DEFA14A: Additional definitive proxy soliciting materials and Rule 14(a)(12) material
Published on October 3, 2003
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[X] Soliciting Material Under Rule 14a-12
EXEGENICS INC.
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
1) Title of each class of securities to which transaction applies:
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2) Aggregate number of securities to which transaction applies:
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3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which
the filing fee is calculated and state how it was determined):
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4) Proposed maximum aggregate value of transaction:
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5) Total fee paid:
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[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing:
1) Amount previously paid:
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2) Form, Schedule or Registration Statement No:
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3) Filing party:
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4) Date Filed:
EXEGENICS INC.
2110 RESEARCH ROW - DALLAS, TEXAS 75235
OCTOBER 3, 2003
STOP!
AN IMPORTANT MESSAGE FROM YOUR BOARD OF DIRECTORS
Dear Fellow Shareholder,
You may shortly receive solicitation materials from a group of shareholders
including Bruce Meyers, Melvyn Weiss and Michael Stone asking you to support
their efforts to replace your Board of Directors at eXegenics Inc. Please do not
return any proxy cards or consent forms until you hear further from us.
DON'T BE MISLED
This group is asking you to help them take control of your company without
offering you either any financial consideration or any plan for how they would
increase the value of your investment in eXegenics, and no assurances that they
would act in the best interests of all stockholders. In fact, they have conceded
in their solicitation materials that there is no assurance that the election of
their nominees will maximize stockholder value or otherwise protect the
interests of eXegenics' stockholders.
DO NOT VOTE ANY CARDS UNTIL YOU HEAR MORE FROM YOUR BOARD
Your Board is fully committed to increasing value for all eXegenics'
stockholders. Consistent with this, your Board intends to focus eXegenics on the
development and marketing of niche products for specialty physician markets, an
area in which eXegenics' management has successfully operated in the past.
Although your Board of Directors can provide no assurance that it will be able
to maximize stockholder value or protect the interests of eXegenics'
stockholders, we will shortly provide details of this plan and how we expect it
to be executed.
PLEASE DO NOT ALLOW THIS OPPOSITION GROUP TO
SEIZE CONTROL OF YOUR COMPANY.
We will be shortly sending out our Proxy Statement and WHITE revocation of
consent card.
WE URGE YOU NOT TO VOTE ANY PROXY CARD OR CONSENT FORM SENT TO YOU BY THIS
OPPOSITION GROUP. PLEASE READ THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE
BECAUSE IT CONTAINS IMPORTANT INFORMATION. A COPY OF THE PROXY STATEMENT WILL BE
SENT TO YOU BY MAIL. YOU MAY ALSO OBTAIN A COPY OF THE PROXY STATEMENT WHEN IT
BECOMES AVAILABLE AT WWW.SEC.GOV OR AT WWW.EXEGENICSINC.COM.
Please wait to hear more from your Board. We appreciate your patience and your
support. In the meantime, if you have any questions, please call our proxy
solicitor at:
GEORGESON SHAREHOLDER COMMUNICATIONS INC.
17 STATE STREET - 10TH FLOOR
NEW YORK, NEW YORK 10004
CALL TOLL FREE: (888) 964-0733
BANKS & BROKERS CALL: (212) 440-9800
Very truly yours,
Ronald L. Goode, Ph.D.
Chief Executive Officer