CASCADE CORP
DEFA14A, 2000-11-14
INDUSTRIAL TRUCKS, TRACTORS, TRAILORS & STACKERS
Previous: CAROLINA POWER & LIGHT CO, 10-Q, EX-27.2, 2000-11-14
Next: CATERPILLAR INC, 10-Q, 2000-11-14




            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 Commission Only (as permitted by rule
           14a-6(e)(2))
      [ ]  Definitive Proxy Statement
      [ ]  Definitive Additional Materials
      [X]  Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12

            Cascade Corporation
      -------------------------------------------------
            (Name of Registrant as Specified in Its Charter)

      -------------------------------------------------
            (Name of Person(s) Filing Proxy Statement
            if Other Than 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:


           ---------------------------------------------------------------------

           (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:


           ---------------------------------------------------------------------

           (4)   Proposed maximum aggregate value of transaction:


           ---------------------------------------------------------------------

           (5) Total fee paid:


           ---------------------------------------------------------------------

           [ ] Fee paid previously with preliminary materials.

<PAGE>

      [ ] 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:


            --------------------------------------------------------------------







<PAGE>

           Cascade Corporation Expects Merger to Close in Early 2001

PORTLAND, Ore.--(BUSINESS WIRE)--Nov. 9, 2000--Cascade Corporation (NYSE:CAE)
                                                                         ---
today announced that, assuming shareholder approval, it expects its merger
transaction with the Lift Group to close by January 31, 2001

The merger is conditioned upon regulatory approval and other customary
conditions. In keeping with the merger agreement, Cascade will not declare or
pay further dividends.

As previously announced, Cascade has entered into a merger agreement with
acquisition companies formed by Lift Technologies Inc., a manufacturer of lift
truck masts, T.D. Capital Group Limited, a wholly-owned subsidiary of the
Toronto Dominion Bank, and the Ontario Municipal Employees Retirement Board,
pursuant to which it will be acquired by the Lift Group

Cascade Corporation, headquartered in Portland, Oregon, is a leading
international manufacturer of lift truck attachments, forks and accessories.
Comprehensive information on Cascade is available on its web site at
www.cascorp.com.

    Where You Can Find Additional Information

Cascade plans to file with the Securities and Exchange Commission a proxy
statement relating to the business combination transaction described above.
Cascade expects to mail a proxy statement about the transaction to the
shareholders. Investors and security holders are advised to read carefully the
proxy statement when it becomes available, because it will contain important
information about Cascade, the merger and related matters. Interested parties
and security holders may obtain a free copy of the proxy statement and other
documents filed by the companies at the SEC's web site at http://www.sec.gov.
The proxy statement and such other documents may also be obtained from Cascade
by directing such requests to the company.

In addition to the proxy statement, Cascade files annual, quarterly and special
reports, proxy statements, registration statement and other information with the
Securities and Exchange Commission. You may read and copy any reports, statement
or other information filed by Cascade in the SEC public reference rooms at 450
Fifth Street, NW, Washington, DC 20549, or at any of the SEC's other public
reference rooms in New York, New York and Chicago, Illinois. Please call the SEC
at 800/SEC-0330 for further information on the public reference rooms. Cascade
filings with the SEC are also available to the public from commercial
document-retrieval services and at the web site maintained by the SEC at
http://www.sec.gov.

Solicitation of Proxies; Interests of Certain Persons in the Transaction

Cascade, its officers and directors and certain other members of management or
employees may be deemed to be participants in the solicitation of proxies from
shareholders of Cascade with respect to the transactions contemplated by the
merger agreement. A description of any interests that Cascade's directors and
executive officers have in the merger will be available in the proxy statement.

<PAGE>

    Forward-looking Information

This press release contains "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. Factors which could cause
actual results to differ materially from these forward-looking statements
include, but are not limited to, competitive factors in, and the cyclical nature
of, the materials handling industry; fluctuations in lift truck orders or
deliveries, availability and cost of raw materials; general business and
economic conditions in North America, Europe and Asia; foreign currency
fluctuations; and effectiveness of the Company's cost reduction initiatives.
Additional factors that could cause or contribute to such differences include,
but are not limited to, risks relating to the consummation of the merger,
including the risks that required regulatory clearances or shareholder approval
might not be obtained in a timely manner, or at all. In addition, statements in
this Press Release relating to the expected benefits of the contemplated merger
are subject to risks relating to the retention of key personnel, the ability to
maintain or expand existing Cascade business, changing relationships with
customers and suppliers, and other factors.

CONTACT: For Cascade Corporation
Greg H. Kubicek, 360/892-0514, ext. 101






© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission