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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13E-4/A
(Amendment No. 5)
Issuer Tender Offer Statement
(Pursuant to Section 13(e)(1) of the Securities Exchange Act of 1934)
THE LIMITED, INC.
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(Name of issuer and person filing statement)
Common Stock, $.50 par value
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(Title of class of securities)
53271610
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(CUSIP number of class of securities)
SAMUEL P. FRIED
Senior Vice President and
General Counsel
THE LIMITED, INC.
Three Limited Parkway
P.O. Box 16000
Columbus, Ohio 43230
Telephone: (614) 415-7000
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(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
May 4, 1999
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(Date tender offer first published, sent or given to security holders)
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<PAGE>
This Amendment No. 4 amends and supplements the Issuer Tender Offer
Statement on Schedule 13E-4 filed on May 4, 1999, as amended on May 6, 1999, May
18, 1999, May 25, 1999 and June 2, 1999 (the "Schedule 13E-4"), by The Limited,
Inc., a Delaware corporation (the "Company"), relating to its offer to purchase
up to 15,000,000 outstanding shares of its common stock, $0.50 par value per
share (the "Shares") at a price specified by stockholders, not greater than
$55.00 per Share and not less than $50.00 per Share, net to the seller in cash,
upon the terms and subject to the conditions set forth in the Offer to Purchase
dated May 4, 1999 (the "Offer to Purchase") and in the related Letter of
Transmittal, copies of which are attached as Exhibits (a)(1) and (a)(2) to the
Schedule 13E-4.
Terms used but not defined herein are used as defined in the Offer to
Purchase.
Item 8. Additional Information.
Item 8(e) is amended by adding the following paragraph:
On June 4, 1999, the Company issue a press release, attached
hereto as Exhibit (a)(18), announcing that the Offer expired at
12:00 midnight, New York City time on Thursday, June 3, 1999. The
information set forth in the press release is incorporated herein
by reference.
Item 9. Material to be Filed as Exhibits.
Item 9 is amended by adding the following exhibit:
(a) (18) Form of Press Release dated June 4, 1999
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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
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Kenneth B. Gilman
Vice Chairman and
Chief Administrative Officer
Dated: June 4, 1999
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EXHIBIT INDEX
Exhibit Number Description
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(a)(18) Press Release issued by the Company,
dated June 4, 1999
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EXHIBIT (a)(18)
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THE LIMITED, INC. ANNOUNCES PRELIMINARY RESULTS OF
"DUTCH AUCTION" TENDER OFFER
COLUMBUS, Ohio, June 4, 1999 -- The Limited, Inc. (NYSE/LSE: LTD) today
announced the preliminary results of its modified "Dutch Auction" tender offer
to purchase shares of its Common Stock. The tender offer expired at 12:00
midnight, New York City time, on Thursday, June 3, 1999.
The Limited, Inc. announced, on a preliminary basis, that approximately
35,624,695 shares of Common Stock were properly tendered and not withdrawn at
the $50.00 per share purchase price which The Limited, Inc. preliminarily
expects to pay for the 15,000,000 shares of Common Stock it expects to purchase.
The preliminary proration factor for the tender offer is 42.1%.
The determination of the purchase price for the Common Stock and the
proration factor is subject to final confirmation of the proper delivery of all
shares tendered and not withdrawn, including shares tendered pursuant to the
guaranteed delivery procedure. Payment for the shares accepted for payment, and
return of all other shares tendered, will occur as soon as practicable after
completion of the final proration computation.
The Limited, Inc., through Express, Lerner New York, Lane Bryant, Limited
Stores, Structure, Limited Too, Galyan's and Henri Bendel, presently operates
3,399 specialty stores. The Company also owns approximately 84% of Intimate
Brands, Inc. (NYSE: IBI), the leading speciality retailer of intimate apparel,
beauty and personal care products through the Victoria Secret and Bath & Body
Works brands. Victoria Secret products are available through 849 lingerie and
beauty stores, the Victoria's Secret Catalogue and online at
www.VictoriasSecret.com. Bath and Body Works products are available in 1,108
stores.
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For further information, please contact: Tom Katzenmeyer
Vice President, Investor Relations
The Limited, Inc.
614-415-7076
www.limited.com
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