PFSweb, Inc. (Nasdaq: PFSW), an international provider of end-to-end web commerce solutions, today announced its financial results for the third quarter and nine months ended September 30, 2011.

“This is an exciting time for PFSweb as our Service Fee business growth continues to exceed our own expectations and we expand our business globally. Overall, our consolidated revenue growth for the third quarter was driven by a 40% increase in service fee revenue, which is attributable to new client programs launched during the year and organic growth of existing client programs. In order to support this ongoing expansion as well as future growth, we continue to make incremental investments in personnel, facilities, sales and marketing and technology infrastructure,” stated Mark Layton, Chairman and Chief Executive Officer of PFSweb.

“During the third quarter, we added several new End2End eCommerce programs from a diverse group of manufacturers, including Salomon and Clarins Group. These and other new client programs implemented this year, coupled with existing client activity, are expected to drive continued strong service fee revenue growth and have put us on track to significantly exceed our previously targeted 20% increase in service fee revenue for the year. This anticipated increase in revenue is expected to be partially offset by higher costs from our expansion efforts. Overall, we are reiterating our targeted adjusted EBITDA of between $6.0 million and $7.0 million for CY2011,” continued Mr. Layton.

Summary of consolidated results for the third quarter ended September 30, 2011:

  • Total revenue increased 11% to $70.9 million for the third quarter of 2011 compared, to $63.6 million for third quarter of 2010;
  • Service Fee revenue increased 40% to $22.9 million, compared with $16.4 million for the same period in 2010;
  • Adjusted EBITDA (as defined) was $0.7 million for the third quarter of 2011 compared to $1.1 million for the same period in 2010.
  • Net loss was $1.8 million, or $0.14 per basic and diluted share, compared to net loss of $1.9 million, or $0.16 per basic and diluted share, for the third quarter of 2010. Net loss for the third quarter of 2011 included approximately $0.3 million of relocation related costs. Net loss for the third quarter of 2011 also included $20,000 of net income from discontinued operations related to eCOST.com, compared to a $0.3 million net loss from discontinued operations related to eCOST.com for the same period last year;
  • Non-GAAP net loss (as defined) was $1.5 million, or $0.12 per basic and diluted share for the quarter ended September 30, 2011 compared to a Non-GAAP net loss $0.7 million, or $0.06 per basic and diluted share for the quarter ended September 30, 2010;
  • Total cash, cash equivalents and restricted cash was $20.0 million as of September 30, 2011 compared to $20.3 million as of December 31, 2010.

Summary of consolidated results for the nine months ended September 30, 2011:

  • Total reported revenue increased 7% to $211.3 million, compared to $198.2 million for the nine months ended September 30, 2010;
  • Service Fee revenue increased 28% to $62.8 million, compared with $48.9 million for the nine months ended September 30, 2010;
  • Adjusted EBITDA (as defined) was $2.2 million compared to $3.0 million for the nine months ended September 30, 2010;
  • Net loss was $5.3 million, or $0.43 per basic and diluted share, compared to net loss of $4.6 million or $0.42 per basic and diluted share, for the nine months ended September 30, 2010. Net loss for the first nine months of 2011 included approximately $0.3 million of relocation related costs. Net loss for the first nine months of 2011 also included a $0.6 million net loss from discontinued operations related to eCOST.com compared to a $0.8 million net loss from discontinued operations related to eCOST.com in the same period last year;
  • Non-GAAP net loss was $3.7 million, or $0.30 per basic and diluted share, compared to a non-GAAP net loss of $2.6 million, or $0.24 per basic and diluted share, for the nine months ended September 30, 2010.

“As we look to the future, we see the potential for many new partnerships on the horizon with renowned brands across the world. These brands are realizing the need for an expanded online presence to meet their customers’ ever changing shopping behavior. As we continue to prove the value of our End2End e-commerce solution, we have built awareness for our customizable solutions among leading brands in the consumer packaged goods (CPG), fashion and health and beauty industries,” concluded Mr. Layton.

Conference Call Information

Management will host a conference call at 11:00 am Eastern Time (10:00 am Central Time) on Thursday, November 10, 2011, to discuss the latest corporate developments and results. To listen to the call, please dial (888) 562-3356 and enter the pin number 24695850 at least five minutes before the scheduled start time. Investors can also access the call in a “listen only” mode via the Internet at the Company’s website, www.pfsweb.com. Please allow extra time prior to the call to visit the site and download any necessary audio software.

A digital replay of the conference call will be available through December 10, 2011 at (855) 859-2056, pin number 24695850. The replay also will be available at the Company’s website for a limited time.

Non-GAAP Financial Measures

This news release may contain certain non-GAAP measures, including non-GAAP net income (loss), Earnings Before Interest, Income Taxes, Depreciation and Amortization (“EBITDA”) and Adjusted EBITDA.

Non-GAAP net income (loss) represents net income (loss) calculated in accordance with U.S. GAAP as adjusted for the impact of non-cash stock-based compensation expense, income (loss) from discontinued operations and executive disability benefits.

EBITDA represents earnings (or losses) before income (loss) from discontinued operations, interest, income taxes, depreciation, and amortization. Adjusted EBITDA further eliminates the effect of stock-based compensation, executive disability benefits and certain relocation related costs.

Non-GAAP net income (loss), EBITDA and Adjusted EBITDA are used by management, analysts, investors and other interested parties in evaluating our operating performance compared to that of other companies in our industry. The calculation of non-GAAP net income (loss) eliminates the effect of stock-based compensation, income (loss) from discontinued operations and executive disability benefits and EBITDA and Adjusted EBITDA further eliminate the effect of financing, income taxes, the accounting effects of capital spending and certain relocation related costs, which items may vary from different companies for reasons unrelated to overall operating performance.

PFSweb believes these non-GAAP measures provide useful information to both management and investors by excluding certain expenses that may not be indicative of its core operating results. These measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results. The non-GAAP measures included in this press release have been reconciled to the GAAP results in the attached tables.

About PFSweb, Inc.

Iconic brands engage PFSweb to enable their eCommerce initiatives. PFSweb’s End2End eCommerce® solution includes interactive marketing services, robust eCommerce technology, global fulfillment and logistics, high-touch customer care, financial services, and order management. PFSweb’s eCommerce solutions provide international reach and expertise in both direct-to-consumer and business-to-business initiatives, supporting organizations across multiple industries including Procter & Gamble, LEGO, Carter’s, Lucky Brand Jeans, kate spade new york, Juicy Couture, AAFES, Riverbed, Ricoh, Hawker Beechcraft Corp, Roots Canada Ltd., and Xerox. PFSweb is headquartered in Plano, TX with additional locations in Tennessee, Mississippi, Canada, Belgium, and the Philippines.

To find out more about PFSweb, Inc. (NASDAQ: PFSW), visit the company’s website at http://www.pfsweb.com.

The matters discussed herein consist of forward-looking information under the Private Securities Litigation Reform Act of 1995 and is subject to and involves risks and uncertainties, which could cause actual results to differ materially from the forward-looking information. PFSweb's Annual Report on Form 10-K for the year ended December 31, 2010 and Quarterly Report on Form 10-Q for the three months and six months ended June 30, 2011 identify 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 Annual and Quarterly Reports and the Risk Factors described therein. PFSweb undertakes no 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.

PFSweb, Inc. and Subsidiaries

Unaudited Condensed Consolidated Statements of Operations (A) (In Thousands, Except Per Share Data)           Three Months Ended Nine Months Ended September 30, September 30, 2011 2010 2011 2010 REVENUES: Product revenue, net $ 37,923 $ 39,316 $ 122,005 $ 128,592 Service fee revenue 22,949 16,402 62,819 48,948 Pass-thru revenue   9,999     7,842     26,444     20,662   Total revenues   70,871     63,560     211,268     198,202     COSTS OF REVENUES: Cost of product revenue 35,304 36,392 113,181 119,377 Cost of service fee revenue 17,663 11,981 47,241 35,422 Cost of pass-thru revenue   9,999     7,842     26,444     20,662   Total costs of revenues   62,966     56,215     186,866     175,461   Gross profit 7,905 7,345 24,402 22,741 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES   9,385     8,605     28,103     25,591   Loss from operations (1,480 ) (1,260 ) (3,701 ) (2,850 ) INTEREST EXPENSE, NET   308     250     769     738   Loss before income taxes (1,788 ) (1,510 ) (4,470 ) (3,588 ) INCOME TAX PROVISION   57     73     287     253   LOSS FROM CONTINUING OPERATIONS (1,845 ) (1,583 ) (4,757 ) (3,841 ) INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX   20     (337 )   (569 )   (783 ) NET LOSS $ (1,825 ) $ (1,920 ) $ (5,326 ) $ (4,624 ) NON-GAAP LOSS $ (1,499 ) $ (708 ) $ (3,702 ) $ (2,608 )   NET LOSS PER SHARE: Basic and Diluted $ (0.14 ) $ (0.16 ) $ (0.43 ) $ (0.42 )   WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: Basic and Diluted   12,688     12,237     12,509     10,998     EBITDA $ 57   $ 199   $ 874   $ 1,743   ADJUSTED EBITDA $ 707   $ 1,074   $ 2,233   $ 2,976     (A) The financial data above should be read in conjunction with the audited consolidated financial statements of PFSweb, Inc. included in its Form 10-K for the year ended December 31, 2010.  

PFSweb, Inc. and Subsidiaries

Reconciliation of certain Non-GAAP Items to GAAP (In Thousands, Except Per Share Data)           Three Months Ended Nine Months Ended September 30, September 30,   2011     2010     2011     2010   NET LOSS $ (1,825 ) $ (1,920 ) $ (5,326 ) $ (4,624 ) (Income) loss from discontinued operations, net of tax (20 ) 337 569 783 Income tax expense 57 73 287 253 Interest expense 308 250 769 738 Depreciation and amortization   1,537     1,459     4,575     4,593   EBITDA $ 57 $ 199 $ 874 $ 1,743 Stock-based compensation 346 225 1,055 583 Executive disability benefits - 650 - 650 Relocation related costs   304     -     304     -   ADJUSTED EBITDA $ 707   $ 1,074   $ 2,233   $ 2,976       Three Months Ended Three Months Ended September 30, September 30,   2011     2010     2011     2010     NET LOSS $ (1,825 ) $ (1,920 ) $ (5,326 ) $ (4,624 ) (Income) loss from discontinued operations, net of tax (20 ) 337 569 783 Stock-based compensation 346 225 1,055 583 Executive disability benefits   -     650     -     650   NON-GAAP LOSS $ (1,499 ) $ (708 ) $ (3,702 ) $ (2,608 )   NET LOSS PER SHARE: Basic and Diluted $ (0.14 ) $ (0.16 ) $ (0.43 ) $ (0.42 )   NON-GAAP LOSS Per Share: Basic and Diluted $ (0.12 ) $ (0.06 ) $ (0.30 ) $ (0.24 )  

PFSweb, Inc. and Subsidiaries

Unaudited Condensed Consolidated Balance Sheets (In Thousands, Except Share Data)         September 30, December 31, 2011 2010

ASSETS

CURRENT ASSETS: Cash and cash equivalents $ 19,538 $ 18,430 Restricted cash 468 1,853 Accounts receivable, net of allowance for doubtful accounts of $670 and $754 at September 30, 2011 and December 31, 2010, respectively 38,906 41,438 Inventories, net of reserves of $1,453 and $1,561 at September 30, 2011 and December 31, 2010, respectively 41,292 35,161 Assets of discontinued operations - 2,776 Other receivables 11,034 14,539 Prepaid expenses and other current assets   4,710     3,580   Total current assets   115,948     117,777     PROPERTY AND EQUIPMENT, net 13,059 9,124 ASSETS OF DISCONTINUED OPERATIONS - 1,126 OTHER ASSETS   2,200     2,203   Total assets   131,207     130,230    

LIABILITIES AND SHAREHOLDERS EQUITY

CURRENT LIABILITIES: Current portion of long-term debt and capital lease obligations $ 18,259 $ 18,320 Trade accounts payable 55,007 55,692 Deferred revenue 6,481 5,254 Accrued expenses   17,987     15,870   Total current liabilities 97,734 95,136   LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS, less current portion 1,806 2,136 OTHER LIABILITIES   4,410     3,608   Total liabilities   103,950     100,880       COMMITMENTS AND CONTINGENCIES   SHAREHOLDERS' EQUITY: Preferred stock, $1.00 par value; 1,000,000 shares authorized; none issued and outstanding - - Common stock, $.001 par value; 35,000,000 shares authorized; 12,782,712 and 12,255,064 shares issued at September 30, 2011 and December 31, 2010, respectively; and 12,764,351 and 12,236,703 outstanding as of September 30, 2011 and December 31, 2010, respectively 13 12 Additional paid-in capital 104,298 101,229 Accumulated deficit (78,658 ) (73,332 ) Accumulated other comprehensive income 1,689 1,526 Treasury stock at cost, 18,361 shares   (85 )   (85 ) Total shareholders' equity   27,257     29,350   Total liabilities and shareholders' equity $ 131,207   $ 130,230    

PFSweb, Inc. and Subsidiaries

Unaudited Consolidating Statements of Operations For the Three Months Ended September 30, 2011 (In Thousands)             Business & PFSweb Retail Connect eCOST Eliminations Consolidated REVENUES: Product revenue, net $ - $ 37,923 $ - $ - $ 37,923 Service fee revenue 22,949 - - - 22,949 Service fee revenue - affiliate 1,518 - - (1,518 ) - Pass-thru revenue   9,999     -   -     -     9,999   Total revenues   34,466     37,923   -     (1,518 )   70,871     COSTS OF REVENUES: Cost of product revenue - 35,304 - - 35,304 Cost of service fee revenue 18,204 - - (541 ) 17,663 Cost of pass-thru revenue   9,999     -   -     -     9,999   Total costs of revenues   28,203     35,304   -     (541 )   62,966   Gross profit 6,263 2,619 - (977 ) 7,905 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES   8,398     1,964   -     (977 )   9,385   Income (loss) from operations (2,135 ) 655 - - (1,480 ) INTEREST EXPENSE (INCOME), NET   (30 )   338   -     -     308   Income (loss) before income taxes (2,105 ) 317 - - (1,788 ) INCOME TAX PROVISION (BENEFIT)   (74 )   131   -     -     57   INCOME (LOSS) FROM CONTINUING OPERATIONS (2,031 ) 186 - - (1,845 ) INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX   -     -   20       20   NET INCOME (LOSS) $ (2,031 ) $ 186 $ 20   $ -   $ (1,825 ) NON-GAAP NET INCOME (LOSS) $ (1,685 ) $ 186 $ -   $ -   $ (1,499 )   EBITDA $ (606 ) $ 663 $ -   $ -   $ 57   ADJUSTED EBITDA $ 44   $ 663 $ -   $ -   $ 707       A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows:   NET INCOME (LOSS) $ (2,031 ) $ 186 $ 20 $ - (1,825 ) Income from discontinued operations, net of tax - - (20 ) - (20 ) Income tax expense (benefit) (74 ) 131 - - 57 Interest expense (income) (30 ) 338 - - 308 Depreciation and amortization   1,529     8   -     -     1,537   EBITDA $ (606 ) $ 663 $ - $ - $ 57 Stock-based compensation 346 - - - 346 Relocation related costs   304           304   ADJUSTED EBITDA $ 44   $ 663 $ -   $ -   $ 707     A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows:   NET INCOME (LOSS) $ (2,031 ) $ 186 $ 20 $ - $ (1,825 ) Income from discontinued operations, net of tax - - (20 ) - (20 ) Stock-based compensation   346     -   -     -     346   NON-GAAP NET INCOME (LOSS) $ (1,685 ) $ 186 $ -   $ -   $ (1,499 )   Note: Business and Retail Connect includes our Supplies Distributors and PFSweb Retail Connect operations, which operate similar financial models on behalf of our client relationships. PFSweb and PFSweb Retail Connect include certain ongoing activity formerly reported as eCOST.  

PFSweb, Inc. and Subsidiaries

Unaudited Consolidating Statements of Operations For the Nine Months Ended September 30, 2011 (In Thousands)             Business & PFSweb Retail Connect eCOST Eliminations Consolidated REVENUES: Product revenue, net $ - $ 122,005 $ - $ - $ 122,005 Service fee revenue 62,819 - - - 62,819 Service fee revenue - affiliate 4,769 - - (4,769 ) - Pass-thru revenue   26,446     -   -     (2 )   26,444   Total revenues   94,034     122,005   -     (4,771 )   211,268     COSTS OF REVENUES: Cost of product revenue - 113,181 - - 113,181 Cost of service fee revenue 48,904 - - (1,663 ) 47,241 Cost of pass-thru revenue   26,446     -   -     (2 )   26,444   Total costs of revenues   75,350     113,181   -     (1,665 )   186,866   Gross profit 18,684 8,824 - (3,106 ) 24,402 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES   24,974     6,235   -     (3,106 )   28,103   Income (loss) from operations (6,290 ) 2,589 - - (3,701 ) INTEREST EXPENSE (INCOME), NET   (146 )   915   -     -     769   Income (loss) before income taxes (6,144 ) 1,674 - - (4,470 ) INCOME TAX PROVISION (BENEFIT)   (350 )   637   -     -     287   INCOME (LOSS) FROM CONTINUING OPERATIONS (5,794 ) 1,037 - - (4,757 ) LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX   -     -   (569 )     (569 ) NET INCOME (LOSS) $ (5,794 ) $ 1,037 $ (569 ) $ -   $ (5,326 ) NON-GAAP NET INCOME (LOSS) $ (4,739 ) $ 1,037 $ -   $ -   $ (3,702 )   EBITDA $ (1,737 ) $ 2,611 $ -   $ -   $ 874   ADJUSTED EBITDA $ (378 ) $ 2,611 $ -   $ -   $ 2,233       A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows:   NET INCOME (LOSS) $ (5,794 ) $ 1,037 $ (569 ) $ - (5,326 ) Loss from discontinued operations, net of tax - - 569 - 569 Income tax expense (benefit) (350 ) 637 - - 287 Interest expense (income) (146 ) 915 - - 769 Depreciation and amortization   4,553     22   -     -     4,575   EBITDA $ (1,737 ) $ 2,611 $ - $ - $ 874 Stock-based compensation 1,055 - - - 1,055 Relocation related costs   304           304   ADJUSTED EBITDA $ (378 ) $ 2,611 $ -   $ -   $ 2,233     A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows:   NET INCOME (LOSS) $ (5,794 ) $ 1,037 $ (569 ) $ - $ (5,326 ) Loss from discontinued operations, net of tax - - 569 - 569 Stock-based compensation   1,055     -   -     -     1,055   NON-GAAP NET INCOME (LOSS) $ (4,739 ) $ 1,037 $ -   $ -   $ (3,702 )   Note: Business and Retail Connect includes our Supplies Distributors and PFSweb Retail Connect operations, which operate similar financial models on behalf of our client relationships. PFSweb and PFSweb Retail Connect include certain ongoing activity formerly reported as eCOST.  

PFSweb, Inc. and Subsidiaries

Unaudited Consolidating Statements of Operations For the Three Months Ended September 30, 2010 (In Thousands)             Business & PFSweb Retail Connect eCOST Eliminations Consolidated REVENUES: Product revenue, net $ - $ 39,316 $ - $ - $ 39,316 Service fee revenue 16,402 - - - 16,402 Service fee revenue - affiliate 1,484 - - (1,484 ) - Pass-thru revenue   7,843     -   -     (1 )   7,842   Total revenues   25,729     39,316   -     (1,485 )   63,560     COSTS OF REVENUES: Cost of product revenue - 36,392 - - 36,392 Cost of service fee revenue 12,543 - - (562 ) 11,981 Cost of pass-thru revenue   7,843     -   -     (1 )   7,842   Total costs of revenues   20,386     36,392   -     (563 )   56,215   Gross profit 5,343 2,924 - (922 ) 7,345 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES   7,556     1,971   -     (922 )   8,605   Income (loss) from operations (2,213 ) 953 - - (1,260 ) INTEREST EXPENSE (INCOME), NET   (63 )   313   -     -     250   Income (loss) before income taxes (2,150 ) 640 - - (1,510 ) INCOME TAX PROVISION (BENEFIT)   (134 )   207   -     -     73   INCOME (LOSS) FROM CONTINUING OPERATIONS (2,016 ) 433 - - (1,583 ) LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX   -     -   (337 )     (337 ) NET INCOME (LOSS) $ (2,016 ) $ 433 $ (337 ) $ -   $ (1,920 ) NON-GAAP NET INCOME (LOSS) $ (1,141 ) $ 433 $ -   $ -   $ (708 )   EBITDA $ (761 ) $ 960 $ -   $ -   $ 199   ADJUSTED EBITDA $ 114   $ 960 $ -   $ -   $ 1,074       A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows:   NET INCOME (LOSS) $ (2,016 ) $ 433 $ (337 ) $ - (1,920 ) Loss from discontinued operations, net of tax - - 337 - 337 Income tax expense (benefit) (134 ) 207 - - 73 Interest expense (income) (63 ) 313 - - 250 Depreciation and amortization   1,452     7   -     -     1,459   EBITDA $ (761 ) $ 960 $ - $ - $ 199 Stock-based compensation 225 - - - 225 Executive disability benefit   650           650   ADJUSTED EBITDA $ 114   $ 960 $ -   $ -   $ 1,074     A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows:   NET INCOME (LOSS) $ (2,016 ) $ 433 $ (337 ) $ - $ (1,920 ) Loss from discontinued operations, net of tax - - 337 - 337 Stock-based compensation 225 - - - 225 Executive disability benefit   650     -   -     -     650   NON-GAAP NET INCOME (LOSS) $ (1,141 ) $ 433 $ -   $ -   $ (708 )   Note: Business and Retail Connect includes our Supplies Distributors and PFSweb Retail Connect operations, which operate similar financial models on behalf of our client relationships. PFSweb and PFSweb Retail Connect include certain ongoing activity formerly reported as eCOST.  

PFSweb, Inc. and Subsidiaries

Unaudited Consolidating Statements of Operations For the Nine Months Ended September 30, 2010 (In Thousands)             Business & PFSweb Retail Connect eCOST Eliminations Consolidated REVENUES: Product revenue, net $ - $ 128,592 $ - $ - $ 128,592 Service fee revenue 48,948 - - - 48,948 Service fee revenue - affiliate 4,922 - - (4,922 ) - Pass-thru revenue   20,681     -   -     (19 )   20,662   Total revenues   74,551     128,592   -     (4,941 )   198,202     COSTS OF REVENUES: Cost of product revenue - 119,377 - - 119,377 Cost of service fee revenue 37,216 - - (1,794 ) 35,422 Cost of pass-thru revenue   20,681     -   -     (19 )   20,662   Total costs of revenues   57,897     119,377   -     (1,813 )   175,461   Gross profit 16,654 9,215 - (3,128 ) 22,741 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES   22,266     6,453   -     (3,128 )   25,591   Income (loss) from operations (5,612 ) 2,762 - - (2,850 ) INTEREST EXPENSE (INCOME), NET   (178 )   916   -     -     738   Income (loss) before income taxes (5,434 ) 1,846 - - (3,588 ) INCOME TAX PROVISION (BENEFIT)   (406 )   659   -     -     253   INCOME (LOSS) FROM CONTINUING OPERATIONS (5,028 ) 1,187 - - (3,841 ) LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX   -     -   (783 )     (783 ) NET INCOME (LOSS) $ (5,028 ) $ 1,187 $ (783 ) $ -   $ (4,624 ) NON-GAAP NET INCOME (LOSS) $ (3,795 ) $ 1,187 $ -   $ -   $ (2,608 )   EBITDA $ (1,041 ) $ 2,784 $ -   $ -   $ 1,743   ADJUSTED EBITDA $ 192   $ 2,784 $ -   $ -   $ 2,976       A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows:   NET INCOME (LOSS) $ (5,028 ) $ 1,187 $ (783 ) $ - (4,624 ) Loss from discontinued operations, net of tax - - 783 - 783 Income tax expense (benefit) (406 ) 659 - - 253 Interest expense (income) (178 ) 916 - - 738 Depreciation and amortization   4,571     22   -     -     4,593   EBITDA $ (1,041 ) $ 2,784 $ - $ - $ 1,743 Stock-based compensation 583 - - - 583 Executive disability benefit   650           650   ADJUSTED EBITDA $ 192   $ 2,784 $ -   $ -   $ 2,976     A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows:   NET INCOME (LOSS) $ (5,028 ) $ 1,187 $ (783 ) $ - $ (4,624 ) Loss from discontinued operations, net of tax - - 783 - 783 Stock-based compensation 583 - - - 583 Executive disability benefit   650     -   -     -     650   NON-GAAP NET INCOME (LOSS) $ (3,795 ) $ 1,187 $ -   $ -   $ (2,608 )   Note: Business and Retail Connect includes our Supplies Distributors and PFSweb Retail Connect operations, which operate similar financial models on behalf of our client relationships. PFSweb and PFSweb Retail Connect include certain ongoing activity formerly reported as eCOST.  

PFSweb, Inc. and Subsidiaries

Unaudited Condensed Consolidating Balance Sheets as of September 30, 2011 (In Thousands)               Business & PFSweb Retail Connect Eliminations Consolidated

ASSETS

CURRENT ASSETS: Cash and cash equivalents $ 14,508 $ 5,030 $ - $ 19,538 Restricted cash 138 330 - 468 Accounts receivable, net 23,545 15,991 (630 ) 38,906 Inventories, net - 41,292 - 41,292 Other receivables - 11,034 - 11,034 Prepaid expenses and other current assets   3,252     1,458     -     4,710   Total current assets   41,443     75,135     (630 )   115,948     PROPERTY AND EQUIPMENT, net 12,959 100 - 13,059 RECEIVABLE/INVESTMENT IN AFFILIATES 14,465 - (14,465 ) - OTHER ASSETS   2,038     162     -     2,200   Total assets   70,905     75,397     (15,095 )   131,207    

LIABILITIES AND SHAREHOLDERS EQUITY

CURRENT LIABILITIES: Current portion of long-term debt and capital lease obligations $ 8,973 $ 9,286 $ - $ 18,259 Trade accounts payable 9,115 46,522 (630 ) 55,007 Accrued expenses   18,244     6,224     -     24,468   Total current liabilities 36,332 62,032 (630 ) 97,734   LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS, less current portion 1,736 70 - 1,806 PAYABLE TO AFFILIATES - 22,245 (22,245 ) - OTHER LIABILITIES   4,410     -     -     4,410   Total liabilities   42,478     84,347     (22,875 )   103,950     COMMITMENTS AND CONTINGENCIES   SHAREHOLDERS' EQUITY: Common stock 13 19 (19 ) 13 Capital contributions - 1,000 (1,000 ) - Additional paid-in capital 104,298 28,059 (28,059 ) 104,298 Retained earnings (accumulated deficit) (77,493 ) (40,289 ) 39,124 (78,658 ) Accumulated other comprehensive income 1,694 2,261 (2,266 ) 1,689 Treasury stock   (85 )   -     -     (85 ) Total shareholders' equity   28,427     (8,950 )   7,780     27,257   Total liabilities and shareholders' equity $ 70,905   $ 75,397   $ (15,095 ) $ 131,207    

PFSweb, Inc. and Subsidiaries

Unaudited Condensed Consolidating Balance Sheets as of December 31, 2010 (In Thousands)                 Supplies PFSweb Distributors eCOST Eliminations Consolidated

ASSETS

CURRENT ASSETS: Cash and cash equivalents $ 13,471 $ 3,110 $ 1,849 $ - $ 18,430 Restricted cash 777 884 192 - 1,853 Accounts receivable, net 21,234 19,524 987 (307 ) 41,438 Inventories, net - 35,161 - - 35,161 Assets of discontinued operations - - 2,776 - 2,776 Other receivables - 13,822 717 - 14,539 Prepaid expenses and other current assets   2,006     1,469   105     -     3,580   Total current assets   37,488     73,970   6,626     (307 )   117,777     PROPERTY AND EQUIPMENT, net 8,861 22 241 - 9,124 RECEIVABLE/INVESTMENT IN AFFILIATES 14,255 - - (14,255 ) - ASSETS OF DISCONTINUED OPERATIONS - - 1,126 - 1,126 OTHER ASSETS   2,013     -   190     -     2,203   Total assets   62,617     73,992   8,183     (14,562 )   130,230    

LIABILITIES AND SHAREHOLDERS EQUITY

CURRENT LIABILITIES: Current portion of long-term debt and capital lease obligations $ 8,332 $ 9,953 $ 35 $ - $ 18,320 Trade accounts payable 6,356 44,896 4,747 (307 ) 55,692 Accrued expenses   12,994     6,260   1,870     -     21,124   Total current liabilities 27,682 61,109 6,652 (307 ) 95,136   LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS, less current portion 2,031 - 105 - 2,136 PAYABLE TO AFFILIATES - 4,255 18,490 (22,745 ) - OTHER LIABILITIES   3,608     -   -     -     3,608   Total liabilities   33,321     65,364   25,247     (23,052 )   100,880     COMMITMENTS AND CONTINGENCIES   SHAREHOLDERS' EQUITY: Common stock 12 - 19 (19 ) 12 Capital contributions - 1,000 - (1,000 ) - Additional paid-in capital 101,229 - 28,059 (28,059 ) 101,229 Retained earnings (accumulated deficit) (73,387 ) 5,410 (45,148 ) 39,793 (73,332 ) Accumulated other comprehensive income 1,527 2,218 6 (2,225 ) 1,526 Treasury stock   (85 )   -   -     -     (85 ) Total shareholders' equity   29,296     8,628   (17,064 )   8,490     29,350   Total liabilities and shareholders' equity $ 62,617   $ 73,992 $ 8,183   $ (14,562 ) $ 130,230    

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