SEC Comment Letter for Childrens Place, Inc. (PLCE) (CIK 0001041859) (PLCE) — Apr 20, 2015
Childrens Place, Inc. (PLCE) (CIK 0001041859)
Date: April 20, 2015 · CIK: 0001041859 · Accession: 0000000000-15-022019
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 000-23071
Letter
April 20, 201 5 Via E -mail Norman Matthews Chairman of the Board The Children’s Place 500 Plaza Drive Secaucus, New Jersey 07094
Re: The Children’s Place , Inc. Preliminary Revised Proxy S tatement filed on Schedule 14A PRE R14A filing made on April 1 7th, 201 5 by The Children’s Place , Inc. File N umber: 000-23071
Dear Mr. Matthews ,
We have reviewed the above -captioned filing, and have the following comment. Please respond to this letter by amending the Schedule 14A . If you do not believe an amendment is appropriate, please tell us why in your response. We may have additional comme nts.
PRE R14A filing made on April 17, 2015
1. We note the revised disclosures and correspondence dated April 17th, 2015, provided in response to our prior comment number nine from our comment letter dated April 16th, 2015. The revis ions imply that the Proxy Committee may use its discretionary authority to vote on any matters introduced that satisfy the Rule 14a -4(c)(1) standard, even if the matter is a proposal to adjourn the meeting for the purpose of soliciting additional proxies. We do not believe t hat a potential vote on a proposal to adjourn the meeting for the purpose of soliciting additional support is unknown to the registrant or incidental to the conduct of the meeting. In order to remove such implication, p lease qualify the revised disclosure s to indicate that the scope of such discretionary authority granted is limited to the terms of Rule 14a -4(c).
Closing Comments
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules require. You may contact me at (202) 551 -3266 should you have any questions. Sincerely,
/s/ Nicholas P. Panos
Nicholas P. Panos Senior Special Counsel Office of Mergers & Acquisitions
The Children’s Place, Inc. c/o Mr. Norman Matthews April 20, 2015 P a g e | 2
cc: Robert B. Schumer, Esq. Steven J. Williams, Esq. Paul, Weiss, Rifkind, Wharton & Garrison LLP
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April 20, 201 5
Via E -mail
Norman Matthews
Chairman of the Board
The Children’s Place
500 Plaza Drive
Secaucus, New Jersey 07094
Re: The Children’s Place , Inc.
Preliminary Revised Proxy S tatement filed on Schedule 14A
PRE R14A filing made on April 1 7th, 201 5 by The Children’s Place , Inc.
File N umber: 000-23071
Dear Mr. Matthews ,
We have reviewed the above -captioned filing, and have the following comment. Please
respond to this letter by amending the Schedule 14A . If you do not believe an amendment is
appropriate, please tell us why in your response. We may have additional comme nts.
PRE R14A filing made on April 17, 2015
1. We note the revised disclosures and correspondence dated April 17th, 2015, provided in
response to our prior comment number nine from our comment letter dated April 16th, 2015.
The revis ions imply that the Proxy Committee may use its discretionary authority to vote on
any matters introduced that satisfy the Rule 14a -4(c)(1) standard, even if the matter is a
proposal to adjourn the meeting for the purpose of soliciting additional proxies. We do not
believe t hat a potential vote on a proposal to adjourn the meeting for the purpose of soliciting
additional support is unknown to the registrant or incidental to the conduct of the meeting. In
order to remove such implication, p lease qualify the revised disclosure s to indicate that the
scope of such discretionary authority granted is limited to the terms of Rule 14a -4(c).
Closing Comments
We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require. You may contact me at (202) 551 -3266
should you have any questions.
Sincerely,
/s/ Nicholas P. Panos
Nicholas P. Panos
Senior Special Counsel
Office of Mergers & Acquisitions
The Children’s Place, Inc.
c/o Mr. Norman Matthews
April 20, 2015
P a g e | 2
cc:
Robert B. Schumer, Esq.
Steven J. Williams, Esq.
Paul, Weiss, Rifkind, Wharton & Garrison LLP