==============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FINAL AMENDMENT
TO
SCHEDULE 13E-4
Issuer Tender Offer Statement
(Pursuant to Section 13(e)(1) of the Securities Exchange Act of 1934)
THE LIMITED, INC.
_______________________________________________________
(Name of issuer and person filing statement)
Common Stock, $.50 par value
_______________________________________________________
(Title of class of securities)
53271610
_______________________________________________________
(CUSIP number of class of securities)
SAMUEL P. FRIED
Vice President and
General Counsel
THE LIMITED, INC.
Three Limited Parkway
P.O. Box 16000
Columbus, Ohio 43230
Telephone: (614) 479-7000
_______________________________________________________
(Name, address and telephone number of person
authorized to receive notices and communications
on behalf of the person filing statement)
Copies to:
DENNIS S. HERSCH
DAVID L. CAPLAN
DAVIS POLK & WARDWELL
450 Lexington Avenue
New York, New York 10017
(212) 450-4000
February 1, 1996
_______________________________________________________
(Date tender offer first published, sent or given to security holders)
==============================================================================
This Final Amendment amends and supplements the Issuer Tender Offer
Statement on Schedule 13E-4 (the "Statement") dated February 1, 1996, and as
previously amended on February 29, March 4, 1996, and March 7, 1996 filed by
The Limited, Inc., a Delaware corporation (the "Company"), relating to the
Company's offer to purchase up to 85,000,000 shares of its Common Stock, $.50
par value per share (such shares, together with all other issued and
outstanding shares of Common Stock of the Company, are herein referred to as
the "Shares"), at a price of $19.00 per Share, net to the seller in cash, upon
the terms and subject to the conditions set forth in the Offer to Purchase
dated February 1, 1996 (the "Offer to Purchase"), and related Letter of
Transmittal, copies of which are attached as Exhibits (a)(1) and (a)(2) to the
Statement. Terms defined in the Statement and not separately defined herein
shall have the meanings specified in the Statement.
Item 1. Security and Issuer.
A total of 185,851,144 Shares were validly tendered and not withdrawn,
including Shares for which certificates were delivered to the Depositary
pursuant to the Offer's guaranteed delivery procedure. The Company has elected
to purchase 85,000,000 Shares. The Company has been informed by the
Depositary that the final proration factor is 45.61%. Following purchase of
the Shares, the Company will have approximately 270.7 million shares of
Common Stock issued and outstanding. On March 15, 1996, the Company issued a
press release, a copy of which is filed as Exhibit (a)(18) hereto and is
incorporated herein by reference.
Item 9. Material to be Filed as Exhibits.
Item 9 is hereby amended by the addition of the following Exhibit:
(a)(18) Press Release issued by the Company on March 15, 1996.
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
THE LIMITED, INC.
By:/s/ Kenneth B. Gilman
------------------------
Kenneth B. Gilman
Vice Chairman and
Chief Financial Officer
Dated: March 15, 1996
EXHIBIT INDEX
Exhibit
Number Description Page
(a)(18) Press Release issued by 6
the Company on March 15, 1996.
EXHIBIT (a)(18)
T H E L I M I T E D, I N C.
THREE LIMITED PARKWAY
COLUMBUS, OHIO 43230
TEL 614 479 7000
THE LIMITED, INC. ANNOUNCES FINAL
RESULTS OF ITS TENDER OFFER
COLUMBUS, OHIO, March 15, 1996 -- The Limited, Inc. (NYSE/LSE: LTD) today
announced the final results of the successful completion of its offer to
purchase up to 85 million shares of its Common Stock. The tender offer, which
was over-subscribed, expired at 12:00 midnight, New York City time, on
Wednesday, March 6, 1996.
The Limited announced that 185,851,144 shares of Common Stock were properly
tendered and not withdrawn, including 428,525 shares held by odd-lot
shareholders. Pursuant to the tender offer, The Limited will purchase 85
million shares of its Common Stock at $19.00 per share, including all shares
properly tendered by eligible odd-lot holders. The final proration factor is
45.61 percent.
The depositary for the tender offer, First Chicago Trust Company of New York,
will be issuing payment promptly for the shares accepted under the tender
offer. After the purchase of the shares, The Limited will have approximately
270.7 million shares of Common Stock issued and outstanding. Lazard Freres &
Co. LLC and Goldman, Sachs & Co. acted as Co-Dealer Managers for the tender
offer.
The Limited, Inc., through Express, Lerner New York, Lane Bryant, Limited
Stores, Henri Bendel, Structure, Abercrombie & Fitch, Limited Too, and
Galyan's, presently operates 4,005 specialty stores. The Company also owns
approximately 83% of Intimate Brands, Inc. which, through Victoria's Secret
Stores, Bath & Body Works, Cacique, and Penhaligon's presently operates 1,303
specialty stores and distributes apparel internationally through the
Victoria's Secret Catalogue.
###
For Further information,
please contact: Alfred S. Dietzel
The Limited, Inc.
614/479-7070
