Orchestra-Prémaman S.A. Issues Stop, Look and Listen Letter to Shareholders of Destination Maternity Corporation (DEST)
SAINT-AUNÈS, France, Sept. 25, 2017 /PRNewswire/ -- Orchestra-Prémaman S.A. and Yeled Invest S.à r.l. (collectively, the "Orchestra Participants") announced today that they have issued an open letter urging Shareholders of Destination Maternity Corporation ("DEST" or the "Company") to STOP, LOOK and LISTEN before taking any action in response to the Company's solicitation of proxies for the Company's upcoming Annual Meeting of Shareholders and to wait until they receive the Orchestra Participants' proxy materials and BLUE proxy card before voting. The complete text of the letter to Shareholders follows:
AN IMPORTANT MESSAGE FROMTHE ORCHESTRA PARTICIPANTSTOTHE SHAREHOLDERS OFDESTINATION MATERNITY CORPORATION (DEST)
The Orchestra Participants Urge Destination Maternity Corporation Shareholders to Look forthe BLUE Proxy Card for the Annual Meeting of Shareholders
Dear Destination Maternity Corporation Shareholder:
At some point in the near future, you may receive a proxy statement and accompanying white proxy card from the Destination Maternity Corporation ("DEST" or the "Company") in connection with the upcoming Annual Meeting of Shareholders of the Company (including any adjournments or postponements thereof and any meeting which may be called in lieu thereof, the "Annual Meeting"). The Company has set the date, time and location of the Annual Meeting for 9:15 a.m. Eastern Standard Time, on Thursday, October 19, 2017, at the corporate headquarters of the Company at 232 Strawbridge Drive, Moorestown, NJ 08057, and the Company has set the record date for the Annual Meeting as September 18, 2017.
The Orchestra Participants (as described below) will soon be sending our own definitive proxy materials and a BLUE proxy card with respect to the Annual Meeting. We strongly urge you NOT to vote any white proxy card you may receive from the Company, and to wait for and read the Orchestra Participants' proxy materials and BLUE proxy card before you cast your vote in connection with the Annual Meeting. We look forward to sharing with you in the coming weeks our views in opposition to the Company's nominees and certain of its proposals.
The Orchestra Participants believe that:
- The directors nominated by DEST have underperformed during their tenure;
- The Company's stock price has fallen significantly on their watch;
- The Company has repeatedly missed important targets while reporting its financial information in an unclear way;
- It would be a mistake for Shareholders to reward poor results by reelecting these directors.
The Orchestra Participants strongly urge shareholders NOT to respond to any solicitation made by Company management and NOT to return a white proxy card in connection with the Annual Meeting. Please:
- DO NOT return the white proxy card sent to you by the current board of the Company.
- DO NOT vote by responding to the e-mail solicitations sent to you by the current board of the Company.
- DO NOT allow the Company to call you at home and take your vote over the telephone.
Our proxy solicitor is Saratoga Proxy Consulting LLC. If you have any questions or need further assistance, please contact Saratoga toll-free at (888) 368-0379 or (212) 257-1311 or by email at firstname.lastname@example.org.
Thank you very much for your support.
Orchestra-Prémaman specializes in the creation, manufacture, purchase and sale of all products related to children's clothing and childcare products. The Group's product range currently comprises clothing and footwear for children aged 0 to 14 years, maternity fashion and childcare products. Since 2012, Orchestra Prémaman has become a major player on the European childcare products market, in particular due to external growth operations, such as the acquisition of Baby 2000 and the Prémaman Group, which is Europe's oldest maternity wear brand, dating back to 1947. This strategy of growth and development in childcare products follows on the success of the first megastore opened in Saint-Aunès, a store concept offering an entire world revolving around babies. Having increased its presence internationally, the Group now operates in more than 40 countries, selling more than 80 million pieces per year.
CERTAIN INFORMATION CONCERNING THE PARTICIPANTS
The Orchestra Participants intend to file a preliminary proxy statement and an accompanying proxy card with the Securities and Exchange Commission ("SEC") to be used to solicit votes in connection with the upcoming Annual Meeting of Shareholders of Destination Maternity Corporation, a Delaware corporation (the "Company").
THE ORCHESTRA PARTICIPANTS STRONGLY ADVISE ALL SHAREHOLDERS OF THE COMPANY TO READ THEIR PROXY STATEMENT AND OTHER PROXY MATERIALS AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. SUCH PROXY MATERIALS WILL BE AVAILABLE AT NO CHARGE ON THE SEC'S WEB SITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE ORCHESTRA PARTICIPANTS WILL PROVIDE COPIES OF THE PROXY STATEMENT WITHOUT CHARGE, WHEN AVAILABLE, UPON REQUEST. REQUESTS FOR COPIES SHOULD BE DIRECTED TO THE ORCHESTRA PARTICIPANTS' PROXY SOLICITOR, SARATOGA PROXY CONSULTING, AT ITS TOLL-FREE NUMBER: AT (888) 368-0379 OR (212) 257-1311 OR BY EMAIL AT INFO@SARATOGAPROXY.COM.
The participants in the proxy solicitation are Orchestra-Prémaman and Yeled Invest S.à r.l. ("Yeled", together with Orchestra-Prémaman, collectively, the "Orchestra Participants").
As of the date hereof, Orchestra-Prémaman is the beneficial owner of 1,000 shares of Common Stock, $0.01 par value (the "Common Stock"), of the Company. As of the date hereof, Yeled is the beneficial owner of 1,921,820 shares of Common Stock. In addition, as a result of its ownership of a controlling interest in Orchestra-Prémaman, Yeled may be deemed the beneficial owner of the 1,000 shares of Common Stock beneficially owned by Orchestra-Prémaman.
Investors & MediaACTIFINStéphane Ruizsruiz@actifin.fr, +33 01 56 88 11 15
Saratoga Proxy ConsultingJohn Ferguson (212) 257-1311
SOURCE Orchestra Participants