-----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, QGYgN0eBdGEaot1GIOzrVMPErxZMUmtYLfM4bgDcA+DpAW1dymRJw9dUHLoj/lfG U+5JKM9nhrd6oVU6LCPsRg== 0000820027-04-000072.txt : 20040202 0000820027-04-000072.hdr.sgml : 20040202 20040202145553 ACCESSION NUMBER: 0000820027-04-000072 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040202 EFFECTIVENESS DATE: 20040202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AXP DIMENSIONS SERIES INC CENTRAL INDEX KEY: 0000049717 IRS NUMBER: 410940846 STATE OF INCORPORATION: MN FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-01629 FILM NUMBER: 04558914 BUSINESS ADDRESS: STREET 1: 50606 AXP FINANCIAL CENTER STREET 2: H27/52 CITY: MINNEAPOLIS STATE: MN ZIP: 55474 BUSINESS PHONE: 6123722772 MAIL ADDRESS: STREET 1: 50606 AXP FINANCIAL CENTER STREET 2: H27/52 CITY: MINNEAPOLIS STATE: MN ZIP: 55474 FORMER COMPANY: FORMER CONFORMED NAME: AXP NEW DIMENSIONS FUND INC /MN/ DATE OF NAME CHANGE: 20000417 FORMER COMPANY: FORMER CONFORMED NAME: AXP NEW DIMENSIONS FUND INC/ DATE OF NAME CHANGE: 20000404 FORMER COMPANY: FORMER CONFORMED NAME: IDS NEW DIMENSIONS FUND INC DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AXP STRATEGY SERIES INC CENTRAL INDEX KEY: 0000740146 IRS NUMBER: 416287631 STATE OF INCORPORATION: MN FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-03956 FILM NUMBER: 04558913 BUSINESS ADDRESS: STREET 1: 50606 AXP FINANCIAL CENTER CITY: MINNEAPOLIS STATE: MN ZIP: 55474 BUSINESS PHONE: 6123722772 MAIL ADDRESS: STREET 1: 50606 AXP FINANCIAL CENTER CITY: MINNEAPOLIS STATE: MN ZIP: 55474 FORMER COMPANY: FORMER CONFORMED NAME: IDS STRATEGY FUND INC DATE OF NAME CHANGE: 19920703 DEFA14A 1 def14-soliciting.txt AXP FOCUSED GROWTH FUND AND AXP GROWTH DIMENSIONS FUND- PROXY SOLICITING MATERIAL 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 [X] Definitive Additional Materials [ ] Soliciting Materials Under Section 240.14a-12 AXP Dimensions Series, Inc. AXP Strategy Series, Inc. - -------------------------------------------------------------------------------- (Name of Registrant as Specified In Its Charter) - -------------------------------------------------------------------------------- (Name(s) 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)(4) 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 aggregated value of transaction: ---------------------------------------------------------------------- (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: ---------------------------------------------------------------------- American Express Funds proxy statements filed with SEC On Feb. 2, American Express filed proxy statements with the SEC regarding its intention to seek shareholder approval for a number of fund mergers. American Express' intention to proxy shareholders of specific products was announced on Nov. 19, 2003 ("Memo: Equity Product Line Changes") and on Feb. 2, 2004 (IDS Life article). While the Feb. 2 filings pertain only to American Express Funds, filings for American Express Variable Portfolio Funds and IDS Life Series Funds are expected to be completed soon. We will ask shareholders to approve the following fund mergers via proxy. - ------------------------------------- --------------------------------------- Beginning Fund Ending Fund - ------------------------------------- --------------------------------------- AXP Blue Chip Advantage Fund AXP Large Cap Equity Fund - ------------------------------------- --------------------------------------- AXP Research Opportunities Fund AXP Large Cap Equity Fund - ------------------------------------- --------------------------------------- AXP Focused Growth Fund AXP New Dimensions Fund - ------------------------------------- --------------------------------------- AXP Growth Dimensions Fund AXP New Dimensions Fund - ------------------------------------- --------------------------------------- AXP Progressive Fund AXP Partners Select Value Fund - ------------------------------------- --------------------------------------- Important dates o Early/mid April - Proxy statements are anticipated to mail to shareholders of record. o Early/mid June - Expected date of the shareholder meeting, to be held in Minneapolis. Voting will be closed at the end of the meeting, and items approved by shareholders will be implemented soon thereafter. Advisors will be notified via Advisor Connect News / AdvisorLink Jazz when proxy statements are mailed to clients. General Proxy Information Upon receiving the proxy statement and voting instructions, shareholders may vote in one of four ways: 1. By mail with the enclosed proxy card. 2. By telephone. 3. By web site. 4. In person at the meeting. Clients who own more than one fund should be sure to vote for each. Attached below are Q&A documents that have been prepared for you to use when answering client questions. Please keep in mind that the Q&A documents are not approved for distribution to clients - only for your reference should you receive inquiries. Note: While you may help explain the proposal to clients, you may not advise clients how to vote. Also, for regulatory reasons, you may not develop separate materials relating to the proxy solicitation. Please use the Q&A documents to provide further explanation to clients who request it. (attachments) The proxy statements filed with the SEC are not yet final. Final copies will be posted to Advisor Connect / AdvisorLink Jazz by the time proxies mail to clients. Advisor Inquiries If you have questions about the proxy initiative, send a Lotus Notes message to AmericanExpress Funds. - ----------------------------------------------------------------------------- Related Materials - ----------------------------------------------------------------------------- - ----------------------------------------------------------------------------- - ----------------------------------------------------------------------------- Related Bulletins - ----------------------------------------------------------------------------- - ----------------------------------------------------------------------------- Related News - ----------------------------------------------------------------------------- http://www.internal.aexp.com/connect/advwbnws.nsf/ 7738157ec70405d3862566270071462b link to Feb. 2 article - ----------------------------------------------------------------------------- - ----------------------------------------------------------------------------- Related Links - ----------------------------------------------------------------------------- - ----------------------------------------------------------------------------- AXP Focused Growth Fund and AXP Growth Dimensions Fund Merger proxy Q&A Q: What am I allowed to say to clients if they call with questions about the proxy items? |X| You should encourage clients to vote promptly upon receiving their materials. |X| You are allowed to explain the proxy items in greater detail if clients are confused about the meaning of any of the proposed changes. |X| You may indicate that the Funds' Boards recommend a vote FOR these items. While you may help explain the proposal to clients, you may not advise clients how to vote (except to indicate the preference of the Funds' Boards). Also, for regulatory reasons, you may not develop separate materials relating to the proxy solicitation. Q: What action is required of shareholders of AXP Focused Growth Fund or AXP Growth Dimensions Fund? The Funds' Boards recommend that shareholders vote FOR the Reorganization proposal. Assuming the proposal is approved, no further action is necessary on the part of shareholders. The Reorganization and all related acts necessary to complete it are expected to occur shortly after the shareholder meeting. Q: When will shareholders receive the proxy statements? We anticipate that proxies will mail in early/mid April, 2004. Q. When will the results of the votes be known and how will shareholders and advisors learn of the results? The results of the shareholder meeting will be communicated to existing shareholders in the next annual or semiannual report sent to them following the meeting (expected to be held early/mid June, 2004). New shareholders will learn of the changes through a prospectus supplement that will be issued at the conclusion of the shareholder meeting. The results will be communicated to advisors soon after the shareholder meeting. Watch Advisor Connect News / AdvisorLink Jazz for details at that time. Q: Why are the Boards of AXP Focused Growth Fund and AXP Growth Dimensions Fund proposing to merge them into AXP New Dimensions Fund? The Board believes that the proposed Reorganization will be advantageous to AXP Focused Growth Fund and AXP Growth Dimensions Fund shareholders for several reasons, including continuity of investment - meaning that shareholders of the funds will be invested in a fund holding a similar investment securities portfolio, with similar investment objectives, policies, and restrictions. AXP Focused Growth Fund and AXP Growth Dimensions Fund have the same objective as AXP New Dimensions Fund: to seek to provide shareholders with long-term capital appreciation. While there are differences between these funds, there are also substantial similarities. For advisor use only. Not approved for client use. Comparison of Investment Strategies Focused Growth: The Fund is a non-diversified mutual fund that primarily invests in equity securities that appear to offer growth opportunities. The Fund normally focuses its investment in a core group of 20 to 50 common stocks of medium and large size companies. The Fund may invest up to 30% of its total assets in foreign investments. Growth Dimensions: The Fund invests primarily in equity securities showing potential for significant growth. These companies often operate in areas where dynamic economic and technological changes are occurring. The Fund may invest up to 30% of its total assets in foreign investments. New Dimensions: The Fund primarily invests in common stocks showing potential for significant growth. These companies often operate in areas where dynamic economic and technological changes are occurring. The Fund may invest up to 30% of its total assets in foreign investments. Is AEFC merging away AXP Focused Growth Fund and AXP Growth Dimensions Fund because they haven't been strong asset gatherers? The Board considered the potential benefits from the Reorganization that could be realized by AEFC and its affiliates. The Board recognized that the potential benefits to AEFC consist principally of the elimination of expenses incurred in duplicative efforts to administer separate funds. Both funds are relatively small and have been losing assets. For Focused Growth, AEFC will benefit to the extent it no longer waives its fees. The Board also noted, however, that shareholders of AXP Focused Growth Fund and AXP Growth Dimensions Fund will benefit directly from any decrease in overall operating ratios resulting from the proposed Reorganization. What effect will the merger have on fund expenses? After the Reorganization, the expense ratio for AXP New Dimensions Fund (Buying Fund) is expected to be lower than the expense ratios of AXP Focused Growth Fund and AXP Growth Dimensions Fund (Selling Funds). Thus, Selling Fund shareholders are expected to experience lower per-share fixed costs by holding shares of the Buying Fund than they would if they continued to hold shares in the Selling Fund. The Board considered that higher aggregate net assets resulting from the Reorganization and the opportunity for net cash inflows may reduce the risk that, if net assets of the Selling Fund fail to grow, or diminish, its total expense ratio could rise as fixed expenses become a larger percentage of net assets. Will there be any tax consequences for shareholders when the merger occurs? The Reorganization is expected to be tax-free for federal income tax purposes and will not take place unless the Selling Funds and the Buying Fund receive a satisfactory opinion of tax counsel. Prior to the closing of the Reorganization, the Selling Funds will distribute to their shareholders all of their respective net investment company taxable income, if any, and net realized capital gains (after reduction by any available capital loss carried forward), if any, that have not been previously distributed. These distributions will be taxable to For advisor use only. Not approved for client use. shareholders. They are a result of timing - distributing gains before the Funds cease to exist - and are not the result of the Reorganization per se. Speaking generally, capital gains taxes are not applicable if the Fund is held in a tax-qualified account, such as an IRA. Ordinary income taxes and other taxes may still apply when distributions are taken from tax-qualified accounts. For advisor use only. Not approved for client use. -----END PRIVACY-ENHANCED MESSAGE-----