-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GnPZHLOxUK84ReNcjlA8I5+ORCTxaj6UtXTLbkhlelA50sKFWcC/WHJGrfgaksXA O8dpmVAkso/7obtdHEzTbQ== /in/edgar/work/20000703/0000950129-00-003548/0000950129-00-003548.txt : 20000920 0000950129-00-003548.hdr.sgml : 20000920 ACCESSION NUMBER: 0000950129-00-003548 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EGL INC CENTRAL INDEX KEY: 0001001718 STANDARD INDUSTRIAL CLASSIFICATION: [4731 ] IRS NUMBER: 760094895 STATE OF INCORPORATION: TX FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: SEC FILE NUMBER: 000-27288 FILM NUMBER: 667208 BUSINESS ADDRESS: STREET 1: 15340 VICKERY DR CITY: HOUSTON STATE: TX ZIP: 77032 BUSINESS PHONE: 281-618-34 MAIL ADDRESS: STREET 1: 15350 VICKERY DR STREET 2: SUITE 510 CITY: HOUSTON STATE: TX ZIP: 77032 FORMER COMPANY: FORMER CONFORMED NAME: EAGLE USA AIRFREIGHT INC DATE OF NAME CHANGE: 19951002 DEFA14A 1 defa14a.txt EGL, INC. 1 SCHEDULE 14A SCHEDULE 14A INFORMATION 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 Pursuant to ss.240.14a-12 EGL, INC. ---------------------------- (Name of Registrant as Specified In Its Charter) ---------------------------- (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: (2) Aggregate number of securities to which transaction applies: (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): (4) Proposed maximum aggregate value of transactions: (5) Total fee paid. ----- [ ] 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: (2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4) Date Filed: 2 EGL, Inc. ("EGL") and certain other persons named below may be deemed to be participants in the solicitation of proxies in respect of the proposed merger (the "Merger") of EGL Delaware I, Inc., a Delaware corporation and wholly owned subsidiary of EGL ("Merger Sub"), with and into Circle International Group, Inc. ("Circle"), and the issuance of shares of common stock, par value $.001 per share, of EGL, in connection therewith, pursuant to the Agreement and Plan of Merger, dated as of July 2, 2000, by and among EGL, Merger Sub and Circle. The participants in this solicitation may include the directors of EGL (James R. Crane (Chairman), Frank J. Hevrdejs, Neil E. Kelley, Norwood W. Knight-Richardson, Rebecca A. McDonald, William P. O'Connell, and Elijio V. Serrano); and the following officers and employees of EGL: James R. Crane (President, Chief Executive Officer and Chairman of the Board of Directors); Ronald E. Talley (Chief Operating Officer), John C. McVaney (Executive Vice President), Elijio V. Serrano (Executive Vice President and Chief Financial Officer), and Michael Slaughter (Vice President Investor Relations). As of the date of this communication, other than Mr. Crane, who beneficially owns approximately 39% of EGL's common stock, none of the foregoing participants beneficially own individually in excess of 1% of EGL's common stock. Not including Mr. Crane, the participants, in the aggregate, beneficially own approximately 2% of EGL's common stock. -----END PRIVACY-ENHANCED MESSAGE-----