FTC Issues Request for Additional Information in Federated/May Merger
April 07 2005 - 8:04PM
PR Newswire (US)
FTC Issues Request for Additional Information in Federated/May
Merger ST. LOUIS, CINCINNATI and NEW YORK, April 7
/PRNewswire-FirstCall/ -- Federated Department Stores, Inc.
(NYSE:FD) and The May Department Stores Company (NYSE:MAY) today
announced that the Federal Trade Commission (FTC) has issued a
request for additional information in connection with its review of
the proposed merger between the two companies. In addition, the
Securities and Exchange Commission (SEC) will review the
registration statement on Form S-4 filed by Federated on March 30,
2005, in connection with the proposed merger. Requests of this
nature are typical in a transaction of this size and were expected.
Federated and May plan to respond promptly to the FTC's request for
additional information and to any comments received from the SEC,
and continue to believe that the merger will be completed in the
third quarter of 2005. Forward-Looking Statements This document
contains statements about expected future events that are
forward-looking within the meaning of the Private Securities
Litigation Reform Act of 1995. Such statements include, but are not
limited to, Federated and May's expectations regarding the review
processes by the FTC and the SEC, the anticipated closing and other
statements that are not historical facts. Such statements are based
upon the current beliefs and expectations of Federated and May's
management and are subject to significant risks and uncertainties.
Actual results could differ materially from those expressed in the
forward- looking statements contained in this document because of a
variety of factors, including a significant change in the timing
of, or the imposition of any government conditions or legal
impediments to, the closing of the proposed transaction. Additional
factors that may affect the future results of Federated and May are
set forth in their respective filings with the SEC, which are
available at http://www.fds.com/ and http://www.mayco.com/,
respectively. Additional Information and Where to Find It In
connection with the proposed transaction, Federated has filed a
registration statement on Form S-4 with the SEC (Registration No.
333-123667), containing a preliminary joint proxy
statement/prospectus relating to the proposed merger. WE URGE
INVESTORS TO READ THE DEFINITIVE JOINT PROXY STATEMENT/ PROSPECTUS
CAREFULLY WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN
IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors may
obtain a free copy of the registration statement and the definitive
joint proxy statement/prospectus (when available), as well as other
filed documents containing information about Federated and May,
including the annual report on Form 10-K of each of Federated and
May for the fiscal year ended Jan. 29, 2005, at the SEC's website
(http://www.sec.gov/). Free copies of Federated's SEC filings are
also available on Federated's website at http://www.fds.com/, or by
request to Office of the Secretary, Federated Department Stores,
Inc., 7 West Seventh Street, Cincinnati, OH 45202. Free copies of
May's SEC filings are also available on May's website at
http://www.mayco.com/, or by request to Corporate Communications,
The May Department Stores Company, 611 Olive Street, St. Louis, MO
63101-1799. This communication shall not constitute an offer to
sell or the solicitation of an offer to buy any securities, nor
shall there be any sale of securities in any jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction. Participants in the Solicitation Federated, May and
their respective officers and directors and other persons may be
deemed, under SEC rules, to be participants in the solicitation of
proxies from Federated or May's stockholders with respect to the
proposed transaction. Information regarding the current officers
and directors of Federated is available in its proxy statement
filed by Federated with the SEC on April 15, 2004. Information
regarding the current officers and directors of May is available in
its proxy statement filed by May with the SEC on April 22, 2004.
More detailed information regarding the identity of potential
participants and their direct and indirect interests in the
solicitation, by security holdings or otherwise, is set forth in
the registration statement on Form S-4 filed with the SEC in
connection with the proposed transaction. About Federated 112,000
employees in 34 states. Founded 1929, headquartered in Cincinnati,
Ohio, with corporate offices in Cincinnati and New York. Federated
currently operates more than 450 stores in 34 states, Guam and
Puerto Rico under the names Macy's and Bloomingdale's. The company
also operates macys.com and Bloomingdale's By Mail. Annual sales:
$15.6 billion. About May 132,000 employees in 46 states. Founded
1910, headquartered in St. Louis, Mo. At the end of fiscal year
2004, May operated 491 department stores under the names
Famous-Barr, Filene's, Foley's, Hecht's, Kaufmann's, Lord &
Taylor, L.S. Ayres, Marshall Field's, Meier & Frank,
Robinsons-May, Strawbridge's, and The Jones Store, as well as 239
David's Bridal stores, 449 After Hours Formalwear stores, and 11
Priscilla of Boston stores. May currently operates in 46 states,
the District of Columbia and Puerto Rico. Annual sales: $14.4
billion. For more information, contact: Sharon Bateman The May
Department Stores Company 314-342-6494 Federated Contacts: Media:
Carol Sanger 513-579-7764 Investor: Susan Robinson 513-579-7780
DATASOURCE: The May Department Stores Company CONTACT: Sharon
Bateman of The May Department Stores Company, +1-314-342-6494;
Media- Carol Sanger, +1-513-579-7764, Investors - Susan Robinson,
+1-513-579-7780, both of Federated Department Stores, Inc. Web
site: http://www.mayco.com/ http://www.fds.com/
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