PFSweb Adjourns Special Stockholder Meetings Until January 24, 2006; Shareholders Vote Overwhelming ``For'' Merger with eCOST.co
January 23 2006 - 6:35PM
Business Wire
PFSweb, Inc. (Nasdaq: PFSW), a global provider of integrated
business process outsourcing (BPO) solutions, announced today the
Company's Special Meeting of Stockholders was adjourned and the
vote postponed until Tuesday, January 24, 2006 to provide PFSweb
shareholders additional time to submit their proxies. PFSweb
management urges all shareholders of record to please vote their
shares. Shareholders that have submitted their proxies to date have
voted overwhelmingly "for" all of the proposals, which would
approve the issuance of PFSweb common stock pursuant to the
company's definitive merger agreement with eCOST.com (Nasdaq:
ECST), leading online discount retailer. Non-objecting beneficial
shareholders (NOBO) of PFSweb as of December 21, 2005 who have not
voted should contact Mellon Investor Services at 1-800-814-0304 to
cast their vote directly. In addition, shareholders of record as of
December 21, 2005 who have not received or cannot locate their
proxy should call Tom Madden, CFO of PFSweb, at 972-881-2900 x6450.
Valid proxies submitted by PFSweb shareholders prior to the January
23, 2006 meeting will continue to be valid for purposes of the
reconvened meeting to be held January 24, 2006. Shareholders for
eCOST.com approved the definitive merger agreement with PFSweb at a
separate Special Meetings of Stockholders held today, January 23,
2006. About PFSweb, Inc. PFSweb develops and deploys integrated
business infrastructure solutions and fulfillment services for
Fortune 1000, Global 2000 and brand name companies, including third
party logistics, call center support and e-commerce services. The
company serves a multitude of industries and company types,
including such clients as Adaptec (Nasdaq:ADPT), CHiA'SSO,
FLAVIA(R) Beverage Systems, Hewlett-Packard (NYSE:HPQ),
International Business Machines (NYSE:IBM), Nokia (NYSE:NOK),
Pfizer, Inc. (NYSE:PFE), Raytheon Aircraft Company, Rene Furterer
USA, Roots, Inc., Smithsonian Institution and Xerox (NYSE:XRX). To
find out more about PFSweb, Inc. (NASDAQ: PFSW), visit our website
at www.pfsweb.com. The matters discussed during the interview and,
in particular, information regarding the merger, consist of
forward-looking information under the Private Securities Litigation
Reform Act of 1995 and is subject to and involve risks and
uncertainties, which could cause actual results to differ
materially from the forward-looking information. PFSweb has
recently filed a Registration Statement on Form S-4 which
identifies certain factors that could cause actual results to
differ materially from those projected in any forward looking
statements made and investors are advised to review the
Registration Statement and the Risk Factors described therein.
Neither PFSweb nor eCOST undertakes any obligation to update
publicly any forward-looking statement for any reason, even if new
information becomes available or other events occur in the future.
There may be additional risks that we do not currently view as
material or that are not presently known. ADDITIONAL INFORMATION
The S-4 Registration Statement filed by PFSweb contains a joint
proxy statement for the PFSweb and eCOST stockholder meetings and a
prospectus for the PFSweb common stock to be offered to eCOST's
shareholders in connection with the Merger. Investors and
shareholders are urged to read the registration statement carefully
because it includes various risk factors and other important
information about the Merger. Stockholders may obtain a
free-of-charge copy of the registration statement, any proxy
statement and other relevant documents filed with the SEC from the
SEC's website at www.sec.gov. Stockholders will also be able to
obtain a free-of-charge copy of the proxy statement and other
relevant documents by directing a request by mail or telephone to
either (i) PFSweb, Inc., 500 North Central Expressway, Suite 500,
Plano, Texas 75074 Attention: Corporate Secretary, Telephone: (972)
881-4044, or from PFSweb's website, www.pfsweb.com or (ii) eCOST,
Inc., 2555 West 190th Street, Suite 106, Torrance CA 90504
Attention: Corporate Secretary, Telephone: (310) 225-5025, or from
eCOST's website, www.eCOST.com. Each company and certain of its
directors, executive officers and other members of management and
employees may, under the rules of the SEC, be deemed to be
"participants" in the solicitation of proxies from such company's
stockholders in favor of the prospective merger. Information
regarding the persons who may be considered "participants" in the
solicitation of proxies is set forth in the Registration Statement
that is filed with the SEC. Information regarding certain of these
persons and their beneficial ownership of the common stock of
either company is also set forth in the Schedule 14A filed by eCOST
on May 27, 2005 with the SEC, and the Schedule 14A filed by PFSweb
on April 28, 2005 with the SEC.
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