- Additional Proxy Soliciting Materials (definitive) (DEFA14A)
March 17 2009 - 4:23PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14-A
(Rule
14A-101)
PROXY
STATEMENT PURSUANT TO SECTION 14(a)
OF
THE SECURITIES AND EXCHANGE ACT OF 1934
Filed by
the Registrant
þ
Filed by
a Party other than the Registrant
o
Check the
appropriate box:
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|
Preliminary
Proxy Statement
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Confidential,
For Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
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Definitive
Proxy Statement
|
þ
|
Definitive
Additional Materials
|
o
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Soliciting
Materials Pursuant to Section
240.14a.12
|
LCA-Vision
Inc.
(Name
of Registrant as Specified in its Charter)
(Name
of Person(s) Filing Proxy Statement, if other than the Registrant)
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of Filing Fee (Check the appropriate box):
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table below per Exchange Act Rules 14a-6(i)(1) and
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The
following is the transcript of a video made available on various websites on
March 17, 2009.
This is
Steve Straus, CEO of LCA Vision. We are very pleased to present this
video to you as the third installment of our ongoing series to keep you, our
constituents, up to date on what's happening with LCA Vision and
LasikPlus.
As
always, thank you if you've made comments to the past editions and rest assured,
they are being considered as we continue to execute on our strategy moving
forward.
During
both of our previous installments, we mentioned actions being taken by a group
of dissident stockholders. Over the past weeks, we have been engaging
in face-to-face and telephone meetings with many of our stockholders to explain
our plans for our Company and to ask for their support and agreement with our
vision.
In
addition, several companies known as independent proxy advisory firms have
reviewed our company and future plans. Generally, these firms research disputes
within companies and provide insight to stockholders on how they should vote if
their vote is requested - as it has been with our Consent Revocation
request. There are several major companies that provide this service,
and I am proud to announce to you; that - based EITHER, ON presentations
presented by both the dissident stockholder group and the current LCA Vision
management and Board; OR their independent research based on publicly available
written material - all three proxy advisory firms that looked at our situation
have recommended that stockholders vote in favor of the current Board and in
support of current management.
They
found that the current management and Board have laid out a stronger long-term
strategy to transition from a one-off transaction business model to an ongoing
lifetime care model.
They
acknowledged that the current Board and management team have identified numerous
near-term tactical improvements in the areas of operations, quality and
marketing. Among these improvements are the marketing changes we have
communicated to you in earlier videos. Additional changes are on the way, so
please stay tuned.
They also
recognized that our strategy is showing positive results, citing our recent
improvement in market share as most compelling against a backdrop of economic
down turn and declining consumer confidence.
We are
thrilled that these independent firms have recognized the efforts of the current
management team. We continue to ask stockholders and everyone
watching to look at the facts about the progress we've made at LCA Vision and
realize that our vision for LCA Vision and LasikPlus is one of responsible
management, agility in a changing marketplace, and ultimately growth for the
Company and value for its stockholders.
I look
forward to speaking to you again soon about some of the new advances and
programs we are instituting at LCA Vision. In the meantime, I hope
you found this edition to be helpful and informative, and look forward to
reading any comments posted below. Until we speak again, I'm Steve
Straus. Good day.
************
Due to
the nature of the Consent process, your voting instruction is extremely
important and time sensitive. LCA-Vision urges all stockholders to
vote their GOLD cards to REVOKE CONSENT on all three
proposals. Please discard any proxy card that you receive from the
Joffe Group. If you have already voted to consent and wish to change
your vote, you have every right to revoke your consent and vote the GOLD
proxy. Only the latest dated card counts.
LCA-Vision
filed its Definitive Consent Revocation Statement (“Consent Revocation
Statement”) with the Securities and Exchange Commission on Monday, February 9,
2009, and copies of the Consent Revocation Statement with a GOLD Consent
Revocation Card were mailed to stockholders beginning February 10,
2009. The Consent Revocation Statement can be obtained immediately
from the SEC’s website at the following link:
http://idea.sec.gov/Archives/edgar/data/1003130/000114420409006021/v139094_defc14a.htm
or from
the Investor Relations section of the Company’s website at www.lasikplus.com and
www.lca-vision.com. Copies
of the Consent Revocation Statement and consent revocation card may also be
obtained from Georgeson Inc.
Additional
Information:
Georgeson
Inc. has been retained by LCA-Vision as consent revocation solicitation agent.
Stockholders with questions are encouraged to call Georgeson toll-free
1-800-457-0109
. Copies of the
Company’s Consent Revocation Statement, and any other documents filed by
LCA-Vision with the SEC in connection with the consent solicitation can be
obtained free of charge from the SEC’s website at
www.sec.gov
, from the
Company’s website at www.lasikplus.com and www.lca-vision.com., or from
Georgeson.
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