Filed by The Limited, Inc.
Pursuant to Rule 425 under the
Securities Act of 1933 and deemed
Filed pursuant to Rule 14a-12 under
the Securities Exchange Act of 1934
Subject Company: Intimate Brands, Inc.
Commission File No. 1-13814
Date: February 7, 2002
On February 7, 2002, The Limited, Inc. issued the following press release:
T H E L I M I T E D, I N C.
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THREE LIMITED PARKWAY
COLUMBUS, OHIO 43230
TEL 614 415 7000
THE LIMITED, INC. REPORTS JANUARY SALES
Columbus, Ohio (February 7, 2002) -- The Limited, Inc. (NYSE/LSE: LTD) reported
that comparable store sales for the four weeks ended February 2, 2002 increased
6% compared to the four weeks ended February 3, 2001. The Company reported net
sales of $576.3 million for the four-week period ended February 2, 2002
compared to sales of $766.2 million for the five-week period ended February 3,
2001. Excluding sales from Lane Bryant and the extra week in January last year,
the sales increase from the comparable four-week period last year was 11%.
Comparable store sales for the thirteen weeks ended February 2, 2002 decreased
2% compared to the thirteen weeks ended February 3, 2001. Net sales were $3.138
billion for the thirteen weeks ended February 2, 2002 compared to $3.522
billion for the fourteen weeks ended February 3, 2001. Excluding sales from
Lane Bryant and the extra week in the fourth quarter, the sales increase from
the comparable thirteen-week period last year was 1%.
The Company reported a comparable stores sales decrease of 4% for the fifty-two
weeks ended February 2, 2002, compared to the fifty-two weeks ended February 3,
2001. Net sales were $9.363 billion for the fifty-two weeks ended February 2,
2002 compared to $10.105 billion for the fifty-three weeks ended February 3,
2001. Excluding sales from Lane Bryant and the extra week last year, the sales
decrease from the comparable period last year was 2%.
On Monday, February 4, 2002, the Company announced an exchange offer to acquire
all of the outstanding shares of Intimate Brands, Inc. (NYSE: IBI). The
exchange offer commenced Tuesday, February 5, 2002, and is currently scheduled
to expire at 5:00 p.m. (New York City time) on Monday, March 11, 2002, subject
to extension by The Limited. Please refer to the Company's filings with the SEC
for further information.
As a reminder, The Limited, Inc. will report fourth quarter earnings on
February 28, 2002 at 8:00 a.m. EST.
About The Limited, Inc.:
The Limited, Inc., through Express, Lerner New York, Limited Stores, Structure
and Henri Bendel, presently operates 1,997 specialty stores. The Company also
owns approximately 84% of Intimate Brands, Inc. (NYSE: IBI), the leading
specialty retailer of intimate apparel, beauty and personal care products, sold
through 2,617 stores under the Victoria's Secret, Bath & Body Works and White
Barn Candle Co. brands. Victoria's Secret products are also available through
the catalogue and www.VictoriasSecret.com.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
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In connection with the exchange offer, The Limited, Inc. has filed an exchange
offer prospectus and a proxy statement with the Securities and Exchange
Commission. INVESTORS AND STOCKHOLDERS ARE ADVISED TO READ THESE AND ALL
RELATED DOCUMENTS BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors and
stockholders may obtain a free copy of the exchange offer prospectus, the proxy
statement and related documents from the Securities and Exchange Commission's
web site at http://www.sec.gov. Free copies of these documents may also be
obtained from The Limited by directing a request to The Limited, Inc.,
Investors Relations, Three Limited Parkway, Columbus, Ohio 43216, (614)
415-7076.
The Limited, its directors and certain of its executive officers and other
members of its management may be deemed to be soliciting proxies from its
stockholders in connection with the proposed transaction. Information
concerning The Limited's participants in the solicitation is contained in a
filing made by The Limited with the Securities and Commission pursuant to Rule
14a-12 on February 4, 2002.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995: All forward-looking statements made by the Company in this press release
or the January sales call involve risks and uncertainties and are subject to
change based on various important factors, many of which may be beyond the
Company's control. Accordingly, the Company's future performance and financial
results may differ materially from those expressed or implied in any such
forward-looking statements. Words such as "estimate," "project," "plan,"
"believe," "expect," "anticipate," "intend" and similar expressions may
identify forward-looking statements. The following factors, among others, in
some cases have affected and in the future could affect the Company's financial
performance and actual results and could cause actual results for 2001 and
beyond to differ materially from those expressed or implied in any
forward-looking statements included in this press release or the January sales
call or otherwise made by management: changes in consumer spending patterns,
consumer preferences and overall economic conditions; the potential impact of
national and international security concerns on the retail environment; the
impact of competition and pricing; changes in weather patterns; political
stability; postal rate increases and charges; paper and printing costs; risks
associated with the seasonality of the retail industry; risks related to
consumer acceptance of the Company's products and the ability to develop new
merchandise; the ability to retain, hire and train key personnel; risks
associated with the possible inability of the Company's manufacturers to
deliver products in a timely manner; risks associated with relying on foreign
sources of production and availability of suitable store locations on
appropriate terms and other factors that may be described in the Company's
filings with the Securities and Exchange Commission. The forward-looking
information provided in this press release or the January sales call is based
on information available to the Company as of the date of this press release.
The Company does not undertake to publicly update or revise its forward-looking
statements even if experience or future changes make it clear that any
projected results expressed or implied therein will not be realized.
# # #
For further information, please contact:
Tom Katzenmeyer
Vice President, Communications and Investor Relations
The Limited, Inc.
614-415-7076
www.Limited.com
(attachments: Comparable Store Sales and Store Count, page 3)
THE LIMITED, INC.
JANUARY 2002
Comparable Store Sales Increase (Decrease):
Fourth Fourth Year-to-date Year-to-date
January 2002 January 2001 Quarter 2001 Quarter 2000 2001 2000
------------ ------------ ------------ ------------ ------------ ------------
Victoria's Secret Stores 11% (3%) 10% (4%) 0% 5%
Bath & Body Works 1% 1% 10%) (2%) (11%) 1%
Intimate Brands, Inc. 7% (1%) 0% (3%) (5%) 4%
Express 3% 19% 0% 15% (2%) 15%
Lerner New York 0% 16% (8%) 11% (5%) 4%
Limited Stores 13% 5% 1% 7% (2%) 5%
Structure 14% (12%) (6%) (6%) (8%) (4%)
Total Apparel 5% 11% (3%) 9% (3%) 8%
The Limited, Inc. 6% 5% (2%) 2% (4%) 5%
Total Stores:
Stores
Beginning Year-to-date Acquired Operating
of Year Opened Closed (Disposed) at 2/2/02
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Victoria's Secret Stores 958 60 (16) - 1,002
Bath & Body Works 1,432 191 (8) - 1,615
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Total Intimate Brands 2,390 251 (24) - 2,617
Express 667 14 (14) - 667
Lerner New York 560 6 (44) - 522
Limited Stores 389 2 (23) - 368
Structure 469 2 (32) - 439
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Total Apparel 2,085 24 (113) - 1,996
Henri Bendel 1 - - - 1
Lane Bryant 653 7 (9) (651) -
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Total Other Businesses 654 7 (9) (651) 1
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Total Limited, Inc. 5,129 282 (146) (651) 4,614
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