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SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934
Filed by the Registrant [ ]
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[ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission
Only (as permitted by Rule 14a-6(e)(2))
[ ] Definitive Proxy Statement
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to sec.240.14a-11(c) or sec.240.14a-12
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LITTLE SWITZERLAND, INC.
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(Name of Registrant as Specified in its Charter)
ASPEN INVESTMENTS INC.
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(Name of Person(s) Filing Proxy Statement if other than the Registrant)
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MACKENZIE PARTNERS, INC.
156 FIFTH AVENUE
NEW YORK, NY 10010
212 929-5500
FAX 212 929-0308
CONTACT:
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Stanley J. Kay, Jr.
MacKenzie Partners, Inc.
(212) 929-5940
FOR IMMEDIATE RELEASE:
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NEGOTIATIONS WITH LITTLE SWITZERLAND OVER $8.10 MERGER AT IMPASSE;
STOCKHOLDERS MUST NOW DECIDE WHICH SLATE TO ELECT.
Destination Retail CEO Says Advisory Service "Missed the Boat"
with its Proxy Contest Recommendation
FREEPORT, BAHAMAS, February 2, 1998 -- Little Switzerland, Inc.'s (NASDAQ:
LSVI) suitor, Destination Retail Holdings Corporation, announced today that the
continuing impasse in its negotiations with the Company's Board over its $8.10
cash merger is both unfortunate and a frustration for Little Switzerland's
stockholders.
With just days to go before the Little Switzerland's February 5 annual meeting,
stockholders must now decide whether to support Destination Retail's two
independent nominees, who are committed to consummating a transaction for at
least $8.10 in cash per share with Destination Retail or another bidder.
As previously announced, Destination Retail submitted a fully-financed,
all-cash bid of $8.10 per share earlier this month in connection with Little
Switzerland's auction process. The bid was rejected by the Company's Board and
subsequent negotiations to complete and sign a merger agreement between the two
parties remain at an impasse.
Destination Retail also commented on the report from proxy advisor
Institutional Shareholder Services which recommended against Destination
Retail's candidates.
Stephen G.E. Crane, President and Chief Executive Officer of Destination
Retail, said "We feel, unfortuantely, ISS missed the boat in its
recommendation, giving little weight to the fact that after nine months of
being 'in play' and having its investment banker conduct a 'worldwide auction',
the Company failed to produce any other fully-financed, all-cash bid.
We have spoken to major stockholders frequently throughout the last few weeks
and it's abundantly clear that their sentiments strongly endorse a sale of the
Company for $8.10 at this time. Furthermore, it's up to the stockholders, not
ISS, to decide whether our $8.10 price is fair."
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Destination Retail Holdings
February 2, 1998
Page Two
Mr. Crane continued, "Stockholders who have lived with this lackluster
investment should have no confidence in Ball Carey and his management team.
Little Switzerland's growth strategy over the past five years has failed to
keep pace with the market and we do not believe it has the capacity or
management team to grow in the future under the current administration. It's
ironic that ISS's report, while questioning Carey's unwillingness to divulge
any details about this purported five-year strategic plan, nevertheless seems
to support Carey's re-election based on this mythical alternative to our
fully-financed $8.10 bid. Its seems noteworthy that not one stockholder to whom
we have spoken has made any mention about his so-called plan."
Mr. Crane concluded, "Little Switzerland's Board needs independent directors
now more than ever in light of Director Francis X. Correra's untimely death
earlier this month. (ISS's report characterizes him as an affiliated outside
director). We believe our two candidates -- Charles "Red" Scott and Ralph
Hellmold -- are outstanding candidates. They are both completely independent of
Destination Retail and Little Switzerland's current Board, and have long,
distinguished records as senior executives and directors of major public
companies. Both are fully committed to a value maximizing transaction, whether
its our $8.10 all cash offer or any higher bid from another party."
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