PFSW Pfsweb Inc

PFSweb, Inc. (Nasdaq: PFSW), a global provider of integrated business process outsourcing (BPO) solutions, today announced that stockholders approved all corporate proposals at the Company's 2005 Annual Meeting of Stockholders held on June 10. Stockholders approved the election of one Class II Director, Dr. Neil W. Jacobs, and the election of two Class III Directors, Mark Layton and Timothy Murray. Stockholders also approved the proposed amendments to the Company's 1999 Employee Stock Option Plan, including an increase in the number of shares reserved for issuance by 2,500,000 shares, and amendments to the Company's Employee Stock Purchase Plan, including an increase in the number of shares reserved for issuance by 2,000,000 shares. Stockholders ratified the appointment of KPMG LLP as the Company's independent auditors for the fiscal year ending December 31, 2005. In his presentation to shareholders, Mark Layton, chief executive officer of PFSweb, reviewed the Company's improved financial performance, including PFSweb's strong new business activity during 2004 and growth in service fees of 98% in the 2005 first quarter. Layton also discussed PFSweb's expectations for improved profitability despite the offsetting effects of significant costs related to Sarbanes-Oxley requirements, one-time expenses related to the relocation of its Memphis distribution facility and incremental investments in sales and marketing to support future growth. Layton reiterated the Company's fiscal 2005 financial projections of $8.0 to $9.0 million in EBITDA and earnings per share of $0.00 to $0.03, or $0.02 to $0.05 earnings per share excluding the aforementioned one-time relocation expenses. EBITDA, or Earnings before Interest, Taxes, Depreciation, and Amortization, is widely used by analysts, investors and other interested parties. The Company presents EBITDA because it believes it is useful in evaluating PFSweb's operating performance compared to that of other companies in its industry, as the calculation of EBITDA eliminates the effect of financing, income taxes and the accounting effects of capital spending, which items may vary from different companies for reasons unrelated to overall operating performance. EBITDA is not a financial measure determined by generally accepted accounting principles and should not be considered as an alternative to net income as a measure of operating results or to cash flows as a measure of funds available for discretionary or other liquidity purposes. EBITDA may not be comparably calculated from one company to another. 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), iGo/Mobility Electronics (Nasdaq:MOBE), 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. PFSweb is a registered trademark. Entente Suite is a service mark of PFSweb. All rights reserved. The matters discussed in this news release, particularly information regarding future revenue, earnings, business plans and goals, consist of forward-looking information within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and are subject to and involve risks and uncertainties, which could cause actual results to differ materially from the forward-looking information. Such statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. These statements are based on assumptions and estimates that management believes are reasonable based on currently available information; however, management's assumptions and the Company's future performance are both subject to a wide range of business risks and uncertainties, and there is no assurance that these goals and projections can or will be met. Any number of factors could cause actual results to differ materially. The Company undertakes no obligation to publicly update or revise any forward-looking statements. All forward-looking information contained herein is subject to the risk factors and uncertainties described in the Company's filings with the Securities and Exchange Commission, which risk factors and uncertainties are incorporated by this reference as though fully set forth herein.