UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
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. )
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the Registrant ¨
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a Party other than the Registrant x
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appropriate box:
¨ Preliminary
Proxy Statement
¨ Confidential,
for Use of the Commission Only (as permitted by Rule14a-6(e)(2))
¨ Definitive
Proxy Statement
x Definitive
Additional Materials
o Soliciting
Material Under Rule 14a-12
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(Name
of Registrant as Specified in Its Charter)
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CRESCENDO
PARTNERS II, L.P., SERIES Q
CRESCENDO
INVESTMENTS II, LLC
CRESCENDO
PARTNERS III, L.P.
CRESCENDO
INVESTMENTS III, LLC
ERIC
S. ROSENFELD
MYCA
PARTNERS INC.
MYCA
MASTER FUND, LTD.
ROBERT
FRANKFURT
ARNAUD
AJDLER
MICHAEL
APPEL
CHARMING
SHOPPES FULL VALUE COMMITTEE
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(Name
of Persons(s) Filing Proxy Statement, if Other Than the
Registrant)
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The
Charming Shoppes Full Value Committee (the “Committee”), together with the other
participants named herein (as defined below), has filed a definitive proxy
statement and accompanying WHITE proxy card with the Securities and Exchange
Commission (“SEC”) to be used to solicit votes for the election of three
nominees as directors at the 2008 annual meeting of stockholders (the “Annual
Meeting”) of Charming Shoppes, Inc. (“Charming
Shoppes”).
Item
1: On May 2, 2008, the Committee issued the following press
release:
Court
Denies Charming Shoppes' Motion to Enjoin the Full Value Committee's Proxy
Solicitation
Decision
Allows Company's Shareholders to Decide for Themselves Whom to Elect as
Directors at the Company's Annual Meeting Next Week
NEW YORK,
May 2, 2008 -- The Charming Shoppes Full Value Committee announced today that
Judge Anita B. Brody of the United States District Court for the Eastern
District of Pennsylvania has advised the Committee and Charming Shoppes, Inc.
("Charming Shoppes" or the "Company") (Nasdaq: CHRS - News) that the Court
has denied the Company's motion for a preliminary injunction. Judge Brody
informed the parties that the Court would issue a written opinion
shortly.
Commenting
on the decision on behalf of the Committee, Eric Rosenfeld, President and CEO of
Crescendo Partners stated, "We are pleased that the Court rejected the Company's
efforts to prevent shareholders from deciding for themselves whom to elect to
the Board at next week's Annual Meeting."
Mr.
Rosenfeld continued, "Today's decision confirms what we have believed all along
-- that this lawsuit was nothing more than a desperate and frivolous attempt to
block the democratic process, scare shareholders from talking to us and further
entrench the Board. Justice prevailed. Unfortunately, this Board wasted a
considerable amount of shareholders' money to frivolously sue one of its largest
shareholders. At least now, they can be held accountable. Given the lengths to
which this Board has gone to entrench itself, including its unsuccessful attempt
to subpoena 17 third-parties including several of the Company's largest
shareholders, we are very concerned that the Board will unilaterally postpone
the vote if it is losing the election next week. That is not the way democracy
is supposed to function."
The
Committee strongly encourages Charming Shoppes shareholders to sign, date, and
return the WHITE proxy card and vote FOR Arnaud Ajdler, Robert Frankfurt and
Michael Appel. Your vote is very important, regardless of how many or how few
shares you own. If you have any questions, or need assistance in voting your
shares, please call our proxy solicitors, D.F. King & Co., Inc. toll-free at
(800) 735-3107.
Contact:
Crescendo
Partners II, L.P.
Eric
Rosenfeld or Arnaud Ajdler, (212) 319-7676
Myca
Partners, Inc.
Robert
Frankfurt, (212) 587-7611