IMMEDIATE RELEASE
EGAN-JONES
RECOMMENDS CHARMING SHOPPES’ SHAREHOLDERS VOTE FOR RE-ELECTION OF THE BOARD’S
DIRECTORS
Bensalem, PA, May 1, 2008 –
Charming Shoppes, Inc. (Nasdaq: CHRS) today announced that Egan-Jones Proxy
Services has recommended that Charming Shoppes’ shareholders vote FOR Charming Shoppes’
experienced and highly qualified directors and reject Crescendo’s and Myca’s
nominees at the Company’s 2008 Annual Meeting of Shareholders on Thursday, May
8, 2008.
Egan-Jones
is a leading independent proxy voting and corporate governance advisory
firm. The recommendations of Egan-Jones are relied upon by hundreds
of major institutional investment firms, mutual funds, and other fiduciaries
throughout the country. To follow Egan-Jones’ recommendation,
Charming Shoppes’ shareholders should vote FOR the re-election of the Company’s
directors on the Company’s GOLD
proxy card today.
Commenting
on today's announcement, Katherine M. Hudson, Lead Independent Director, said,
“We are pleased that Egan-Jones supports the re-election of Charming Shoppes’
directors. The Egan-Jones recommendation reaffirms our belief that we
have the right Board in place to lead the Company in the current environment and
enhance shareholder value in the future. We strongly urge
shareholders to re-elect our experienced and highly qualified directors – Dorrit
J. Bern, our Chairman, President and Chief Executive Officer, Alan Rosskamm and
M. Jeannine Strandjord – on the GOLD proxy card today.”
In its
May 1, 2008 report, Egan-Jones stated:
“We
believe that support for the slate of directors presented by the management is
in the best interest of the Company and its shareholders. The current
Board and management team have a record of navigating through difficult economic
environments. During the economic downturn in 2002 and 2003, the
Board and management team implemented a series of initiatives to control
inventory, reduce overhead costs, refocus the growth of core brands through
merchandising and store execution, and further developed Lane Bryant – Charming
Shoppes’ primary growth vehicle today, which had been acquired in
2001.”*
*
Permission to use quotation was neither sought nor obtained.
YOUR
VOTE IS IMPORTANT –
RE-ELECT
YOUR DIRECTORS BY
VOTING
THE GOLD PROXY
CARD TODAY
Charming
Shoppes recommends that all shareholders support the Board and reject all of the
dissident group’s nominees. It is important to remember that only the latest
dated proxy counts in a contested election such as this. For this reason,
shareholders are urged to vote only Charming Shoppes’s GOLD proxy card and to throw
away the dissident group’s white proxy card. If shareholders have
previously voted a white card, even to withhold their vote from the dissident
group’s nominees, they are urged to please take the time today to vote the GOLD proxy card.
Charming
Shoppes shareholders who have any questions or need assistance voting their
GOLD proxy card should
please contact MacKenzie Partners, Inc., which is assisting the Company in this
matter, toll-free at (800) 322-2885 or charming@mackenziepartners.com.
At
February 2, 2008, Charming Shoppes, Inc. operated 2,409 retail stores in 48
states under the names LANE BRYANT(R), FASHION BUG(R), FASHION BUG PLUS(R),
CATHERINES PLUS SIZES(R), LANE BRYANT OUTLET(R), PETITE SOPHISTICATE(R) and
PETITE SOPHISTICATE OUTLET(R). Apparel, accessories, footwear and gift catalogs,
including the following titles, are operated by Charming Shoppes' Crosstown
Traders: Lane Bryant Woman, Old Pueblo Traders, Bedford Fair, Willow Ridge, Lew
Magram, Brownstone Studio, Intimate Appeal, Monterey Bay Clothing Company,
Coward Shoe and Figi's. Please visit http://www.charmingshoppes.com for
additional information about Charming Shoppes, Inc.
FORWARD-LOOKING
STATEMENTS
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 the United States and international economies. These,
and other risks and
uncertainties,
are detailed in the Company's filings with the Securities and Exchange
Commission, including the Company's Annual Report on Form 10-K for the fiscal
year ended February 2, 2008 and other Company filings with the Securities and
Exchange Commission. Charming Shoppes assumes no duty to update or revise its
forward-looking statements even if experience or future changes make it clear
that any projected results expressed or implied therein will not be
realized.
ADDITIONAL
INFORMATION
On April
2, 2008, Charming Shoppes, Inc. filed a definitive proxy statement with the
Securities and Exchange Commission (the “SEC”) in connection with the 2008
Annual Meeting of Shareholders of Charming Shoppes, Inc., and began the process
of mailing the definitive proxy statement and a GOLD proxy card to shareholders.
Charming Shoppes’ shareholders are strongly advised to read Charming Shoppes’
proxy statement as it contains important information. Shareholders may obtain an
additional copy of Charming Shoppes’ definitive 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
for free at Charming Shoppes’ website 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 April 2,
2008.
CONTACT:
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Gayle
M. Coolick
Charming
Shoppes, Inc.
Director
of Investor Relations
(215)
638-6955
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Dan
Burch / Jeanne Carr
MacKenzie
Partners, Inc.
(212)
929-5500
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Matthew
Sherman / Andrea Priest
Joele
Frank, Wilkinson Brimmer Katcher
(212)
355-4449
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