SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
Filed by Registrant /X/
Filed by a Party other than the Registrant / /
Check the appropriate box:
/ / Preliminary Proxy Statement / / Confidential, for Use of the
/ / Definitive Proxy Statement Commission Only (as permitted)
/X/ Definitive Additional Materials by Rule 14a-6(e)(2))
/ / Soliciting Material Pursuant to Section
240.14a-11(c) or Section 240.14a-12
WTD INDUSTRIES, INC.
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(Name of Registrant as Specified In Its Charter)
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(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)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
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(2) Aggregate number of securities to which transaction applies:
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(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):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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/ / 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:
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(2) Form, Schedule or Registration Statement No.:
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(3) Filing Party:
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(4) Date Filed:
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<PAGE>
INDUSTRIES Inc.
September 17, 1997
Dear Shareholder:
We haven't received your proxy yet!
Your vote FOR Proposal 3 at the October 7 Annual Meeting is extremely
important. We must have your help if we are to protect WTD Industries and all
our shareholders from a hostile or cheap takeover bid in the future.
Without shareholder approval of Proposal 3 which restores voting rights
to Quinault Corporation (our new director Larry Black's company), WTD Industries
is contractually obligated to opt out of an Oregon law regulating hostile
takeovers. Our company would lose vital protection in the event there are future
share acquisitions that the company and our shareholders might view as
undesirable. We need to preserve that vital protection.
The majority of shareholders who have voted so far are strongly in
favor of Proposal 3. However, we haven't received enough votes to ensure the
proposal will be approved. In order to gain shareholder approval at the Annual
Meeting and minimize the costs of further proxy solicitation efforts, we urge
you to vote your shares now.
PLEASE VOTE YOUR PROXY IMMEDIATELY BY TELEPHONE
Call the Telephone Proxy Voting Service
Toll Free at 1-800-454-8683
and follow the simple instructions.
Even if you have already mailed in your proxy, we urge you to confirm
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that your vote has been received and counted by calling the Toll Free number.
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The Telephone Voting Service will confirm that your shares have been voted when
you enter the confidential 12-digit Control Number printed on the upper left
side of your proxy form immediately above the three proposals to be voted on at
the Annual Meeting.
Thank you for your prompt assistance.
Sincerely yours,
/s/Bruce L. Engel
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Bruce L. Engel
President
