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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
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[_] Preliminary Proxy Statement [_] CONFIDENTIAL, FOR USE OF THE
COMMISSION ONLY (AS PERMITTED BY
[_] Definitive Proxy Statement RULE 14A-6(E)(2))
[X] Definitive Additional Materials
[_] Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12
OVERSEAS PARTNERS, LTD.
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(Name of Registrant as Specified In Its Charter)
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Notes:
Reg. (S) 240.14a-101.
SEC 1913 (3-99)
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[OPL Letterhead appears here]
October 12, 1999
Dear Shareowners:
The Board of Directors of Overseas Partners Ltd. (OPL or the Company) has
decided to defer the repurchase of the Company shares that was previously
scheduled to take place in January 2000.
OPL has the right under its Bye-Laws to repurchase shares of its Common Stock
from shareowners following their retirement, death or other termination of
employment with UPS, OPL, or any of their respective subsidiaries. OPL may
exercise this right to purchase all or a portion of the shares of a former
employee at any time within a period of up to thirteen years. The Company has
historically exercised this right each year and held such repurchased shares in
treasury, pending future distributions as incentive awards to current employees
of UPS and OPL.
The Board of Directors has determined that the need to repurchase Common Stock
for treasury is less than it has been in past years. This reflects UPS's recent
announcement that it intended to pursue a public offering of its shares and had
therefore suspended the sale of its shares, effective July 21, 1999. OPL also
suspended the sale of its stock following the UPS announcement since the
Company's shares have previously been issued as part of a unit, comprising
1/4 share of OPL Common Stock and 1 share of UPS Common Stock.
This deferral does not affect OPL's rights to repurchase shares in subsequent
years.
The Company intends to continue its policy of purchasing a limited number of
shares from shareowners who wish to sell their Common Stock.
Sincerely,
/s/ D. Scott Davis
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D. Scott Davis
President and Chief Executive Officer
