CHRS » Topics » Item 3. Legal Proceedings

These excerpts taken from the CHRS 10-K filed Apr 2, 2008.
Item 3.  Legal Proceedings

On March 7, 2008 we filed a lawsuit against Crescendo Partners II, L.P. and its general partner Crescendo Investments II, LLC; Crescendo Partners III, L.P. and its general partner Crescendo Investments III, LLC; and Myca Master Fund, Ltd. and its investment manager Myca Partners, Inc. operating jointly under the name of The Charming Shoppes Full Value Committee, and certain of their principals and nominees for election to our Board of Directors, including Arnaud Ajdler, Eric Rosenfeld and Robert Frankfurt, for violating federal securities laws.

In the Federal lawsuit, filed on March 7, 2008 in the United States District Court, Eastern District of Pennsylvania, we asserted that the defendants have filed with the Securities and Exchange Commission materially misleading and incomplete documents in violation of Section 13(d) of the Securities Exchange Act of 1934 as part of their campaign to nominate three directors to our board of directors.  On March 25, 2008 we amended this complaint to add claims that the defendants’ proposed proxy solicitation is materially misleading and incomplete in violation of Section 14(a) of the Securities Exchange Act and that the proposed election of any of the defendants’ nominees to the board would violate Section 8 of the Clayton Antitrust Act.


We have asked the Court to enjoin the defendants from making any additional false or misleading public statements and false and misleading public filings regarding Charming Shoppes, from taking or attempting to take any further steps in furtherance of their unlawful conduct and scheme, to make immediate corrective disclosure of all material facts and cure the material misstatements and omissions and to divest themselves in an orderly fashion of any and all shares of our stock that they unlawfully acquired in violation of the Federal securities laws.

Other than the foregoing and other ordinary routine litigation incidental to our business, there are no pending material legal proceedings that we or any of our subsidiaries are a party to, or of which any of their property is the subject.  There are no proceedings that are expected to have a material adverse effect on our financial condition or results of operations.


Item 3.  Legal
Proceedings



On March
7, 2008 we filed a lawsuit against Crescendo Partners II, L.P. and its general
partner Crescendo Investments II, LLC; Crescendo Partners III, L.P. and its
general partner Crescendo Investments III, LLC; and Myca Master Fund, Ltd. and
its investment manager Myca Partners, Inc. operating jointly under the name of
The Charming Shoppes Full Value Committee, and certain of their principals and
nominees for election to our Board of Directors, including Arnaud Ajdler, Eric
Rosenfeld and Robert Frankfurt, for violating federal securities
laws.



In the
Federal lawsuit, filed on March 7, 2008 in the United States District Court,
Eastern District of Pennsylvania, we asserted that the defendants have filed
with the Securities and Exchange Commission materially misleading and incomplete
documents in violation of Section 13(d) of the Securities Exchange Act of 1934
as part of their campaign to nominate three directors to our board of
directors.  On March 25, 2008 we amended this complaint to add claims
that the defendants’ proposed proxy solicitation is materially misleading and
incomplete in violation of Section 14(a) of the Securities Exchange Act and that
the proposed election of any of the defendants’ nominees to the board would
violate Section 8 of the Clayton Antitrust Act.




We have
asked the Court to enjoin the defendants from making any additional false or
misleading public statements and false and misleading public filings regarding
Charming Shoppes, from taking or attempting to take any further steps in
furtherance of their unlawful conduct and scheme, to make immediate corrective
disclosure of all material facts and cure the material misstatements and
omissions and to divest themselves in an orderly fashion of any and all shares
of our stock that they unlawfully acquired in violation of the Federal
securities laws.



Other
than the foregoing and other ordinary routine litigation incidental to our
business, there are no pending material legal proceedings that we or any of our
subsidiaries are a party to, or of which any of their property is the
subject.  There are no proceedings that are expected to have a
material adverse effect on our financial condition or results of
operations.





EXCERPTS ON THIS PAGE:

10-K (2 sections)
Apr 2, 2008
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