<PAGE>
SCHEDULE 14A
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
Filed by the registrant /x/
Filed by a party other than the registrant / /
Check the appropriate box:
/ / Preliminary proxy statement
/x/ Definitive proxy statement
/ / Definitive additional materials
/ / Soliciting material pursuant to Rule 14a-11(c) or Rule 14a-12
PSS, INC.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified in Its Charter)
- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement)
Payment of filing fee (Check the appropriate box):
/x/ $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 Rules
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:
Common Stock, $1 par value
- --------------------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:
19,473,728 shares of Common Stock
- --------------------------------------------------------------------------------
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11:(1)
- --------------------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
- --------------------------------------------------------------------------------
/ / Check box if any part of 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:
- --------------------------------------------------------------------------------
___________________
(1) Set forth the amount on which the filing fee is calculated and state how
it was determined.
<PAGE>
PSS, INC.
1511 SIXTH AVENUE
SEATTLE, WASHINGTON 98101
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD
JULY 12, 1994
To the Stockholders of
PSS, INC.
The Annual Meeting of Stockholders of PSS, INC. will be held at the
Washington Athletic Club, 1325 6th Avenue, Seattle, Washington, on Tuesday,
July 12, 1994 at 10:00 a.m. local time for the following purposes, all as set
forth in the Proxy Statement:
(1) To elect four directors to serve until the next Annual Meeting
and until their successors are elected and qualified. The nominees of
the Board of Directors are named in the attached Proxy Statement.
(2) To transact such other business as may properly come before the
meeting, and any and all adjournments or postponements thereof.
Only stockholders of record on the books of the Company at the close of
business on June 21, 1994 will be entitled to notice of and to vote at the
Meeting.
Your proxy form is enclosed in the window pocket of the outside
envelope. The proxy form indicates the number of shares owned by you.
To assure your representation at the meeting, we urge you to complete,
sign and date the proxy form and return it promptly in the enclosed,
postage-paid return envelope. Please do this even if you plan to attend the
meeting, as the return of the signed proxy will not limit your right to vote
in person, but it will assure that your vote will be counted in the event your
plans for personal attendance should change.
MARK BROWN
President and Secretary
Dated: June 23, 1994
Your copy of the Company's Annual Report for the fiscal year ended October 30,
1993 accompanies this Notice but is not a part of the proxy solicitation
material.
<PAGE>
PSS, INC.
PROXY STATEMENT
ANNUAL MEETING OF STOCKHOLDERS TO BE HELD JULY 12, 1994
This statement is furnished to stockholders of PSS, INC., a Delaware
corporation (the "Company"), in connection with the solicitation by the Board of
Directors of the Company (the "Board of Directors") of proxies for use at its
Annual Meeting of Stockholders (the "Meeting") scheduled to be held on Tuesday,
July 12, 1994 at 10:00 a.m. local time, at the Washington Athletic Club, 1325
6th Avenue, Seattle, Washington, and at any and all adjournments or
postponements thereof. It is anticipated that the mailing to stockholders of
this Proxy Statement and the enclosed form of proxy will commence on or about
June 23, 1994.
At the Meeting, stockholders of the Company will vote upon (1) the election
of four directors; and (2) such other business as may properly come before the
Meeting and any and all adjournments thereof.
VOTING RIGHTS AND VOTES REQUIRED
The close of business on June 21, 1994 has been fixed as the record date
(the "Record Date") for the determination of stockholders entitled to receive
notice of and to vote at the Meeting. As of the close of business on such date,
the Company had outstanding and entitled to vote 19,473,728 shares of Common
Stock.
A majority of the outstanding shares of Common Stock must be represented in
person or by proxy at the Meeting in order to constitute a quorum for the
transaction of business. The record holder of each share of Common Stock
entitled to vote at the Meeting will have one vote for each share so held.
Directors are elected by plurality of the votes cast. Stockholders may not
cumulate their votes.
VOTING OF PROXIES
In connection with the solicitation by the Board of Directors of proxies
for use at the Meeting, the Board of Directors has designated Mark Brown and
James M. Lieb as proxies. Shares represented by all properly executed proxies
will be voted at the Meeting in accordance with the instructions specified
thereon. If no instructions are specified, the shares represented by any
properly executed proxy will be voted FOR the election of the nominees listed
below under "Election of Directors". Proxies submitted which contain
abstentions or broker non-votes will be deemed present at the Meeting for
determining the presence of a quorum. Shares abstaining will be considered as
votes present in person or represented by proxy and entitled to vote with
respect to that matter (effectively an "against" vote). Shares subject to
broker non-votes with respect to any matter are not considered as votes present
or represented by proxy and entitled to vote with respect to that matter.
The Board of Directors is not aware of any matters which will come before
the Meeting other than as described above. However, if such matters are duly
presented, the named proxy will, in the absence of instructions to the contrary,
vote such proxies in accordance with the judgment of such named proxies with
respect to any such other matter properly coming before the Meeting.
<PAGE>
REVOCATION OF PROXIES
Any proxy pursuant to this solicitation may be revoked by a stockholder at
any time before it is exercised. Any proxy may be revoked in writing or by a
valid proxy bearing a later date delivered to the Company, or by attending the
Meeting and voting in person.
SOLICITATION OF PROXIES
The expense of this solicitation will be paid by the Company.
ITEM 1: ELECTION OF DIRECTORS
Four directors are to be elected at the Annual Meeting, each of whom will
serve until the next Annual Meeting and until his respective successor shall
have been elected or appointed. The four individuals designated by the Board of
Directors as nominees for election as directors at the Meeting are Larry
Chroman, James M. Lieb, Gerald Nathanson and Eddie Trump. All of the nominees
are currently directors and were previously elected by the stockholders. In the
absence of instructions to the contrary, votes will be cast for the election of
the nominees as directors pursuant to the proxies solicited hereby. Although
the Board of Directors expects that each of the nominees will be available to
serve as a director, in the event any of them should become unavailable prior to
the Annual Meeting, the proxy will be voted for a nominee or nominees designated
by the Board of Directors, or the number of directors may be reduced accordingly
(see CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS--STOCKHOLDERS' AGREEMENT).
<TABLE>
<CAPTION>
Year
Nominee and Position Principal Occupation and First
With the Company Age Five Year Employment History Elected
- ------------------- --- ---------------------------- -------
<S> <C> <C> <C>
Larry Chroman 42 Co-manager of certain investments for the 1991
Director William Zimmerman family for more than five
years.
James M. Lieb 44 Senior Vice President of The Trump Group 1989
Director (a private investment group) for more than
five years.
Gerald Nathanson 57 Chief Executive Officer, US Holographics 1986
Director (marketing company for holographic products)
since April 1992. Managing Director,
C4 Marketing (an import company) until
January 1992.
Eddie Trump 48 President of The Trump Group for more than 1986
Director five years.
</TABLE>
Pursuant to the terms of the Subscription and Stockholders' Agreement,
dated May 7, 1986 (the "Stockholders' Agreement"), as amended as of November 25,
1987 (the "November 1987 Agreement" and, as amended, the "Amended Stockholders'
Agreement"), between the Company's two major stockholders, Zimmerman Retailing
Group Limited ("Zimco") and Seacorp, Inc. ("Seacorp"), which is an affiliate of
The Trump Group, Seacorp will, subject to certain conditions, be entitled to
nominate as directors one-half of the Company's Nonindependent Directors (as
defined in the Company's Restated Certificate of Incorporation) plus one, and
Zimco will be entitled to nominate one-half of the Nonindependent Directors
minus one. The Amended Stockholders' Agreement also provides that each of Zimco
and Seacorp will be present at each meeting of stockholders and vote for each
other's nominees for the Board of Directors. As a result of these arrangements
and because, together, Zimco and Seacorp own in excess of 50% of the Company's
common stock, the election of Seacorp's and Zimco's nominees for directors
2
<PAGE>
is assured, regardless of any vote of the Company's other stockholders. Messrs.
Lieb and Trump are nominees of Seacorp; Mr. Chroman is the nominee of Zimco.
See the discussion under CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS--
STOCKHOLDERS' AGREEMENT.
The Trump Group, of which Mr. Trump is a director and an officer and Mr.
Lieb is an officer, through affiliates, controls Seacorp. See the discussion
under SECURITIES OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
The Company's Board of Directors held three meetings in the 1993 fiscal
year and each nominee who was then a director attended all of the meetings
held. The Board has no nominating, compensation or audit committee.
ITEM 2. OTHER MATTERS
The Board of Directors knows of no other matters to be brought before this
Annual Meeting. If other matters come before the meeting, it is the intention
of each person named in the proxy to vote such proxy in accordance with his
judgment on such matters.
SECURITIES OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table sets forth, as of May 1, 1994, information concerning
the beneficial ownership of the common stock of the Company by (i) persons known
by the Company to own beneficially more than 5% of its outstanding common stock,
(ii) each of the directors of the Company who beneficially owns any shares and
(iii) all directors and executive officers of the Company as a group. Except as
set forth in the footnotes to the table, the stockholders have sole voting and
investment power over such shares. Unless otherwise specified, the address for
all directors is the address of the Company's executive offices. The address
for Messrs. Julius and Eddie Trump is the address set forth below for Seacorp;
the address for Mr. Podoll is the address set forth below for Zimmerman
Retailing Group Limited.
<TABLE>
<CAPTION>
Amount and Nature Percent
of Beneficial of
Name Ownership Class
- ----------------------------------- ----------------- -------
<S> <C> <C>
Christopher Podoll (a) 7,330,284 37.6%
Zimmerman Retailing Group Limited (a) 7,330,284 37.6%
P.O. Box 948
Route 2, Pleasant Plain Road
Fairfield, IA 52556
Seacorp, Inc. (b) 8,014,705 41.1%
1511 6th Avenue
Seattle, WA 98101
Eddie Trump (b,c) 8,014,705 41.1%
Julius Trump (b,c) 8,014,705 41.1%
MBL Life Assurance Corporation (c) 8,014,705 41.1%
520 Broad Street
Newark, NJ 07102
All Directors and Executive Officers as 8,014,705 41.1%
a Group (5 persons) (d)
<FN>
(a) According to the Schedule 13D, as amended (the "Zimco Amended 13D"), filed
with the Securities and Exchange Commission (the "Commission"), Zimco is an
Iowa limited partnership, the sole general partner of which is Soma 2 L.P.,
a Delaware limited partnership ("Soma 2"). Soma 2 has as its general
partner ZRG Co., Inc., a Delaware corporation ("ZRG"), for which Mr. Podoll
serves
</TABLE>
3
<PAGE>
<TABLE>
<S> <C>
<FN>
as the sole executive officer and director. Mr. Podoll is a manager of
investments of the William Zimmerman family. Amounts include 8,079 shares
issuable upon conversion of Debentures beneficially owned by Zimco.
Amounts do not include the ownership of 6,000 shares, and 3,810 shares
issuable upon conversion of the Company's convertible debentures, owned by
the Surya Financial, Inc. Retirement Plan, a retirement plan for the
benefit of various employees of Surya Financial, Inc., an affiliate of
Zimco.
(b) According to the Schedule 13D, as amended, filed with the Commission by
Julius Trump, Eddie Trump and Seacorp, Seacorp is, and Messrs. Julius and
Eddie Trump may be deemed to be, the beneficial owner(s) of 8,014,705
shares of common stock. Such amount includes 8,079 shares issuable upon
conversion of Debentures beneficially owned by an affiliate of Seacorp. As
set forth in the Schedule 13D, Seacorp is a Delaware corporation and does
not presently have any business other than the ownership of shares of
common stock of the Company. Seacorp is indirectly controlled by Messrs.
Julius and Eddie Trump, subject to the option referred to in footnote (c)
below.
(c) MBL Life Assurance Corporation ("MBL") has an option to acquire 50% of
Seacorp for an aggregate exercise price of $100. If MBL were to exercise
its option, Messrs. Julius and Eddie Trump would collectively own
indirectly 50% of the outstanding capital stock of Seacorp and MBL would
own the balance.
(d) Assumes the conversion of all Debentures beneficially owned by an affiliate
of Seacorp. Does not include shares owned by Zimco. Mr. Chroman, who is a
director of the Company, is co-manager of certain investments for the
William Zimmerman family and Mr. Podoll, who is also such a manager, is, as
noted above, the sole executive officer and director of affiliates of
Zimco.
</TABLE>
EXECUTIVE OFFICERS OF THE COMPANY
The following table sets forth certain information concerning the executive
officers of the Company.
<TABLE>
<CAPTION>
Present Principal Occupation
Name and Position or Employment and Five
With the Company Age Year Employment History
- ---------------------------- --- -----------------------------
<S> <C> <C>
Mark Brown 41 President of the Company since January 1993. Chief Financial
President, Chief Financial Officer of GSC Technologies, Inc. (a development stage,
and Accounting Officer, environment technology company, which is not affiliated with the
Secretary and Treasurer Company, Seacorp or Zimco) since January 1994. Secretary,
Treasurer and Chief Financial and Accounting Officer of the
Company since January 1992. Vice President of the Company from
January 1992 until January 1993. Assistant Secretary of the
Company from June 1988 until January 1993. Vice President,
Finance of Seattle Holdings Corporation, an affiliate of Seacorp,
for more than five years.
</TABLE>
EXECUTIVE COMPENSATION
COMPENSATION OF DIRECTORS AND EXECUTIVE OFFICERS
During the year ended October 30, 1993, in full and final satisfaction
of the Company's obligation to provide insurance as required by terms of a
consulting agreement entered into in 1988, the Company paid Mr. Nathanson
$21,600 as reimbursement of the cost of life insurance. Mr. Nathanson had
previously been paid all other amounts due, including consulting fees, pursuant
to such consulting agreement.
4
<PAGE>
Prior to December 31, 1993, the Company had no employees and its
officers served without compensation. Commencing in January 1994, the Company
entered into an arrangement to pay directly for the services of its President
and Chief Financial Officer (who serves on a part time basis) at the rate of
$5,000 per month, plus the cost of medical insurance benefits (prior to January
1994 such services were provided through an affiliate of Seacorp for which such
affiliate received fees in amounts approximating its costs based upon hours
expended.) Other than as described in the preceding sentence and as described
below under SERVICES PROVIDED BY AFFILIATES, there are currently no arrangements
under which any officer or director of the Company will receive compensation for
serving as such; however, such arrangements may be made in the future.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
STOCKHOLDERS' AGREEMENT
GENERAL. On May 7, 1986, Zimco, Seacorp and the Company entered into
the Stockholders' Agreement relating to, among other things, the election of
directors. Subsequently, in consideration of Seacorp causing to be made
available (either directly or through an affiliate) short-term borrowing
facilities aggregating $20 million to the Company and its affiliates, Seacorp,
Zimco and certain related parties entered into an agreement amending the
Stockholders' Agreement (the "November 1987 Amendment") in certain respects. In
connection with the Amended Stockholders' Agreement, the parent of Seacorp
guaranteed Company borrowings under such short-term borrowing facilities (which
have since expired) in an amount up to $15 million.
The Stockholders' Agreement and the November 1987 Amendment were
entered into by Seacorp and Zimco and certain of its related parties on their
own behalf and on behalf of their respective permitted transferees, for the
exclusive benefit of Seacorp and its permitted transferees (the "Seacorp
Group"), and Zimco and its permitted transferees and certain of its related
parties (the "Zimco Group"). The Amended Stockholders' Agreement also contains
certain indemnities in favor of (and for the benefit of) the Company. The
Amended Stockholders' Agreement may be amended or waived by Zimco and Seacorp
without the consent of the Company or any other person and is not intended to be
enforceable except by the Seacorp Group and the Zimco Group. Pursuant to
separate agreements, the Company has granted certain registration rights to each
Group and certain of each Group's transferees.
ELECTION OF DIRECTORS. The Stockholders' Agreement had provided that
each Group would nominate and vote for an equal number of nominees on the
Company's Board of Directors and vote as stockholders in favor of each matter
previously approved by a majority of the directors nominated by Zimco and
Seacorp and vote against each matter not so approved. However, if at any time
one Group owned less than one-third the number of shares of Common Stock owned
by the other, the Group with the greater number of shares of Common Stock would
be entitled to nominate one additional director and the other Group would be
entitled to nominate one less director. The November 1987 Agreement amended the
Stockholders' Agreement to provide that so long as Messrs. Julius and Eddie
Trump or their affiliates or certain related parties and certain other
designated parties (collectively, the "Trump Group") and/or MBL or its
affiliates (collectively, "Mutual Benefit") remain the beneficial owners,
directly or indirectly, of at least a majority of the shares of Common Stock
owned by Seacorp as of November 25, 1987, Seacorp will be entitled to nominate
as directors one-half the number of Nonindependent Directors plus one and Zimco
will be entitled to nominate as directors one-half the number of Nonindependent
Directors minus one, and that at all times at least four seats on the Company's
Board of Directors will be reserved for Nonindependent Directors. At such time
as the Trump Group and/or Mutual Benefit is no longer the beneficial owner of a
majority of shares of Common Stock owned by Seacorp on November 25, 1987, the
provision in the Stockholders' Agreement prior to the November 1987 Agreement
relating to the election of directors would be applicable so that each of
Seacorp and Zimco would nominate and vote for an equal number of nominees on the
Company's Board of Directors.
The Company's Certificate of Incorporation provides that actions by
the Company's Board of Directors generally require the affirmative vote of that
number of directors equal to the sum of (i) the number of Independent Directors
(as defined) plus (ii) a majority of the Nonindependent Directors. See
5
<PAGE>
ITEM 1: ELECTION OF DIRECTORS. The voting agreement in the Amended
Stockholders' Agreement with respect to the election of directors terminates at
such time as the Nonindependent Directors cease to constitute a majority of the
Board of Directors.
CERTAIN OTHER VOTING ARRANGEMENTS. The Amended Stockholders'
Agreement provides that Seacorp and the Zimco Group will use their best efforts
to cause the Seacorp Directors and the Zimco Directors to vote against any
issuance of capital stock of the Company or its subsidiaries (i) to any
affiliate of Seacorp unless the Zimco Group is first offered the opportunity to
purchase a portion of such shares pro rata in accordance with their then
ownership of shares of common stock, for the same consideration that is to be
paid by such affiliate, or (ii) to any entity not affiliated with Seacorp
without the consent or approval of the holders of a majority of the outstanding
shares of common stock, subject in each case to waiver by the Zimco Directors.
TERMINATION. The Amended Stockholders' Agreement terminates upon the
earliest to occur of: (a) October 31, 1995; (b) the time when both the Zimco
Group and the Seacorp Group own fewer than 1,050,000 shares of the Company's
Common Stock; or (c) the time when either the Zimco Group or the Seacorp Group
owns fewer than 700,000 shares of the Company's Common Stock.
SERVICES PROVIDED BY AFFILIATES
Affiliates of Seacorp provide the Company with accounting, tax, legal,
treasury and other services. Fees for such services approximated $167,000 for
the year ended October 30, 1993 and are based upon hours expended by such
affiliate's employees at rates approximating such affiliate's cost.
COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION
The Company does not have a compensation or similar committee.
Employees of Seacorp's affiliates on account of whose services such affiliates
received fees included Mark Brown (President, Chief Financial and Accounting
Officer, Secretary and Treasurer of the Company) and James M. Lieb (a director
of the Company), each of whom may, from time to time, have had involvement in
the Board's consideration of such fees.
PERFORMANCE GRAPH
The following graph, which was obtained by the Company from Media General
Financial Services of Richmond, Virginia ("Media General"), compares the
cumulative return to holders of the Company's Common Stock for the five years
ended October 30, 1993 with (i) the NASDAQ Market Index and (ii) a published
industry group index of companies within the Mortgage Investment code maintained
by Media General. The comparison assumes $100 was invested on October 29, 1988
in the Company's Common Stock and in each of the comparison groups and assumes
reinvestment of dividends (the Company paid no dividends during the periods).
[Graph]
6
<PAGE>
INDEPENDENT PUBLIC ACCOUNTANTS
Price Waterhouse, the Company's independent public accountants for the
fiscal year most recently ended, will have representatives present at the
Meeting to make a statement if so desired and will be able to respond to
appropriate questions. Independent public accountants for the current fiscal
year will be selected after review by the Board of Directors.
STOCKHOLDER PROPOSALS FOR 1995 ANNUAL MEETING
If a stockholder intends to present a proposal to stockholders at the
1995 annual meeting, the proposal, in order to be included in the Company's
Proxy Statement and form of proxy for that annual meeting, must be received by
the Company at its principal executive office on or before February 22, 1995.
Such a proposal, if mailed, should be mailed certified--return receipt
requested.
Dated: June 23, 1994
Mark Brown
President and Secretary
7
<PAGE>
PROXY
SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS OF PSS, INC.
FOR ANNUAL MEETING OF STOCKHOLDERS, TUESDAY, JULY 12, 1994
The undersigned hereby appoints MARK BROWN and JAMES M. LIEB, or either
one of them, each with power of substitution, as proxies of the undersigned, to
attend the Annual Meeting of Stockholders of PSS, Inc. (the "Company"), to be
held at the Washington Athletic Club, 1325 6th Avenue, Seattle, Washington, on
Tuesday, July 12, 1994, at 10:00 a.m. local time, and any and all adjournments
thereof, and to vote the number of shares the undersigned would be entitled to
vote if personally present, as designated below:
<TABLE>
<S> <C> <C>
1. The election of four directors.
/ / FOR the nominees listed below / / WITHHOLD AUTHORITY to vote
as a group (except as marked to the for the nominees.
contrary).
</TABLE>
INSTRUCTION: To withhold authority to vote for a nominee, strike a line through
the nominee's name below:
NOMINEES: Larry Chroman, James M. Lieb, Gerald Nathanson and Eddie Trump
<TABLE>
<S> <C> <C>
2. In their discretion upon such other matters as may properly come before the Meeting.
</TABLE>
(CONTINUED, AND TO BE SIGNED, ON REVERSE SIDE)
<PAGE>
(CONTINUED FROM OTHER SIDE)
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED
HEREIN BY THE UNDERSIGNED STOCKHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL
BE VOTED FOR PROPOSAL 1.
The undersigned hereby acknowledge(s) receipt of the Notice of Annual
Meeting of Stockholders dated June 23, 1994, the Proxy Statement of the same
date furnished herewith, and the 1993 Annual Report.
PLEASE SIGN THIS PROXY EXACTLY AS
YOUR NAME APPEARS ON THE STOCK
CERTIFICATE AND RETURN PROMPTLY IN
THE ENCLOSED ENVELOPE. WHEN SIGNING
AS ATTORNEY, EXECUTOR, ADMINISTRATOR,
TRUSTEE, OR GUARDIAN, PLEASE GIVE
YOUR FULL TITLE. JOINT OWNERS AND
MULTIPLE TRUSTEES MUST ALL SIGN
BELOW.
_____________________________________
Signature
_____________________________________
Signature
_____________________________________
Date
