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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 4
TO
SCHEDULE 13E-4
Issuer Tender offer Statement
(Pursuant to Section 13(e)(1) of the Securities Exchange Act of 1934)
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The Limited, Inc.
(Name of issuer and person filing statement)
Common Stock, $.50 par value
(Title of class of securities)
53271610
(CUSIP number of class of securities)
SAMUEL P. FRIED
Vice President and General Counsel
THE LIMITED, INC.
Three Limited Parkway
P.O. Box 16000
Columbus, Ohio 43230
Telephone: (614) 415-7000
(Name, address and telephone number of person
authorized to receive notices and communications
on behalf of the person filing statement)
Copies to:
DAVID L. CAPLAN
DAVIS POLK & WARDWELL
450 Lexington Avenue
New York, New York 10017
(212) 450-4000
April 15, 1998
(Date tender offer first published, sent or given to security holders)
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This Amendment No. 4 amends and supplements the Schedule 13E-4
Issuer Tender Offer Statement (the "Statement") filed April 15, 1998 (and
amended April 16, April 21 and May 7, 1998) by The Limited, Inc., a Delaware
corporation ("The Limited"), relating to an offer by The Limited to exchange
up to 43,600,000 shares of Class A common stock, par value $.01 per share (the
"A&F Common Stock"), of Abercrombie & Fitch Co. ("A&F"), which The Limited
owns, for shares of common stock, par value $.50 per share (the "Limited
Common Stock"), of The Limited upon the terms and subject to the conditions
stated in the Offering Circular--Prospectus dated April 15, 1998 (the
"Offering Circular--Prospectus") and the related Letter of Transmittal (the
"Letter of Transmittal" which, together with the Offering
Circular--Prospectus, constitute the "Exchange Offer"). The purpose of
this Amendment is to add, as Exhibit (a)(15) to the Statement, the press
release of The Limited dated May 14, 1998 announcing the successful
completion of the Exchange Offer.
Terms defined in the Offering Circular--Prospectus and not
separately defined herein shall have the meanings specified in the Offering
Circular--Prospectus.
Item 8. Additional Information.
Item 8(e) is hereby amended by adding the following:
On May 14, 1998, The Limited issued a press release announcing
the successful completion of the Exchange Offer which is attached as Exhibit
(a)(15).
Item 9. Material to be Filed as Exhibits.
Item 9 is hereby amended by the addition of the following
Exhibits:
(a)(15) Press release of The Limited dated May 14, 1998
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
The Limited, Inc.
By: /s/ Kenneth B. Gilman
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Kenneth B. Gilman
Vice Chairman and
Chief Administrative Officer
Dated: May 14, 1998
EXHIBIT INDEX
Exhibit
Number Description
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(a)(15) Press release of The Limited dated May 14, 1998
EXHIBIT (A)(15)
THE LIMITED, INC. ANNOUNCES SUCCESSFUL COMPLETION OF
EXCHANGE OFFER RESULTING IN THE SPLIT-OFF OF
ABERCROMBIE & FITCH CO.
-- Completion of Next Step in Strategic Program to Focus Resources on
Building and Delivering Value to Shareholders -
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COLUMBUS, Ohio, May 14, 1998 -- The Limited, Inc. (NYSE/LSE: LTD) announced
today the successful completion of the tax-free exchange offer to establish
Abercrombie & Fitch Co. (NYSE: ANF) (A&F) as an independent company. Through
the offer, Limited shareholders were given the opportunity to exchange some or
all of their Limited shares for shares of A&F. Based on a preliminary count
by the exchange agent, The Limited expects to accept for exchange
approximately 47,095,000 shares of its common stock, at an exchange ratio of
.86 of a share of A&F stock for each Limited share.
"We are pleased with the positive reception by shareholders to the
distribution of Abercrombie & Fitch," said Leslie H. Wexner, Chairman and
Chief Executive Officer of The Limited. "The split-off of A&F is an
important step in our ongoing effort to focus our resources on brands to which
we can add more value for our shareholders."
The Limited will announce the exact number of shares accepted for exchange
after a complete review of all tender offer documentation. Promptly
thereafter, certificates for shares of A&F common stock and checks in lieu of
fractional shares will be mailed.
Promptly after the consummation of the exchange offer, The Limited will set a
record date for the pro-rata spin-off of its remaining A&F shares (estimated
to be approximately 3,099,000 shares) to Limited stockholders.
Following the consummation of the exchange offer and the spin-off, The Limited
will have no ownership position in A&F common stock, and will have reduced its
outstanding shares by approximately 17%, to 227.4 million shares of common
stock outstanding.
The Limited, Inc., through Express, Lerner New York, Lane Bryant, Limited
Stores, Structure, Limited Too, Galyan's and Henri Bendel, presently operates
3,684 specialty stores. The Company also owns approximately 83% of Intimate
Brands, Inc. (NYSE: IBI) which, through Victoria's Secret Stores and Bath &
Body Works presently operates 1,759 specialty stores and distributes apparel
internationally through the Victoria's Secret Catalogue.
Abercrombie & Fitch is a lifestyle brand which, at the end of March, operated
159 stores and published The A&F Quarterly.
Upon completion of this exchange offer, Abercrombie & Fitch Co. will continue
to be traded separately on the New York Stock Exchange under the symbol "ANF."
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For Further Information, please contact: Rita Trevino Flynn
Vice President, Communications
The Limited, Inc.
614-415-7555