-----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, MbLxTGRhWmPbXRjBniijuOz6JKSq+WFG5Zpuj1wORCmPtfR2pncPBh3X2qZT9pyw HKVZTVvP7uu272lqEkWx3A== 0000909518-00-000256.txt : 20000413 0000909518-00-000256.hdr.sgml : 20000413 ACCESSION NUMBER: 0000909518-00-000256 CONFORMED SUBMISSION TYPE: DFAN14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000412 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PIONEER GROUP INC CENTRAL INDEX KEY: 0000733060 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 135657669 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A SEC ACT: SEC FILE NUMBER: 000-08841 FILM NUMBER: 599332 BUSINESS ADDRESS: STREET 1: 60 STATE ST STREET 2: 19TH FLOOR CITY: BOSTON STATE: MA ZIP: 02109-1820 BUSINESS PHONE: 8008211239 MAIL ADDRESS: STREET 1: 60 STATE STREET STREET 2: 19TH FLOOR CITY: BOSTON STATE: MA ZIP: 02109-1820 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LENS INVESTMENT MANAGEMENT LLC /ADV CENTRAL INDEX KEY: 0001023807 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 010497749 STATE OF INCORPORATION: ME FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A BUSINESS ADDRESS: STREET 1: 45 EXCHANGE ST STREET 2: STE 400 CITY: PORTLAND STATE: ME ZIP: 04101 BUSINESS PHONE: 2077754296 FORMER COMPANY: FORMER CONFORMED NAME: FOCUS INVESTMENT MANAGEMENT LLC /ADV DATE OF NAME CHANGE: 19970220 FORMER COMPANY: FORMER CONFORMED NAME: FOCUS INVESTMENT MANAGEMENT LLC /ADV DATE OF NAME CHANGE: 19970215 DFAN14A 1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14A-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [ ] Filed by a Party other than the Registrant [X] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Definitive Proxy Statement [ ] Confidential, for Use of the [X] Definitive Additional Materials Commission Only (as permitted) [ ] Soliciting Material Pursuant to by Rule 14a-6(e)(2) Rule 14a-12 THE PIONEER GROUP, INC. - -------------------------------------------------------------------------------- (Name of Registrant as Specified In Its Charter) LENS INVESTMENT MANAGEMENT, LLC - -------------------------------------------------------------------------------- (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)(4) and 0-11. (1) Title of each class of securities to which transaction applies: Not applicable ------------------------------------------------------------------------ (2) Aggregate number of securities to which transaction applies: Not applicable. ------------------------------------------------------------------------ (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): Not applicable. ------------------------------------------------------------------------ (4) Proposed maximum aggregate value of transaction: Not applicable. ------------------------------------------------------------------------ (5) Total Fee Paid: Not applicable. ------------------------------------------------------------------------ [ ] 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: Not applicable. ------------------------------------------------------------------------ (2) Form, Schedule or Registration Statement No.: Not applicable. ------------------------------------------------------------------------ (3) Filing Party: Not applicable. ------------------------------------------------------------------------ (4) Date Filed: Not applicable. ------------------------------------------------------------------------ 58531.0014 April 11, 2000 LENS INVESTMENT MANAGEMENT, LLC SEEKS TO MAXIMIZE VALUE OF THE PIONEER GROUP, INC. FOR ALL STOCKHOLDERS Dear Fellow Stockholder: DO NOT RETURN ANY PROXY CARD SUPPLIED TO YOU BY THE COMPANY. RETURN THE GOLD PROXY CARD ONLY. We are forwarding to you with this letter our proxy statement and GOLD Proxy Card for use in connection with the 2000 Annual Meeting of Stockholders of The Pioneer Group, Inc., scheduled for May 16, 2000. In view of the dismal performance of Pioneer shares and the Company's unsuccessful strategy of investing outside of its core fund management business, we believe that action must be taken to avoid further deterioration of stockholder value. THE ACTION WE PROPOSE IS THE IMMEDIATE SALE OF PIONEER TO THE HIGHEST BIDDER IN AN AUCTION. As more fully described in our proxy statement, our analysis indicates that such a sale could bring to stockholders a price in excess of $29 per share, and as much as $42 per share. Lens Investment Management, LLC and its affiliates hold approximately 4.1% of the outstanding Pioneer shares. We are nominating five persons for election to Pioneer's Board of Directors at the 2000 Annual Meeting of Stockholders who, if elected, will constitute a majority of the Board. DISMAL PERFORMANCE Pioneer stockholders essentially missed out on one of the most remarkable periods of growth in the history of the stock market. Pioneer common stock reached a high of $33.38 per share in December 1997 and never again returned to that level, closing yesterday at $23.31 per share. According to the Company's own calculations, $100 investments made on December 31, 1994 in the Russell 3000 Index and in an index of investment managers selected by the Company would have grown to $325 and $289, respectively, by December 31, 1999. A $100 investment in the Company would have declined to $75 over the same period. PIONEER SHOULD BE SOLD TO THE HIGHEST BIDDER As more fully described in our proxy statement, WE HAVE ESTIMATED THAT THE VALUE OF PIONEER'S EQUITY IN A SALE COULD BE MORE THAN $29 PER SHARE, AND AS MUCH AS $42 PER SHARE. The Pioneer Board has not taken any concrete steps, and has announced no plans that we believe are likely to result in the stockholders receiving comparable value for their common stock in the foreseeable future. Consequently, we are advocating that the Company be sold immediately to deliver this now-unrealized value to you - its stockholders - before any further deterioration in the stock price can occur. The Company recently announced that it had retained two investment banking firms to explore strategic alternatives, including a corporate sale. While we find this encouraging, we are wary of the Company's commitment to such a sale. The Company has a history of failing to act decisively when it comes to business dispositions. For example, in October 1998, the Company hired an investment banking firm and announced its intention to sell its gold mining operations in Ghana. Today, over 17 months later, no such disposition has occurred. By electing our nominees, you would be assured that a majority of the Pioneer Board, subject to their fiduciary duties, would be committed to a sale of the Company. THE CHOICE IS YOURS. By running our own slate of nominees, we believe we are giving you, the Company's stockholders, a choice. If you are satisfied with the performance of your Company and its stock price, no doubt you will reelect the Board's nominees. But, if you - like us - are not satisfied and believe that the Company's stockholders would benefit from diligent efforts to sell the Company at a premium to its current market value through an auction process, we urge you to support our nominees. By electing our nominees, you would be assured that a majority of the Pioneer Board would be committed to securing such a sale, subject to its fiduciary duty. Your views and vote are important. Do not return any Proxy Card supplied by the Company. VOTE ONLY ON LENS' GOLD PROXY CARD DISTRIBUTED WITH OUR PROXY STATEMENT (EVEN IF YOU HAVE PREVIOUSLY VOTED ON THE COMPANY'S PROXY CARD - -- YOUR LATER SUBMISSION WILL VOID ANY EARLIER PROXY CARD). Should you have any questions or comments, please contact MacKenzie Partners, Inc. at (212) 929-5500 (call collect) or CALL TOLL-FREE: (800) 322-2885. Sincerely, Lens Investment Management, LLC -----END PRIVACY-ENHANCED MESSAGE-----