================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
(Rule 14A-101)
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 [X]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Definitive Proxy Statement [ ] Confidential, for Use of the
[X] Definitive Additional Materials Commission Only (as permitted)
[ ] Soliciting Material Pursuant to by Rule 14a-6(e)(2)
Rule 14a-12
THE PIONEER GROUP, INC.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
LENS INVESTMENT MANAGEMENT, LLC
- --------------------------------------------------------------------------------
(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)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
Not applicable
------------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies: Not
applicable.
------------------------------------------------------------------------
(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): Not
applicable.
------------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction: Not applicable.
------------------------------------------------------------------------
(5) Total Fee Paid: Not applicable.
------------------------------------------------------------------------
[ ] 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: Not applicable.
------------------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.: Not applicable.
------------------------------------------------------------------------
(3) Filing Party: Not applicable.
------------------------------------------------------------------------
(4) Date Filed: Not applicable.
------------------------------------------------------------------------
NY2:\911472\01\58531.0014
<PAGE>
FOR IMMEDIATE RELEASE
CONTACT
Timothy Holland Richard A. Bennett
Alan Towers Associates Lens Investment Management, LLC
212-354-6942 207-775-4296
LENS SUPPORTS PIONEER'S SALE TO UNICREDITO ITALIANO
-----------------------------------------------
FIRM SUSPENDS PROXY CONTEST; DECLARES VICTORY FOR SHAREHOLDERS
PORTLAND, ME, May 15, 2000 - Lens Investment Management, LLC, supports the
announced agreement to sell The Pioneer Group, Inc. (NASDAQ: PIOG) to UniCredito
Italiano for approximately $43.50 a share. Lens has been conducting a proxy
contest to elect its nominees to the Pioneer Board to effect a sale of the
Company. With a sale of the company pending, Lens believes the goal of its proxy
contest has been achieved and has determined to cast its vote for management's
nominees.
"Lens' objective at Pioneer has been the company's sale at a substantial premium
to its recent stock price, and the announced agreement with UniCredito Italiano
represents a victory in our efforts to maximize shareholder value," said Richard
A. Bennett, Director of Governance at Lens. "With our objective seemingly
achieved, we're suspending our efforts to win control of Pioneer's board but
will monitor developments closely. Lens' victory at Pioneer is a powerful
reminder of how motivated shareholders can make a difference in the fortunes of
the companies in which they invest. We'd like to thank our fellow Pioneer
shareholders for supporting our efforts and management for taking the steps
necessary to maximize shareholder value."
Lens indicated in its proxy statement that its nominees had consented to serve
as Pioneer directors if elected. In view of the pending sale, however, they
believe that their election is no longer necessary to serve shareholder
interests, and they have determined not to serve if elected. Consequently, Lens
intends to vote its shares for management's nominees and urges their fellow
shareholders to do likewise. Proxies received for Lens' nominees will, however,
be voted as directed.
(MORE)
<PAGE>
LENS SUPPORTS PIONEER'S SALE TO UNICREDITO ITALIANO, PAGE 2
Lens Investment Management, LLC, is an activist investment management firm that
invests in companies it believes are underperforming despite strong underlying
values and susceptible to increased value through shareholder activism. Its
founder and Chairman Robert A. G. Monks is an internationally recognized
authority on corporate governance and a pioneering activist investor. Lens and
its affiliates, which manage in excess of $400 million of capital, own
approximately 4.34% of Pioneer's outstanding common stock.
