DEFA14A 1 v091977_defa14a.htm
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
 
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934 (Amendment No. )
(Rule 14a-101)
 
 
Filed by the Registrant x
 
Filed by a Party other than the Registrant o
 
Check the appropriate box:
 
o
Preliminary Proxy Statement
 
o
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
 
o
Definitive Proxy Statement
 
o
Definitive Additional Materials
 
x
Soliciting Material Pursuant to Rule 240.14a-12
 
THOMAS WEISEL PARTNERS GROUP, INC.
(Name of Registrant as Specified In Its Charter)
 
N/A
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
 
 
Payment of Filing Fee (Check the appropriate box):
 
x
No fee required.
 
o
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 transaction:


 
(5)   Total fee paid:


 
o
Fee paid previously with preliminary materials.
 
o
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:
 

 
 


 

 

 
On November 1, 2007 Thomas Weisel Partners Group, Inc. announced that during the week of November 5-9, 2007 it would be participating in an investor conference sponsored by Keefe, Bruyette & Woods and would be making presentations to individual institutional investors. A copy of the presentation materials to be utilized during the investor conference and the presentations to institutional investors is being posted to the Thomas Weisel Partners website and a copy of those presentation materials is set forth below.
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 

 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 

 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 

 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 


 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 

 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 

 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 

 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 

 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 

 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 

 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 

 
 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 


 
 
 
 

 
 
 
 
 
 

 
 
 
 
 
 

 
 
 
 

 
 
 
 
 

 
 
The contents of this filing and the documents attached hereto contain forward-looking statements that are subject to known and unknown risks, uncertainties and other factors which may cause actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. These forward-looking statements were based on various factors and were derived utilizing numerous assumptions and other factors that could cause actual results to differ materially from those in the forward-looking statements. These factors include, but are not limited to, Thomas Weisel Partners Group, Inc.’s (“TWPG’s”) and Westwind Capital Corporation’s (“Westwind’s”) ability to complete the transaction in a timely manner or at all, implement their strategic initiatives and achieve the expected benefits of the transaction, integrate their operations and retain their professionals, as well as competitive, economic, political, and market conditions and fluctuations, government and industry regulation, other risks relating to the transaction, including the effect of the announcement of the transaction on the companies’ business relationships, operating results and business generally and other factors, including those that are described (i) under the caption “Risk Factors” in the preliminary proxy statement filed with the SEC by Thomas Weisel Partners Group, Inc. on October 25, 2007 and (ii) under the caption “Risk Factors” in TWPG's Annual Report on Form 10-K for the year ended December 31, 2006 and other periodic reports filed by TWPG with the SEC thereafter (“Exchange Act Reports”). Most of these factors are difficult to predict accurately and are generally beyond TWPG’s or Westwind’s control. You should consider the areas of risk described in connection with any forward-looking statements that may be made herein and readers are cautioned not to place undue reliance on forward-looking statements. For any forward-looking statements contained herein, TWPG claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. TWPG does not assume any obligation to update the information contained herein in the future.
 
In connection with the proposed transaction, Thomas Weisel Partners has filed a preliminary proxy statement will be filing a definitive proxy statement and relevant documents concerning the transaction with the Securities and Exchange Commission (“SEC”). SECURITY HOLDERS OF THOMAS WEISEL PARTNERS ARE URGED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC OR WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders can obtain free copies of the definitive proxy statement and other documents when they become available (i) by calling Investor Relations at 415-364-2500, (ii) by going to the Investor Relations section of www.tweisel.com or (iii) by mailing a request to Thomas Weisel Partners, Investor Relations, One Montgomery Street, San Francisco, CA 94104. In addition, documents filed with the SEC by Thomas Weisel Partners are available free of charge at the SEC’s web site at www.sec.gov.
 
Thomas Weisel Partners and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Thomas Weisel Partners in connection with the proposed transaction. Information regarding Thomas Weisel Partners’ directors and executive officers is available in Thomas Weisel Partners’ Annual Report on Form 10-K for the year ended December 31, 2006, which was filed with the SEC on March 16, 2007, and its proxy statement for its 2007 Annual Meeting of Shareholders, which was filed with the SEC on April 12, 2007. These documents are available free of charge at the SEC’s web site at www.sec.gov and from Investor Relations at Thomas Weisel Partners as described above. Additional information regarding the interests of such potential participants will be included in the proxy statement and the other relevant documents filed with the SEC when they become available.