SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. ___)
Filed by the Registrant (X)
Filed by a Party other than the Registrant ( )
Check appropriate box:
( ) Preliminary Proxy Statement
( ) Definitive Proxy Statement
(X) Definitive Additional Materials
( ) Soliciting Material Under Rule 14a-12
( ) Confidential, For Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
RAYOVAC CORPORATION
-------------------
(Name of Registrant as Specified in Its Charter)
--------------------------------------------------
(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)(1)
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 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:
-------------------
( ) 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:
------------------------------------
(2) Form, Schedule or Registration Statement No.:
------------------------------------
(3) Filing Party:
---------------------------------------------
(4) Date Filed:
------------------------------------------------
[Rayovac Corporation Letterhead]
June 29, 2000
Dear Shareholder:
As previously reported to you, Rayovac Corporation will hold its annual
meeting of shareholders on Thursday, July 20, 2000. At the annual meeting,
you will be asked be asked to act on the following matters: (1) the
election of directors and (2) the ratification of the Board of Directors'
appointment of independent auditors for 2000. These proposals are described
in the proxy statement which was mailed to you on or about June 20, 2000.
Subsequent to the mailing of the proxy statement, we have been informed by
Mr. Joseph W. Deering, one of the nominees for election to the Board of
Directors, that he is resigning from the Board of Directors as of June 30,
2000 due to health reasons and that he will not stand for reelection at the
upcoming annual meeting. In light of this development, the Board of
Directors, in accordance with the Company's Amended and Restated By-laws,
has now fixed the number of directors of the Company at six. Accordingly,
only the two remaining nominees, Mr. Kent J. Hussey and Mr. Warren C.
Smith, Jr., will stand for reelection at the annual meeting. The Board of
Directors will continue its search to identify an appropriate candidate to
serve as an independent director of the Company.
SHAREHOLDERS SHOULD STILL COMPLETE, SIGN, DATE AND RETURN THE PROXY CARD
PREVIOUSLY MAILED TO YOU WITH THE PROXY STATEMENT ON JUNE 20, 2000. Proxies
voted in favor of the Board of Directors' nominees for election as
directors (Proposal No.1 on the proxy card) will be voted for Mr. Hussey
and Mr. Smith, notwithstanding that the proxy card reflects the inclusion
of Mr. Deering as a nominee for reelection.
We encourage you to return your proxy card promptly and appreciate your
continued support.
Sincerely,
/s/ David A. Jones
David A. Jones
Chairman and Chief Executive Officer
