SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
Filed by the Registrant [ ]
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
THE EASTERN COMPANY
...............................................................................
(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):
[ ] $125 per Exchange Act Rule 0-11(c)(1)(ii), 14a-6(i)(1), or 14a-6(j)(2).
[ ] $500 per each party to the controversy pursuant to Exchange Act
Rule 14a-6(i)(3).
[ ] 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:
[X] Fee previously paid 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:
.....................................................................
<PAGE>
.Return Address
PROXYGRAM SERVICES
500 EIGHT AVENUE
NEW YORK, NY 10018
.Text
CONFIDENTIAL IDENTIFICATION NUMBER: CIN
(Your identification number is confidential. It is to assure the
operator of your identity.)
Dear Fellow Shareholder:
The Annual Meeting, scheduled for March 26, 1997, is now only a
few days away. This Meeting could be crucial to the future value of
your investment. Since time is short and your vote is important, we
have established a way to vote by a toll-free telephone call.
Please follow the simple instructions at the end of this letter.
THE EASTERN TURNAROUND IS REAL. PRESERVE YOUR RIGHT TO SHARE IN IT
BY VOTING FOR MANAGEMENT'S NOMINEES.
The turnaround at Eastern is continuing. In addition to the
other positive news we have previously told you about, preliminary
figures show that so far we are ahead of our 1997 targets. Also, we
have recently secured over $2 million in brand new contracts and
orders.
DIRECTORS AND OFFICERS HAVE DEMONSTRATED THEIR CONFIDENCE IN
EASTERN'S FUTURE BY INVESTING THEIR OWN MONEY
Your board and the executive officers currently own more than
11% of Eastern's stock. IN FACT, they have purchased more than
44,000 shares just since the beginning of the year. Do not be
misled by Dyson. These actions speak for themselves. Management's
interests lie in a successful future for the Company and the
maximization of value for ALL shareholders.
DYSON AND HIS NOMINEES HAVE A VESTED INTEREST IN BUYING THE
COMPANY AT THE CHEAPEST POSSIBLE PRICE
Remember, Dyson and his affiliates have not withdrawn their
hostile offer. Do not give them the chance to pursue their vested
interest in buying Eastern at the cheapest possible price by
electing them to your Board.
FOR ALL THESE REASONS, VOTE FOR MANAGEMENT'S NOMINEES WITH A
SIMPLE, TOLL-FREE TELEPHONE CALL.
EVEN IF YOU HAVE ALREADY VOTED FOR DYSON'S NOMINEES, THERE IS
STILL TIME TO CHANGE YOUR MIND. JUST FOLLOW THE INSTRUCTIONS BELOW.
On behalf of the Board of Directors,
Stedman G. Sweet
President and Chief Executive Officer
THE EASTERN COMPANY
<PAGE>
TOLL-FREE PROXYGRAM OPERATORS WHO ARE INDEPENDENT OF THE COMPANY
ARE AVAILABLE TO ASSIST YOU NOW!!!
INSTRUCTIONS
1. Call Toll-Free 1-800-437-7699 between 8:00 a.m. and 12:00
midnight eastern time.
2. Tell the operator that you wish to send a collect ProxyGram to
ID No. 4051, The Eastern Company.
3. State your name, address and telephone number.
4. State your confidential identification number and number of
shares as shown below:
CONFIDENTIAL IDENTIFICATION NUMBER: CIN
NUMBER OF SHARES: NumShares
If you need assistance in voting, call our solicitor, Georgeson &
Company Inc. at 1-800-223-2064.
THE EASTERN COMPANY
112 Bridge Street, Naugatuck, CT 06770
THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS OF THE COMPANY
The undersigned hereby appoints John W. Everets, Charles W.
Henry and Leonard F. Leganza, or any one or more of them, true and
lawful attorneys and agents, with power of substitution for the
undersigned in his name, place and stead, to vote at the Annual
Meeting of Stockholders of The Eastern Company on March 26, 1997 and
any adjournments thereof, all shares of common stock of said Company
which the undersigned would be entitled to vote, if then personally
present, as specified below on proposals 1 through 4 and in their
discretion on all other matters coming before the meeting.
This proxy will be voted as directed by the stockholder but if no
choice is specified, it will be voted FOR proposals 1, 2 and 3 and
AGAINST proposal 4.
The Board of Directors recommends a vote FOR proposals 1, 2 and 3.
1. Election of directors for 3-year terms:
Nominees: O. Imset, S. Sweet, D. Tuttle III
( ) FOR ALL NOMINEES ( ) WITHHELD FROM ALL NOMINEES
INSTRUCTIONS: (To withhold authority to vote for any
nominee(s), give that nominee(s) name to the operator.)
2. Approval of the appointment of auditors (Ernst & Young LLP).
<PAGE>
( ) FOR ( ) AGAINST ( ) ABSTAIN
3. Adoption of the Eastern Company Directors Fee Program.
( ) FOR ( ) AGAINST ( ) ABSTAIN
The Board of Directors recommends a vote AGAINST proposal 4.
4. Stockholder proposal regarding a non-binding recommendation to
sell the Company.
( ) FOR ( ) AGAINST ( ) ABSTAIN
<PAGE>
.Return Address
PROXY SERVICES
51 MERCEDES WAY
EDGEWOOD, NY 11717
.Text
Dear Fellow Shareholder:
The Annual Meeting, scheduled for March 26, 1997, is now only a
few days away. This Meeting could be crucial to the future value of
your investment. Since time is short and your vote is important, we
have established a way to vote by a toll-free telephone call.
Please follow the simple instructions at the end of this letter.
THE EASTERN TURNAROUND IS REAL. PRESERVE YOUR RIGHT TO SHARE IN IT
BY VOTING FOR MANAGEMENT'S NOMINEES.
The turnaround at Eastern is continuing. In addition to the
other positive news we have previously told you about, preliminary
figures show that so far we are ahead of our 1997 targets. Also, we
have recently secured over $2 million in brand new contracts and
orders.
DIRECTORS AND OFFICERS HAVE DEMONSTRATED THEIR CONFIDENCE IN
EASTERN'S FUTURE BY INVESTING THEIR OWN MONEY
Your board and the executive officers currently own more than
11% of Eastern's stock. IN FACT, they have purchased more than
44,000 shares just since the beginning of the year. Do not be
misled by Dyson. These actions speak for themselves. Management's
interests lie in a successful future for the Company and the
maximization of value for ALL shareholders.
DYSON AND HIS NOMINEES HAVE A VESTED INTEREST IN BUYING THE
COMPANY AT THE CHEAPEST POSSIBLE PRICE
Remember, Dyson and his affiliates have not withdrawn their
hostile offer. Do not give them the chance to pursue their vested
interest in buying Eastern at the cheapest possible price by
electing them to your Board.
FOR ALL THESE REASONS, VOTE FOR MANAGEMENT'S NOMINEES WITH A
SIMPLE, TOLL-FREE TELEPHONE CALL.
EVEN IF YOU HAVE ALREADY VOTED FOR DYSON'S NOMINEES, THERE IS
STILL TIME TO CHANGE YOUR MIND. JUST FOLLOW THE INSTRUCTIONS BELOW.
On behalf of the Board of Directors,
Stedman G. Sweet
President and Chief Executive Officer
THE EASTERN COMPANY
TOLL-FREE PROXYGRAM OPERATORS WHO ARE INDEPENDENT OF THE COMPANY
ARE AVAILABLE TO ASSIST YOU NOW!!!
<PAGE>
INSTRUCTIONS
1. Call Toll-Free 1-800-437-7699 between 8:00 a.m. and 12:00
midnight eastern time.
2. Tell the operator that you wish to send a collect ProxyGram to
ID No. 4052, The Eastern Company.
3. State your name, address and telephone number.
4. State the bank or broker at which your shares are held and your
control number as shown below:
Name: NA.1
Broker: Broker
Control number: ControlNum
Number of shares: NumShares
If you need assistance in voting, call our solicitor, Georgeson &
Company Inc. at 1-800-223-2064.
THE EASTERN COMPANY
112 Bridge Street, Naugatuck, CT 06770
THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS OF THE COMPANY
The undersigned hereby appoints John W. Everets, Charles W.
Henry and Leonard F. Leganza, or any one or more of them, true and
lawful attorneys and agents, with power of substitution for the
undersigned in his name, place and stead, to vote at the Annual
Meeting of Stockholders of The Eastern Company on March 26, 1997 and
any adjournments thereof, all shares of common stock of said Company
which the undersigned would be entitled to vote, if then personally
present, as specified below on proposals 1 through 4 and in their
discretion on all other matters coming before the meeting.
This proxy will be voted as directed by the stockholder but if no
choice is specified, it will be voted FOR proposals 1, 2 and 3 and
AGAINST proposal 4.
The Board of Directors recommends a vote FOR proposals 1, 2 and 3.
1. Election of directors for 3-year terms:
Nominees: O. Imset, S. Sweet, D. Tuttle III
( ) FOR ALL NOMINEES ( ) WITHHELD FROM ALL NOMINEES
INSTRUCTIONS: (To withhold authority to vote for any
nominee(s), give that nominee(s) name to the operator.)
2. Approval of the appointment of auditors (Ernst & Young LLP).
( ) FOR ( ) AGAINST ( ) ABSTAIN
<PAGE>
3. Adoption of the Eastern Company Directors Fee Program.
( ) FOR ( ) AGAINST ( ) ABSTAIN
The Board of Directors recommends a vote AGAINST proposal 4.
4. Stockholder proposal regarding a non-binding recommendation to
sell the Company.
( ) FOR ( ) AGAINST ( ) ABSTAIN
<PAGE>
.Return Address
111 EIGHTH AVENUE
4TH FLOOR
NEW YORK, NY 10011
.Text
Dear Fellow Shareholder:
The Annual Meeting, scheduled for March 26, 1997, is now only a
few days away. This Meeting could be crucial to the future value of
your investment. Since time is short and your vote is important, we
have established a way to vote by a toll-free telephone call.
Please follow the simple instructions at the end of this letter.
THE EASTERN TURNAROUND IS REAL. PRESERVE YOUR RIGHT TO SHARE IN IT
BY VOTING FOR MANAGEMENT'S NOMINEES.
The turnaround at Eastern is continuing. In addition to the
other positive news we have previously told you about, preliminary
figures show that so far we are ahead of our 1997 targets. Also, we
have recently secured over $2 million in brand new contracts and
orders.
DIRECTORS AND OFFICERS HAVE DEMONSTRATED THEIR CONFIDENCE IN
EASTERN'S FUTURE BY INVESTING THEIR OWN MONEY
Your board and the executive officers currently own more than
11% of Eastern's stock. IN FACT, they have purchased more than
44,000 shares just since the beginning of the year. Do not be
misled by Dyson. These actions speak for themselves. Management's
interests lie in a successful future for the Company and the
maximization of value for ALL shareholders.
DYSON AND HIS NOMINEES HAVE A VESTED INTEREST IN BUYING THE
COMPANY AT THE CHEAPEST POSSIBLE PRICE
Remember, Dyson and his affiliates have not withdrawn their
hostile offer. Do not give them the chance to pursue their vested
interest in buying Eastern at the cheapest possible price by
electing them to your Board.
FOR ALL THESE REASONS, VOTE FOR MANAGEMENT'S NOMINEES WITH A
SIMPLE, TOLL-FREE TELEPHONE CALL.
EVEN IF YOU HAVE ALREADY VOTED FOR DYSON'S NOMINEES, THERE IS
STILL TIME TO CHANGE YOUR MIND. JUST FOLLOW THE INSTRUCTIONS BELOW.
On behalf of the Board of Directors,
Stedman G. Sweet
President and Chief Executive Officer
THE EASTERN COMPANY
TOLL-FREE PROXYGRAM OPERATORS WHO ARE INDEPENDENT OF THE COMPANY
ARE AVAILABLE TO ASSIST YOU NOW!!!
<PAGE>
INSTRUCTIONS
1. Call Toll-Free 1-800-437-7699 between 8:00 a.m. and 12:00
midnight eastern time.
2. Tell the operator that you wish to send a collect ProxyGram to
ID No. 4053, The Eastern Company.
3. State your name, address and telephone number.
4. State your confidential account number and number of shares
as shown below:
Confidential Account Number: AcctNum
Number of shares: NumShares
If you need assistance in voting, call our solicitor, Georgeson &
Company Inc. at 1-800-223-2064.
THE EASTERN COMPANY
112 Bridge Street, Naugatuck, CT 06770
THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS OF THE COMPANY
The undersigned hereby appoints John W. Everets, Charles W.
Henry and Leonard F. Leganza, or any one or more of them, true and
lawful attorneys and agents, with power of substitution for the
undersigned in his name, place and stead, to vote at the Annual
Meeting of Stockholders of The Eastern Company on March 26, 1997 and
any adjournments thereof, all shares of common stock of said Company
which the undersigned would be entitled to vote, if then personally
present, as specified below on proposals 1 through 4 and in their
discretion on all other matters coming before the meeting.
This proxy will be voted as directed by the stockholder but if no
choice is specified, it will be voted FOR proposals 1, 2 and 3 and
AGAINST proposal 4.
The Board of Directors recommends a vote FOR proposals 1, 2 and 3.
1. Election of directors for 3-year terms:
Nominees: O. Imset, S. Sweet, D. Tuttle III
( ) FOR ALL NOMINEES ( ) WITHHELD FROM ALL NOMINEES
INSTRUCTIONS: (To withhold authority to vote for any
nominee(s), give that nominee(s) name to the operator.)
2. Approval of the appointment of auditors (Ernst & Young LLP).
( ) FOR ( ) AGAINST ( ) ABSTAIN
3. Adoption of the Eastern Company Directors Fee Program.
<PAGE>
( ) FOR ( ) AGAINST ( ) ABSTAIN
The Board of Directors recommends a vote AGAINST proposal 4.
4. Stockholder proposal regarding a non-binding recommendation to
sell the Company.
( ) FOR ( ) AGAINST ( ) ABSTAIN
<PAGE>
.Return Address
PROXY SERVICES
1000 HARBOR BLVD.
WEEHAWKEN, NJ 07087
.Text
Dear Fellow Shareholder:
The Annual Meeting, scheduled for March 26, 1997, is now only a
few days away. This Meeting could be crucial to the future value of
your investment. Since time is short and your vote is important, we
have established a way to vote by a toll-free telephone call.
Please follow the simple instructions at the end of this letter.
THE EASTERN TURNAROUND IS REAL. PRESERVE YOUR RIGHT TO SHARE IN IT
BY VOTING FOR MANAGEMENT'S NOMINEES.
The turnaround at Eastern is continuing. In addition to the
other positive news we have previously told you about, preliminary
figures show that so far we are ahead of our 1997 targets. Also, we
have recently secured over $2 million in brand new contracts and
orders.
DIRECTORS AND OFFICERS HAVE DEMONSTRATED THEIR CONFIDENCE IN
EASTERN'S FUTURE BY INVESTING THEIR OWN MONEY
Your board and the executive officers currently own more than
11% of Eastern's stock. IN FACT, they have purchased more than
44,000 shares just since the beginning of the year. Do not be
misled by Dyson. These actions speak for themselves. Management's
interests lie in a successful future for the Company and the
maximization of value for ALL shareholders.
DYSON AND HIS NOMINEES HAVE A VESTED INTEREST IN BUYING THE
COMPANY AT THE CHEAPEST POSSIBLE PRICE
Remember, Dyson and his affiliates have not withdrawn their
hostile offer. Do not give them the chance to pursue their vested
interest in buying Eastern at the cheapest possible price by
electing them to your Board.
FOR ALL THESE REASONS, VOTE FOR MANAGEMENT'S NOMINEES WITH A
SIMPLE, TOLL-FREE TELEPHONE CALL.
EVEN IF YOU HAVE ALREADY VOTED FOR DYSON'S NOMINEES, THERE IS
STILL TIME TO CHANGE YOUR MIND. JUST FOLLOW THE INSTRUCTIONS BELOW.
On behalf of the Board of Directors,
Stedman G. Sweet
President and Chief Executive Officer
THE EASTERN COMPANY
TOLL-FREE PROXYGRAM OPERATORS WHO ARE INDEPENDENT OF THE COMPANY
ARE AVAILABLE TO ASSIST YOU NOW!!!
<PAGE>
INSTRUCTIONS
1. Call Toll-Free 1-800-437-7699 between 8:00 a.m. and 12:00
midnight eastern time.
2. Tell the operator that you wish to send a collect ProxyGram to
ID No. 4054, The Eastern Company.
3. State your name, address and telephone number.
4. State your confidential account number and number of shares
as shown below:
Confidential Account Number: AcctNum
Number of shares: NumShares
If you need assistance in voting, call our solicitor, Georgeson &
Company Inc. at 1-800-223-2064.
THE EASTERN COMPANY
112 Bridge Street, Naugatuck, CT 06770
THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS OF THE COMPANY
The undersigned hereby appoints John W. Everets, Charles W.
Henry and Leonard F. Leganza, or any one or more of them, true and
lawful attorneys and agents, with power of substitution for the
undersigned in his name, place and stead, to vote at the Annual
Meeting of Stockholders of The Eastern Company on March 26, 1997 and
any adjournments thereof, all shares of common stock of said Company
which the undersigned would be entitled to vote, if then personally
present, as specified below on proposals 1 through 4 and in their
discretion on all other matters coming before the meeting.
This proxy will be voted as directed by the stockholder but if no
choice is specified, it will be voted FOR proposals 1, 2 and 3 and
AGAINST proposal 4.
The Board of Directors recommends a vote FOR proposals 1, 2 and 3.
1. Election of directors for 3-year terms:
Nominees: O. Imset, S. Sweet, D. Tuttle III
( ) FOR ALL NOMINEES ( ) WITHHELD FROM ALL NOMINEES
INSTRUCTIONS: (To withhold authority to vote for any
nominee(s), give that nominee(s) name to the operator.)
2. Approval of the appointment of auditors (Ernst & Young LLP).
( ) FOR ( ) AGAINST ( ) ABSTAIN
3. Adoption of the Eastern Company Directors Fee Program.
<PAGE>
( ) FOR ( ) AGAINST ( ) ABSTAIN
The Board of Directors recommends a vote AGAINST proposal 4.
4. Stockholder proposal regarding a non-binding recommendation to
sell the Company.
( ) FOR ( ) AGAINST ( ) ABSTAIN
<PAGE>
.Return Address
PO BOX 45000
NEW BRUNSWICK, NJ 08945-5000
.Text
Dear Fellow Shareholder:
The Annual Meeting, scheduled for March 26, 1997, is now only a
few days away. This Meeting could be crucial to the future value of
your investment. Since time is short and your vote is important, we
have established a way to vote by a toll-free telephone call.
Please follow the simple instructions at the end of this letter.
THE EASTERN TURNAROUND IS REAL. PRESERVE YOUR RIGHT TO SHARE IN IT
BY VOTING FOR MANAGEMENT'S NOMINEES.
The turnaround at Eastern is continuing. In addition to the
other positive news we have previously told you about, preliminary
figures show that so far we are ahead of our 1997 targets. Also, we
have recently secured over $2 million in brand new contracts and
orders.
DIRECTORS AND OFFICERS HAVE DEMONSTRATED THEIR CONFIDENCE IN
EASTERN'S FUTURE BY INVESTING THEIR OWN MONEY
Your board and the executive officers currently own more than
11% of Eastern's stock. IN FACT, they have purchased more than
44,000 shares just since the beginning of the year. Do not be
misled by Dyson. These actions speak for themselves. Management's
interests lie in a successful future for the Company and the
maximization of value for ALL shareholders.
DYSON AND HIS NOMINEES HAVE A VESTED INTEREST IN BUYING THE
COMPANY AT THE CHEAPEST POSSIBLE PRICE
Remember, Dyson and his affiliates have not withdrawn their
hostile offer. Do not give them the chance to pursue their vested
interest in buying Eastern at the cheapest possible price by
electing them to your Board.
FOR ALL THESE REASONS, VOTE FOR MANAGEMENT'S NOMINEES WITH A
SIMPLE, TOLL-FREE TELEPHONE CALL.
EVEN IF YOU HAVE ALREADY VOTED FOR DYSON'S NOMINEES, THERE IS
STILL TIME TO CHANGE YOUR MIND. JUST FOLLOW THE INSTRUCTIONS BELOW.
On behalf of the Board of Directors,
Stedman G. Sweet
President and Chief Executive Officer
THE EASTERN COMPANY
TOLL-FREE PROXYGRAM OPERATORS WHO ARE INDEPENDENT OF THE COMPANY
ARE AVAILABLE TO ASSIST YOU NOW!!!
<PAGE>
INSTRUCTIONS
1. Call Toll-Free 1-800-437-7699 between 8:00 a.m. and 12:00
midnight eastern time.
2. Tell the operator that you wish to send a collect ProxyGram to
ID No. 4056, The Eastern Company.
3. State your name, address and telephone number.
4. State your confidential account number and number of shares
as shown below:
Confidential Account Number: AcctNum
Number of shares: NumShares
If you need assistance in voting, call our solicitor, Georgeson &
Company Inc. at 1-800-223-2064.
THE EASTERN COMPANY
112 Bridge Street, Naugatuck, CT 06770
THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS OF THE COMPANY
The undersigned hereby appoints John W. Everets, Charles W.
Henry and Leonard F. Leganza, or any one or more of them, true and
lawful attorneys and agents, with power of substitution for the
undersigned in his name, place and stead, to vote at the Annual
Meeting of Stockholders of The Eastern Company on March 26, 1997 and
any adjournments thereof, all shares of common stock of said Company
which the undersigned would be entitled to vote, if then personally
present, as specified below on proposals 1 through 4 and in their
discretion on all other matters coming before the meeting.
This proxy will be voted as directed by the stockholder but if no
choice is specified, it will be voted FOR proposals 1, 2 and 3 and
AGAINST proposal 4.
The Board of Directors recommends a vote FOR proposals 1, 2 and 3.
1. Election of directors for 3-year terms:
Nominees: O. Imset, S. Sweet, D. Tuttle III
( ) FOR ALL NOMINEES ( ) WITHHELD FROM ALL NOMINEES
INSTRUCTIONS: (To withhold authority to vote for any
nominee(s), give that nominee(s) name to the operator.)
2. Approval of the appointment of auditors (Ernst & Young LLP).
( ) FOR ( ) AGAINST ( ) ABSTAIN
3. Adoption of the Eastern Company Directors Fee Program.
<PAGE>
( ) FOR ( ) AGAINST ( ) ABSTAIN
The Board of Directors recommends a vote AGAINST proposal 4.
4. Stockholder proposal regarding a non-binding recommendation to
sell the Company.
( ) FOR ( ) AGAINST ( ) ABSTAIN
