Archive for March, 2011

Ever-Glory (EVK) Reports 2010 Full Year Financial Results

NANJING, China, March 30, 2011 /PRNewswire-Asia-FirstCall/ — Ever-Glory International Group, Inc. (the “Company,” “Ever-Glory”) (NYSE Amex: EVK), a leading apparel supply chain manager and retailer based in China, today reported its financial results for its fiscal year ended December 31, 2010.

Full Year 2010 Highlights

  • Total net sales increased 49.3% to $134.1 million
  • Gross profit increased 42.9% to $26.2 million
  • Income from operations increased 8.2% to $6.6 million
  • Acquired the 40% non-controlling interest in LA GO GO, bringing the Company’s ownership of its retail segment to 100%

During the fiscal year ended December 31, 2010, net sales increased 49.3% to $134.1 million from $89.9 million in 2009. The increase in sales was primarily attributable to increased sales in Ever-Glory’s retail business as well as its wholesale business in China.

In 2010, retail sales from LA GO GO, the Company’s branded retail division, increased 122.1% to $29.3 million, compared to $13.2 million in 2009. This increase was primarily due to the increase of same store sales and new stores opened. Ever-Glory increased the number of LA GO GO stores from 185 at the end of last year to 293 stores as of December 31, 2010,

In 2010, sales generated from the Company’s wholesale business increased 36.7% to $104.8 million, compared to $76.7 million in 2009. The increase was mainly attributable to the increased sales in China. In response to the global economic uncertainty and political instability in fiscal year 2010, Ever-Glory shifted its wholesale marketing effort to develop its wholesale business in the Chinese market. Management believes that Ever-Glory’s expertise in supply chain management and years of experience in the wholesale business enabled the Company to quickly obtain significant orders in the Chinese wholesale market.

“In 2010, we were very pleased to see sales increase significantly in both our wholesale and retail segments,” commented Mr. Edward Yihua Kang, Chairman of the Board and Chief Executive Officer of Ever-Glory. “On behalf of our board and management, I extend my warmest thanks to our customers for their trust in us, and to our staff for their tireless efforts and devotion to our customers.”

In April 2010, Ever-Glory acquired the 40% non-controlling interest in LA GO GO from its joint venture partner, Shanghai La Chapelle, bringing the Company’s ownership stake in its retail business to 100%. In connection with such acquisition, and in order to focus on the Company’s core businesses, Ever-Glory sold the 10% equity interest in Shanghai La Chapelle which it acquired when Every-Glory and Shanghai La Chapelle originally formed the LA GO GO joint venture in 2008.

Following this acquisition, in 2010, Ever-Glory focused on the full integration of the LA GO GO business and management into the Company and continued to implement the Company’s brand strategy. Through these efforts, the retail business achieved strong performance, and management believes that going into 2011 and beyond, Ever-Glory has strong momentum with its retail strategy. The total number of LA GO GO stores in China increased from 185 at the end of 2009 to 293 stores as of December 31, 2010, and Ever-Glory expects to open additional 80-100 stores in 2011.

“In 2011, we plan to continue to develop LA GO GO through perfecting design styles, improving store management efficiency and opening more stores in desired locations,” continued Mr. Kang. “We are confident that, through these measures, we can enhance same-store sales, expand LA GO GO’s market penetration and increase its brand influence in China.”

Gross profit in Every-Glory’s wholesale business increased 19.6% to $16.1 million from $13.5 million a year ago. Gross margin for the wholesale business decreased to 15.4% in 2010 compared to 17.6% in 2009. The decrease was primarily due to an increase in raw material prices, outsourced production costs, and consequently decreased average margin on overseas orders. In response, the Company adjusted its wholesale strategy and started to vigorously develop the Chinese wholesale market in 2010.

Gross profit in Every-Glory’s retail business increased 107.6% to $10.1 million from $4.8 million a year ago. Gross margin for the retail business decreased to 34.3% in 2010 compared to 36.7% in 2009. The decrease in gross margin was primarily due to the lowered retail tag price that was implemented in an effort to increase sales volume.

Total gross profit in 2010 increased 42.9% to $26.2 million from $18.3 million a year ago. Gross margin decreased to 19.5% in 2010, compared to 20.4% in 2009.

Selling expenses increased 109.5% to $9.8 million in 2010, an increase of $5.1 million compared to 2009. As a percent of sales, selling expense accounted for 7.3% of our total sales in 2010, an increase of 2.1% compared to 2009. The increase was attributable to the enlarged number of retail employees and increased average salary, as well as the increased decoration and marketing expenses associated with the promotion of LA GO GO brand.

General and administrative expenses increased 29.8% to $9.8 million in 2010, an increase of $2.2 million compared to 2009. As a percentage of sales, general and administrative expenses accounted for 7.3% of our total sales in 2010, a decrease of 1.1% compared to 2009. The total general and administrative expenses increase was attributable to an increase in payroll for additional management and design and marketing staff as a result of our business expansion. The decrease in general and administrative expenses as a percentage of total sales was due to an increase in our sales.

As a result, income from operations in 2010 increased 8.2% to $6.6 million compared to $6.1 million in 2009.

For 2010, GAAP net income attributable to the Company was $6.7 million, or $0.45 per diluted share, an increase of 56.4% from $4.3 million, or $0.29 per diluted share in 2009. GAAP net income attributable to the Company results for 2010 include approximately $1.0 million, or $0.07 per diluted share, of non-cash income related to the change in fair value of a derivative liability compared to approximately $1.1 million, or $0.08 per diluted share, of non-cash expense related to the change in fair value of a derivative liability in 2009. Excluding these non-cash items for 2010 and 2009, non-GAAP diluted earnings per share were $0.38 in 2010 compared to $0.37 in 2009 (see “About Non-GAAP Financial Measures” below).

Balance Sheet and Cash Flow

As of December 31, 2010, the Company had approximately $3.7 million of cash and cash equivalents, compared to approximately $3.6 million as of December 31, 2009. Ever-Glory had working capital of approximately $24.5 million as of December 31, 2010, and outstanding bank loans of approximately $18.1 million as of December 31, 2010.

Business Outlook

For the first quarter of 2011, Every-Glory anticipates total net sales of $45 to $55 million and net income of $1.8 to $2.2 million. For full year 2011, Every-Glory anticipates total net sales between $180 and $215 million and net income between $7.3 and $9.0 million. The full year revenue forecast is comprised of $120 to $150 million in expected wholesale revenue and $60 to $65 million in expected revenue from retail operations.

About Non-GAAP Financial Measures

This press release and presentations of management related to the subject matter of this press release contains financial measures for earnings that are not prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) in that they exclude the items arising from the change in fair value of a derivative liability. Ever-Glory believes that these non-GAAP financial measures are useful to investors because they reflect the essential operating activities of Ever-Glory. Readers are cautioned, however, that non-GAAP measures are subject to inherent limitations because they involve the exercise of judgment about which items are excluded in the determination of the non-GAAP financial measure.

The following table provides the non-GAAP financial measure and the related GAAP measure and provides a reconciliation of the non-GAAP measure to the equivalent GAAP measure.

Adjusted Net Income

2010

2009

GAAP Net Income attributable to the Company

$6,650,077

$4,252,096

GAAP Diluted EPS

$0.45

$0.29

Addition:

Non-Cash (Income)/Expense for

Convertible Notes:

($1,021,039)

$1,146,059

Diluted EPS:

($0.07)

$0.08

Non GAAP Net Income:

$5,629,038

$5,398,155

Non GAAP Diluted EPS:

$0.38

$0.37

Diluted Shares used in computation

14,737,945

14,703,522

Conference Call

The Company will hold a conference call today at 8:30 a.m. Eastern Time which will be hosted by Edward Yihua Kang, Chairman of the Board, President, and CEO, and Jason Jiansong Wang, Chief Financial Officer. Listeners can access the conference call by dialing #1-719-325-4802 and referring to the confirmation code 7957991. The conference call will also be broadcast live over the Internet and can be accessed at the Company’s web site at the following URL: http://www.everglorygroup.com.

A replay of the call will be available from 11:30 a.m. March 30, 2011 through April 6, 2011 Eastern Time by calling # 1-858-384-5517; pin number: 7957991.

About Ever-Glory International Group, Inc.

Based in Nanjing, China, Ever-Glory International Group, Inc. is a leading apparel supply chain manager and retailer in China. Ever-Glory is the first Chinese apparel Company listed on the American Stock Exchange (now called NYSE Amex), and has a focus on middle-to-high grade casual wear, outerwear, and sportswear brands. Every-Glory maintains global strategic partnerships in Europe, the United States, Japan and China, conducting business with several well-known brands and retail chain stores. In addition, Ever-Glory operates its own domestic chain of retail stores known as “LA GO GO.”

Cautionary Note Regarding Forward-Looking Statements

Certain statements in this release and other written or oral statements made by or on behalf of Ever-Glory International Group, Inc. (the “Company”) are “forward looking statements” within the meaning of the federal securities laws. Statements regarding future events and developments and the Company’s future performance, as well as management’s expectations, beliefs, plans, estimates or projections relating to the future, are forward-looking statements within the meaning of these laws. The forward looking statements are subject to a number of risks and uncertainties including, without limitation, market acceptance of the Company’s products and offerings, development and expansion of the Company’s wholesale and retail operations, the Company’s continued access to capital, currency exchange rate fluctuation and other risks and uncertainties. The actual results the Company achieves (including, without limitation, the revenue, net income and new retail store projections set forth herein) may differ materially from those contemplated by any forward-looking statements due to such risks and uncertainties (many of which are beyond the Company’s control). These statements are based on management’s current expectations and speak only as of the date of such statements. Readers should carefully review the risks and uncertainties described in the Company’s latest Annual Report on Form 10-K and other documents that the Company files from time to time with the U.S. Securities and Exchange Commission. The Company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

Contact Information

Company Contact

Yanhua Huang

Tel: +86-25-5209-6875

EVER-GLORY INTERNATIONAL GROUP, INC. AND SUBSDIARIES

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009

2010

2009

NET SALES

Related parties

$

$

73,207

Third parties

134,145,710

89,797,784

Total net sales

134,145,710

89,870,991

COST OF SALES

Related parties

54,965

Third parties

107,987,342

71,510,802

Total cost of sales

107,987,342

71,565,767

GROSS PROFIT

26,158,368

18,305,224

OPERATING EXPENSES

Selling expenses

9,760,424

4,659,103

General and administrative expenses

9,782,025

7,533,411

Total operating expenses

19,542,449

12,192,514

INCOME FROM OPERATIONS

6,615,919

6,112,710

OTHER INCOME (EXPENSE)

Interest income

125,492

620,731

Interest expense

(490,001)

(443,106)

Change in fair value of derivative liability

1,021,039

(1,146,059)

Other income

221,404

52,490

Gain on sale of investment

349,139

Total other income(expense)

1,227,073

(915,944)

INCOME BEFORE INCOME TAX EXPENSE

7,842,992

5,196,766

INCOME TAX EXPENSE

(1,134,214)

(814,686)

NET INCOME

6,708,778

4,382,080

LESS:NET (INCOME) ATTRIBUTABLE TO THE
NONCONTROLLING INTEREST

(58,701)

(129,984)

NET INCOME ATTRIBUTABLE TO THE COMPANY

$

6,650,077

$

4,252,096

NET INCOME

$

6,708,778

$

4,382,080

Foreign currency translation gain (loss)

1,216,623

(35,838)

COMPREHENSIVE INCOME

7,925,401

4,346,242

COMPREHENSIVE (INCOME) ATTRIBUTABLE TO

THE NONCONTROLLING INTEREST

(58,721)

(116,569)

COMPREHENSIVE INCOME ATTRIBUTABLE TO

THE COMPANY

$

7,866,680

$

4,229,673

EARNINGS PER SHARE

Attributable to the Company’s common stockholders

Basic

$

0.45

$

0.31

Diluted

$

0.45

$

0.29

Weighted average number of shares outstanding

Basic

14,737,945

13,552,837

Diluted

14,737,945

14,703,522

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Onstream Media Signs Audio/Visual Industry Leader, SmartSource, as MarketPlace365(TM) Master Agent

POMPANO BEACH, FL — (Marketwire) — 03/30/11 — Onstream Media Corporation (NASDAQ: ONSM), a leading online service provider of live and on-demand Internet broadcasting, corporate web communications and virtual marketplace technology, today announced that SmartSource, a leading provider of tradeshow equipment rentals and audio visual technology support solutions, has signed a MarketPlace365 Master Agent Agreement.

Under the terms of the agreement, SmartSource will become a Master Agent, marketing both Onstream’s popular MarketPlace365 virtual tradeshow platform as well as the company’s complete suite of Internet broadcasting solutions and collaborative conferencing services. As an industry leader catering to the needs of physical trade show promoters and their exhibitors, SmartSource believes that it is ideally positioned to effectively represent MarketPlace365 to its client base of Fortune 1000 clients reported to represent more than 400 tradeshows. Since its inception, SmartSource has consistently worked with technology innovators and industry leaders to offer the best solutions to its clients and prospects.

With 24 sales offices throughout the United States, SmartSource will be able to leverage its professional sales force to expand the promotion and distribution of MarketPlace365. SmartSource’s sales reps will have the ability to provide their clients with in-person, online demonstrations of MarketPlace365, complete with its full suite of integrated capabilities, features, and benefits.

SmartSource’s Senior Vice President, Steve Shatsoff, stated, “Onstream’s MarketPlace365 was the obvious virtual tradeshow solution for SmartSource to augment our live tradeshow and event products and services. We look forward to working with Onstream Media in fully incorporating MarketPlace365 into our product offering as well as implementing the platform showcasing our technology solution providers. In the future, I could also envision SmartSource becoming a MarketPlace365 promoter, creating an A/V industry show specifically for the tradeshow and event market.”

“This is another example of a truly win-win business relationship and major opportunity for both of our companies,” said Randy Selman, President and CEO of Onstream Media. “The versatility of MarketPlace365 lends itself to being a natural fit to SmartSource’s core business on multiple levels. It allows SmartSource to offer their clients a new value proposition while creating a new profit center for them as well. The fact that SmartSource and many other industry leaders have embraced the MarketPlace365 platform, in our opinion clearly demonstrates that our virtual trade show technology provides the most flexible, cost effective and profitable solution.”

MarketPlace365™ is a comprehensive, online lead-generation and communications virtual tradeshow platform that enables publishers, associations and tradeshow organizers to quickly, easily and affordably self-deploy and manage their own online multimedia “marketplace,” while creating a compelling social-media experience for the attendee. MarketPlace365 brings communities with common interests together online for commerce and information exchange. MarketPlace365 features include: social networking, search engine optimization, advanced analytics, videos, webinars, presentations and a full suite of marketing and communications tools.

About SmartSource Computer & Audio Visual Rentals:

Founded in 1984 and formerly known as Rent-a-PC, Inc., SmartSource Computer & Audio Visual Rentals serves broad-based corporate IT, association, professional AV and trade show technology rental needs. The company is widely recognized for its outstanding customer service, technical expertise, geographic reach, breadth of product, and end-to-end solution. Its extensive line features brand name products from Apple, Dell, HP/Compaq, IBM, NEC, Eiki, Meyer, Stumpfl, and others. Among its products are computers, servers, copiers, professional AV equipment, LCD and plasma monitors, kiosks, digital signage and video walls. SmartSource employs over 250, including over 100 field technicians. Its 24 strategic locations are in: Anaheim, CA; Atlanta, GA; Boston, MA; Chicago, IL; College Station, TX; Dallas, TX; Englewood Cliffs, NJ; Eugene, OR; Ft. Lauderdale, FL; Houston, TX; Las Vegas, NV; Long Island, NY; Los Angeles, CA; New Orleans, LA; New York, NY; Orlando, FL; Philadelphia, PA; Phoenix, AZ; San Diego, CA; San Francisco, CA; Seattle, WA; St. Louis, MO; Sunnyside, NY; and Washington, DC. Kirtland Capital Partners, a private equity firm in Cleveland, Ohio, holds a majority interest in SmartSource Rentals. For more information, visit: www.smartsourcerentals.com or call: (800) 888-8686.

About Onstream Media:
Onstream Media Corporation (NASDAQ: ONSM) is a leading online service provider of live and on-demand Internet broadcasting, corporate web communications and virtual marketplace technology. Onstream Media’s innovative Digital Media Services Platform (DMSP) provides customers with cost effective tools for encoding, managing, indexing, and publishing content via the Internet. The company’s MarketPlace365™ solution enables publishers, associations, tradeshow promoters and entrepreneurs to rapidly and cost effectively self-deploy their own profitable, online virtual marketplaces. In addition, Onstream Media provides live and on-demand webcasting, webinars, web and audio conferencing services. To date, almost half of the Fortune 1000 companies and 78% of the Fortune 100 CEOs and CFOs have used Onstream Media’s services. Select Onstream Media customers include: AAA, Dell, Disney, Georgetown University, National Press Club, PR Newswire, Shareholder.com (NASDAQ), Sony Pictures and the U.S. Government. Onstream Media’s strategic relationships include Akamai, Adobe, BT Conferencing, Qwest and Trade Show News Network (TSNN). For more information, visit Onstream Media at www.onstreammedia.com or call 954-917-6655.

Cautionary Note Regarding Forward-Looking Statements

Certain statements in this document and elsewhere by Onstream Media are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such information includes, without limitation, the business outlook, assessment of market conditions, anticipated financial and operating results, strategies, future plans, contingencies and contemplated transactions of the company. Such forward-looking statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors which may cause or contribute to actual results of company operations, or the performance or achievements of the company or industry results, to differ materially from those expressed, or implied by the forward-looking statements. In addition to any such risks, uncertainties and other factors discussed elsewhere herein, risks, uncertainties and other factors that could cause or contribute to actual results differing materially from those expressed or implied for the forward- looking statements include, but are not limited to fluctuations in demand; changes to economic growth in the U.S. economy; government policies and regulations, including, but not limited to those affecting the Internet. Onstream Media undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. Actual results, performance or achievements could differ materially from those anticipated in such forward-looking statements as a result of certain factors, including those set forth in Onstream Media Corporation’s filings with the Securities and Exchange Commission.

Media Relations:

Chris Faust
Fastlane
973-226-4379
Email Contact

Investor Relations:

Alon Kutai
Proactive Newsroom
212-828-7373
Email Contact

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3D Systems (TDSC) Announces Plans to Expand Its Rock Hill Operations

ROCK HILL, S.C., March 30, 2011 (GLOBE NEWSWIRE) — 3D Systems Corporation (Nasdaq:TDSC) announced plans to expand its in-house manufacturing activities to include additional personal and professional 3D printer models. In connection with its expansion plans the company also exercised an option to purchase an 11-acre parcel contiguous to its Rock Hill facility. Bolstered by its successful transition and subsequent expansion of its in-house manufacturing activities for its popular ProJet™ 3000 professional 3D printer and Accura® print materials, the company is planning to manufacture additional 3D printer models in-house and to also expand its print materials blending facility. The company expects to carry out its next expansion phase within its current 80,000 square feet facility and has no immediate plans to develop its recently acquired parcel.

“We are pleased with our ability to continue to expand our in-house operations in support of our long term target operating model,” said Damon Gregoire, Senior Vice President and Chief Financial Officer for 3D Systems. “This initiative is consistent with our previously disclosed gross profit margin improvement program and closely mirrors our strategic growth plans.”

Forward-Looking Statements

Certain statements made in this release that are not statements of historical or current facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the company to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. In addition to statements that explicitly describe such risks and uncertainties, readers are urged to consider statements in the conditional or future tenses or that include terms such as “believes,” “belief,” “expects,” “estimates,” “intends,” “anticipates” or “plans” to be uncertain and forward-looking. Forward-looking statements may include comments as to the company’s beliefs and expectations as to future events and trends affecting its business and are necessarily subject to uncertainties, many of which are outside the control of the company. The factors described under the headings “Forward-Looking Statements,” “Cautionary Statements and Risk Factors,” and “Risk Factors” in the company’s periodic filings with the Securities and Exchange Commission, as well as other factors, could cause actual results to differ materially from those reflected or predicted in forward-looking statements.

About 3D Systems Corporation

3D Systems is a leading provider of 3D content-to-print solutions including 3D printers, print materials and custom part services. Its expertly integrated rapid prototyping and manufacturing solutions reduce the time and cost of designing new products and printing real parts directly from digital input. These solutions are used to design, communicate, prototype and produce functional end-use parts; customers create with confidence.

More information on the company is available at www.3DSystems.com, www.printin3D.com, www.quickparts.com, www.3Dproparts.com, www.bitsfrombytes.com, www.dpt-fast.com, www.toptobottomdental.com, blog.3Dsystems.com, or via email at moreinfo@3dsystems.com.

The 3D Systems Corporation logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=4537

CONTACT: Investor Contact: Stacey Witten
         803-326-4010
         E-mail: WittenS@3dsystems.com

         Media Contact: Katharina Hayes
         803-326-3941
         Email: HayesK@3dsystems.com

3D Systems Corporation Logo

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Gastar Exploration Ltd. (GST) is “One to Watch”

Gastar Exploration Ltd. is an exploration and production company that focuses its efforts on discovering and developing natural gas assets in North America. Pursuing a strategy that combines deep natural gas exploration and development with lower risk Coalbed methane (CBM) and shale resource development, the company owns and operates exploration and development acreage in the deep Bossier gas play of East Texas and Marcellus Shale play in West Virginia and Pennsylvania. Gastar’s CBM activities are conducted within the Powder River Basin of Wyoming.

The deep Bossier Sands in East Texas is an unconventional play that is being developed by some of the largest and most active operators in the U.S. Bossier wells are characterized by high initial production, attractive estimated ultimate recoverables (EURs) and long-lived reserves from multiple pay zones. Gastar has approximately 33,400 gross (19,200 net) acres in the Hilltop area of Leon and Robertson counties, all of which are 100% operated by the company.

In the Appalachian Basin of the Northeastern United States, Gastar holds a total of approximately 79,700 net acres in northern West Virginia and southwestern Pennsylvania near acreage of some of the most active participants in the Marcellus Shale play. The Company’s leases are strategically located in areas where it believes the Marcellus Shale is over-pressured and where operational issues such as water sources, water disposal and gas transportation will be easier to manage than in other parts of the play.

Gastar’s stake in CBM production comes from a 40% average working interest in approximately 43,400 gross (19,600 net) acres in the Powder River Basin of Wyoming. Main areas of activity include the Squaw Creek, Ring of Fire and adjacent fields, which are located north of Gillette in an active drilling area. Gastar currently has over 500 gross coalbed methane wells in the Powder River Basin. The majority of the remaining working interest is owned by the operator, Pinnacle Gas Resources, Inc.

The company aims to increase shareholder value by delivering sustainable reserves growth and improved operating results from existing assets. The company implements its business strategy by continually engaging in exploration activities with a focus on areas that it believes are prospective for natural gas and oil with relatively high liquids content, actively managing its domestic drilling program and effectively utilizing its team’s  technological expertise.

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Rural/Metro Corporation (RURL) to Be Acquired by Warburg Pincus for $17.25 per Share

SCOTTSDALE, AZ — (Marketwire) — 03/28/11 — Rural/Metro Corporation (NASDAQ: RURL) (the “Company”), a leading national provider of ambulance and private fire protection services, today announced it has entered into a definitive agreement for the acquisition of the Company by the private equity firm Warburg Pincus in an all-cash transaction.

Under terms of the agreement, Rural/Metro shareholders will receive $17.25 per share of common stock in cash, representing a 37% premium over the closing price on March 25, 2011 and a 28% premium over the volume weighted average share price over the previous month. The Company’s Board of Directors, acting on the recommendation of a Special Committee consisting of independent directors, unanimously approved the terms of the agreement and recommended that Rural/Metro shareholders approve the transaction. In addition to shareholder approval, the transaction is subject to the satisfaction of customary closing conditions and regulatory approvals. It is currently anticipated the transaction will be completed by the end of June 2011.

Christopher Shackelton, Chairman of the Board of Rural/Metro, said, “The Board believes that this transaction is an exceptional opportunity for Rural/Metro’s shareholders. We have worked diligently to maximize the long-term value in the business, and are pleased that our shareholders are being rewarded for their trust in the Company’s vision, business plan and management.”

Mr. Shackelton emphasized that, “Following careful consideration and the examination of various methods to enhance shareholder value, the Board of Directors believes that now is an advantageous time for the Company to move to the next stage of its development as a private company under the stewardship of Warburg Pincus.”

Michael DiMino, President and Chief Executive Officer, said, “I am excited by the transition of Rural/Metro to new ownership. Partnering with Warburg Pincus provides the resources and flexibility to fuel our organic and strategic growth initiatives, and to leverage our strength as the best-in-class operator in both the ambulance and private fire protection industries. For our employees, customers and patients, we are dedicated to maintaining the highest standards of care, and to enhancing our value as a key partner in every community we serve.”

Sean Carney, a Warburg Pincus Managing Director, said, “We believe an investment in Rural/Metro and this industry is a tremendous opportunity for Warburg Pincus. Rural/Metro is an expert provider of ambulance and private fire protection services with an experienced management team that has delivered excellent results and increased shareholder value. We are excited to work with the management team and the 8,000 dedicated employees under Michael DiMino’s leadership to enhance the Company’s technological capabilities and service for the long-term benefit of its customers.”

RBC Capital Markets and Moelis & Company are acting as financial advisors, and the law firm of Paul, Hastings, Janofsky & Walker is acting as legal advisor to Rural/Metro.

Citigroup Global Markets, Inc., Credit Suisse and Jefferies & Company, Inc. acted as financial advisors, and Cleary Gottlieb Steen & Hamilton is acting as legal advisor to Warburg Pincus.

About Rural/Metro Corporation

Rural/Metro Corporation is a leading national provider of emergency and non-emergency ambulance services and private fire protection services in 20 states and approximately 440 communities throughout the United States. For more information, please visit the Company’s web site at www.ruralmetro.com.

About Warburg Pincus

Warburg Pincus is a leading global private equity firm. The firm has more than $30 billion in assets under management. Its active portfolio of more than 110 companies is highly diversified by stage, sector, and geography. Warburg Pincus is a growth investor and an experienced partner to management teams seeking to build durable companies with sustainable value. Founded in 1966, Warburg Pincus has raised 13 private equity funds which have invested more than $35 billion in over 600 companies in more than 30 countries. The firm has offices in Beijing, Frankfurt, Hong Kong, London, Mumbai, New York, San Francisco, Sao Paulo, and Shanghai. For more information, please visit www.warburgpincus.com.

Since inception, the firm has invested approximately $7.5 billion in healthcare companies, including investments in American Medical Systems (NASDAQ: AMMD), Bausch & Lomb, Coventry Health Care (NYSE: CVH), Euromedic International (acquired by Merrill Lynch Global Private Equity and Ares Life Sciences in 2008), Harbin Pharmaceuticals (SHA: 600664), InterMune (NASDAQ: ITMN), Lepu Medical Technology (SHE: 300003), RegionalCare Hospital Partners, ReSearch Pharmaceutical Services, and Tornier (NASDAQ: TRNX).

Additional Information and Where to Find It

In connection with the merger, Rural/Metro will prepare a Preliminary Proxy Statement to be filed with the SEC that will provide additional important information. When completed, a Definitive Proxy Statement will be mailed to stockholders of the Company. The Company’s stockholders will be able to obtain a copy of the Definitive Proxy Statement (when available) and other relevant documents filed with the SEC from the SEC’s website at http://www.sec.gov or from the Company’s website at http://www.ruralmetro.com. Stockholders also will be able to obtain a copy of the Definitive Proxy Statement and other documents related to the merger (when available) by written request to Rural/Metro Corporation, c/o Corporate Secretary, 9221 E. Via de Ventura, Scottsdale, AZ 85258.

Participants in Solicitation

The Company and its directors, executive officers and other members of its management and employees may be deemed to be participants in the solicitation of proxies from its stockholders in connection with the proposed merger. Information concerning the interests of the Company’s participants in the solicitation will be set forth in the Company’s proxy statement relating to the merger when it becomes available.

Forward-Looking Statements
The foregoing reflects the Company’s views about its future financial condition, performance and other matters that constitute “forward-looking” statements as such term is defined by the federal securities laws. Many of these statements can be found by looking for words such as “believe,” “anticipate,” “expect,” “plan,” “intend,” “may,” “should,” “will likely result,” “continue,” “estimate,” “project,” “goals,” or similar words used herein in connection with any discussions of future operating or financial performance or business prospects. We may also make forward-looking statements in our financial reports filed with the SEC, investor calls and other investor communications. These forward-looking statements are subject to the safe harbor protection provided by federal securities laws. These forward-looking statements are subject to numerous risks, uncertainties and assumptions, including those relating to the Company’s risk that a condition to closing the transaction may not be satisfied or other risks that may cause the transaction not to be completed within the expected time period, future business prospects, uncompensated care, working capital, accounts receivable collection, liquidity, cash flow, EBITDA, adjusted EBITDA, capital expenditures, insurance coverage and claim reserves, capital needs, key operating metrics, future growth plans, future operating results, and future compliance with covenants in our debt facilities or instruments. In addition, the Company may face risks and uncertainties related to other factors that are listed in its periodic reports filed under the Securities Exchange Act. Although the Company believes the expectations reflected in its forward-looking statements are based upon reasonable assumptions, because the statements are subject to risks and uncertainties, the Company can give no assurance that its expectations will be attained or that actual developments and results will not materially differ from those expressed or implied by the forward-looking statements. Readers are cautioned not to place undue reliance on the statements, which speak only as of the date hereof. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by law.

(RURL/F)

Contacts

For Rural/Metro Corporation
Liz Merritt
480-606-3337
Email Contact

For Warburg Pincus
Ed Trissel
(212) 878-9288
Email Contact

Rory Mackin
(212) 878-9322
Email Contact

Monday, March 28th, 2011 Uncategorized Comments Off on Rural/Metro Corporation (RURL) to Be Acquired by Warburg Pincus for $17.25 per Share

API Technologies (ATNY) to Acquire Spectrum Control (SPEC)

ORLANDO, Fla. and FAIRVIEW, Pa., March 28, 2011 /PRNewswire/ — API Technologies Corp. (OTC Bulletin Board: ATNY) (“API”), a provider of secure communications, electronic components and subsystems, and contract manufacturing services to the global defense and aerospace industries, and Spectrum Control, Inc. (Nasdaq: SPEC) (“Spectrum”), a leading designer and manufacturer of high performance, custom solutions for the defense, aerospace, industrial, and medical industries headquartered in Fairview, PA, announced today that they have entered into a definitive merger agreement providing for the cash acquisition of Spectrum by API. Upon closing of the transaction, Spectrum will operate as a wholly owned subsidiary of API.

Pursuant to the terms of the definitive agreement, API will acquire 100% of the issued and outstanding equity of Spectrum for $20.00 per share for a total purchase price of approximately $270 million. Spectrum’s Board of Directors has unanimously approved the merger and recommends that Spectrum’s shareholders vote in favor of the transaction. The transaction is subject to customary closing conditions, including approval pursuant to the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and approval of Spectrum’s shareholders. In connection with the transaction, API has been provided with firm commitments for debt financing in a principal amount of $215 million by Morgan Stanley Senior Funding, Inc., an affiliate of Morgan Stanley & Co. Incorporated.

Brian Kahn, Chairman and CEO of API, stated “We are excited about the opportunity to combine with Spectrum to offer our customers an enhanced range of leading products and services to meet their evolving needs.”

Richard Southworth, President and CEO of Spectrum, stated “We are pleased to deliver significant, immediate value to our shareholders through this transaction. We look forward to working with API to complete this transaction and build upon our combined strengths and capabilities.”

Under the terms of the merger agreement, Spectrum may solicit acquisition proposals from third parties for a period of 40 calendar days continuing through May 7, 2011. It is not anticipated that any developments will be disclosed with regard to this process unless Spectrum’s Board of Directors makes a decision with respect to a potential superior proposal. There are no guarantees that this process will result in a superior proposal.

UBS Investment Bank is acting as financial advisor to Spectrum. Raymond James & Associates, Inc. and Morgan Stanley & Co. Incorporated are acting as financial advisor to API in connection with the transaction.

About API Technologies Corp.

API, through its subsidiaries, provides engineered systems, components and secure communications as well as high quality engineering services, new product introduction, and turnkey manufacturing for electronic assembly, test, and build services to the global defense and aerospace industry. API Technologies’ customers include many leading Fortune 500 companies. API Technologies trades on the OTC Bulletin Board under the symbol ATNY.OB. For further information, please visit the company website at www.apitechnologies.com.

About Spectrum Control, Inc.

Headquartered in Fairview, PA, Spectrum develops, designs, and manufactures high performance, custom solutions for the defense, aerospace, industrial, and medical industries worldwide. It operates in four segments: Advanced Specialty Products, Microwave Components and Systems, Power Management Systems, and Sensors and Controls.

Additional Information and Where to Find It

In connection with proposed transaction, Spectrum will file proxy statements with the Securities and Exchange Commission (“SEC”) and mail a definitive proxy statement and other relevant documents regarding the proposed transaction to its shareholders. SPECTRUM’S SHAREHOLDERS ARE URGED TO READ, WHEN AVAILABLE, SPECTRUM’S DEFINITIVE PROXY STATEMENT IN CONNECTION WITH SPECTRUM’S SOLICITATION OF PROXIES FOR THE SPECIAL MEETING TO BE HELD TO APPROVE THE PROPOSED TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT SPECTRUM AND THE PROPOSED TRANSACTION. Spectrum’s shareholders may obtain a free copy of these documents, as well as other filings containing information about Spectrum, at the SEC’s website, http://www.sec.gov. Spectrum’s shareholders will also be able to obtain, without charge, a copy of the proxy statement and any other relevant documents (when available) by directing a request to: Spectrum Control, Inc., 8031 Avonia Road, Fairview, PA 16415, Attention: Investor Relations, or by telephone at (814) 474-4310. This announcement is not a solicitation of a proxy.

Spectrum and its directors and executive officers and certain other members of management may be deemed to be participants in the solicitation of proxies from Spectrum’s shareholders in respect of the proposed transaction. Information concerning such participants and their respective interests in Spectrum by security holdings or otherwise is set forth in its proxy statement for Spectrum’s 2011 Annual Meeting of Shareholders, which was filed with the SEC on March 3, 2011. Shareholders may obtain additional information regarding the interests of such participants by reading the proxy statement and other relevant documents regarding the proposed transaction when they become available.

Safe Harbor for Forward-Looking Statements

Except for statements of historical fact, the information presented herein constitutes forward-looking statements. All forward-looking statements are subject to certain risks, uncertainties and assumptions which may cause the actual results, performance or achievements of API or Spectrum to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These risks and uncertainties, some of which are more fully described in API and Spectrum’s annual and quarterly reports filed with the SEC, include but are not limited to, satisfaction of closing conditions to the transaction, including approval of Spectrum’s shareholders, general economic and business conditions, API’s and Spectrum’s future performance, the ability to acquire and develop specific projects, the ability to fund operations and changes in customer consumption habits, the ability to protect intellectual property, API’s ability to integrate and consolidate operations, and API’s ability to expand our operations in both new and existing markets. Should one or more of these risks or uncertainties materialize, actual results may vary in material respects from those currently anticipated. All information in this release is as of the date hereof. Neither API nor Spectrum undertakes any duty to update any forward-looking statement to conform the statement to actual results or changes in API’s or Spectrum’s expectations.

For further information, please contact:

Brian Kahn
Chairman & CEO
API Technologies Corp.
Phone: 407-909-8015
bkahn@apitech.com

John P. Freeman, Senior Vice President
and Chief Financial Officer
Spectrum Control, Inc.
Phone: 814-474-4310
freeman@spectrumcontrol.com

SOURCE API Technologies Corp.

Monday, March 28th, 2011 Uncategorized Comments Off on API Technologies (ATNY) to Acquire Spectrum Control (SPEC)

Ocean Bio-Chem, Inc. (OBCI) Reports Record Net Income of Over $2 Million

FORT LAUDERDALE, FL — (Marketwire) — 03/28/11 — Ocean Bio-Chem, Inc. (NASDAQ: OBCI) today released financial results for 2010. The Company reported record net income for the year ended December 31, 2010 of approximately $2.0 million, compared to net income of $1.1 million for 2009, an increase of approximately 92%. Basic earnings per share were $0.26 per share compared to $0.14 per share for the year 2009. Diluted earnings per share were $0.24 per share compared to $0.14 per share for the year ended 2009. Record net sales, for the year ended December 31, 2010, were approximately $27.4 million compared to approximately $24.6 million for 2009, an increase of $2.8 million or 11%.

                                  (in thousands except per share & share data)

                                             Year Ended December 31,
                                           2010                   2009
                                  ---------------------  ---------------------
Net Sales                         $              27,404  $              24,633

Net Income                        $               2,018  $               1,054

Earnings per Share - Basic        $                0.26  $                0.14
Earnings per Share - Diluted      $                0.24  $                0.14

Avg. Shares (basic)                           7,789,699              7,673,438
Avg. Shares (fully-diluted)                   8,443,797              7,697,100

Ocean Bio-Chem President and CEO Peter Dornau stated, “Ocean Bio-Chem, Inc. reported its second consecutive year of record net sales. For the year 2010 net sales increased to approximately $27.4 million or 11.2%, compared to 2009 sales. The Company has continued to be successful in implementing its sales and marketing plans as previously disclosed. We have been successful in continuing to increase sales in marine markets as well as expanding sales in new and newer markets. In addition to the sales increases the Company also reported record gross margin percent of 34.2% and record gross margin dollars of $9.4 million. Our gross profit margin percent increased approximately 2.3%, compared to 2009 gross profit margin percent. The gross margin percent increase is a result of two significant factors; the first is increased sales of higher margin products, the second is due to increased production efficiencies and higher volume at our Kinpak manufacturing subsidiary. In addition, the Company has continued to control its operating expenses. Primarily as a result of the above factors, net income increased approximately 92% to over $2.0 million.”

Peter Dornau continued, “The Company’s balance sheet also continues to strengthen. The Company was able to fully pay off its borrowings under its revolving line of credit, at year end. The Company has reduced its line of credit borrowings by $2.8 million over the past two years. Shareholders equity also increased to approximately $11.2 million at year end.”

Peter Dornau concluded, “In 2010, we completed the joint venture Odorstar Technology, LLC. with unique patented products and delivery system to safely eliminate mold, mildew odors. We have completed EPA registrations of the products in all states (except California), expanded and improved manufacturing operations for the production of the Odorstar products, designed new consumer packaging for an easier, safer use of the product. These expenditures have all been reflected in the Company’s 2010 financial statements. The process to EPA registration of Odorstar products in all states has taken longer than anticipated. With the state EPA registrations complete, the Company has started shipping products to its larger customers in the marine market. We are optimistic that the Odorstar products will be accretive to sales in 2011, as we expand distribution in other markets including home care, auto and mold remediation companies. Our joint venture partner has been extremely successful in selling products in his designated markets.

“We have seen an increase in business activity in the first two months of 2011, with gross sales increases of 30% and we are cautiously optimistic we will have another successful year.”

About Ocean Bio-Chem
Ocean Bio-Chem, Inc. manufactures and markets a full line of maintenance and care products for marine, automobile, motorcycle, power sports, outdoor power equipment, RV, agriculture, hardware, lawn & garden and OEMs. Products are sold under the Starbrite, StarTron, Sea Safe, Sta-Put, Extend-a-Brush and Nos Guard names, as well as private label brands. The Company trades publicly under NASDAQ Capital Markets, Ticker Symbol: OBCI. The Company’s web sites are: www.oceanbiochem.com, www.Starbrite.com and www.Startron.com.

NOTE: The foregoing is news relating to Ocean Bio-Chem, Inc. (OBCI or “the Company”) and contains forward-looking statements, which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. When used in this report, the words “anticipate,” “believe,” “estimate,” “expect” and similar expressions as they relate to the Company or its management, including without limitation the Company’s other subsidiaries, are intended to identify such forward-looking statements. The Company’s actual results, performance or achievements could differ materially from the results expressed in, or implied by these forward-looking statements. For more detailed information the reader is referred to the Company’s 10-K and other documents filed with the United States Securities and Exchange Commission. This does not constitute an offer to buy or sell securities by, the Company or its subsidiaries and is meant purely for informational purposes.

Contacts:

Peter Dornau
President & CEO
954-587-6280
pdornau@starbrite.com

Jeff Barocas
CFO
954-587-6280
jbarocas@starbrite.com

Monday, March 28th, 2011 Uncategorized Comments Off on Ocean Bio-Chem, Inc. (OBCI) Reports Record Net Income of Over $2 Million

eBay Inc. to Acquire GSI Commerce (GSIC)

Mar. 28, 2011 (Business Wire) — eBay Inc. (NASDAQ: EBAY) announced today that it has agreed to acquire GSI Commerce (NASDAQ: GSIC), a leading provider of ecommerce and interactive marketing services, for $29.25 a share, or total consideration of approximately $2.4 billion. The acquisition, which will be financed with cash and debt, is expected to close in the third quarter of 2011.

The merger consideration represents a 51 percent premium over GSI’s March 25, 2011, closing price and a 47 percent premium over the average closing price of GSI Commerce common stock over the 30 trading days prior to March 28, 2011. The acquisition is subject to regulatory and GSI shareholder approval, as well as other customary closing conditions.

“We intend to lead the next generation of commerce innovation. The acquisition of GSI, which offers the most comprehensive integrated suite of online commerce and interactive marketing services available, will significantly strengthen our ability to connect buyers and sellers worldwide,” said John Donahoe, eBay Inc. President and CEO. “Combined with eBay Marketplaces and PayPal, we believe GSI will enhance our position as the leading strategic global commerce partner of choice for retailers and brands of all sizes.”

With more than 180 customers across 14 merchandise categories, GSI has long-term commerce services relationships with leading retailers and brands. We expect that GSI will benefit from eBay’s global platform and technology capabilities, and its clients will be able to leverage eBay Marketplaces and PayPal services.

“Technology is changing how consumers shop, and retailers and brands are changing how they compete,” Donahoe said. “With its complementary strengths, GSI will extend the power of our portfolio. With eBay, PayPal, GSI and our global platform capabilities, we are focused on delivering new ways for retailers and brands of all sizes – from sole proprietors to large merchants – to drive innovation, engage customers and help people shop anytime, anywhere and on any device.”

As part of the transaction, eBay will divest 100 percent of GSI’s licensed sports merchandise business and 70 percent of ShopRunner and Rue La La. eBay believes these businesses are not core to its long-term growth strategy. These assets will be sold to a newly formed holding company, which will be led by GSI founder and CEO Michael Rubin.

eBay expects the transaction to result in synergies of approximately $60 million by 2013; the company expects the transaction to be EPS neutral in 2011 and accretive in 2012. As part of the divestiture, eBay will loan the holding company $467 million and retain a 30 percent stake in Rue La La and ShopRunner. In addition, Michael Rubin will invest additional cash of $31 million in the holding company.

Under the terms of the merger agreement, GSI Commerce may solicit acquisition proposals from third parties for a 40-day “go-shop” period continuing through May 6, 2011. It is not anticipated that any developments will be disclosed with regard to this process unless GSI Commerce’s Board of Directors makes a decision with respect to a potential superior proposal. The merger agreement provides eBay with a customary right to match a superior proposal. There is no guarantee that this process will result in a superior proposal.

Goldman, Sachs & Co. and Peter J. Solomon Company are acting as financial advisers to eBay, while Dewey & LeBoeuf LLP is acting as its legal adviser with regard to the transaction. Morgan Stanley & Co. Incorporated is acting as financial adviser to GSI Commerce and Davis Polk & Wardwell LLP is acting as legal adviser to the special committee of the GSI Commerce Board of Directors. Morgan, Lewis & Bockius LLP is acting as legal adviser to GSI Commerce.

Business Outlook

Assuming its acquisition of GSI closes mid-third quarter, eBay said it expects the deal to be immaterial to its 2011 non-GAAP EPS guidance which it announced January 19, and have a negative impact of $0.30 – $0.34 to its 2011 GAAP EPS guidance, including a GAAP charge primarily related to the divested GSI businesses.

Conference Call

eBay will host a conference call at 8 am Pacific Time/11 am Eastern Time today to discuss this announcement. A live webcast of the conference call, together with a slide presentation that includes supplemental financial information, can be accessed through the company’s Investor Relations web site at http://investor.ebayinc.com. In addition, an archive of the webcast will be accessible for 90 days through the same link.

Transaction website

For more information on the transaction, including background information and factsheets, visit http://changingshopping.ebayinc.com.

About eBay Inc.

Founded in 1995 in San Jose, Calif., eBay Inc. (NASDAQ:EBAY) connects millions of buyers and sellers globally on a daily basis through eBay, the world’s largest online marketplace, and PayPal, which enables individuals and businesses to securely, easily and quickly send and receive online payments. We also reach millions through specialized marketplaces such as StubHub, the world’s largest ticket marketplace, and eBay classifieds sites, which together have a presence in more than 1,000 cities around the world. For more information about the company and its global portfolio of online brands, visit www.ebayinc.com.

About GSI Commerce

GSI Commerce® enables ecommerce, multichannel retailing and digital marketing for global enterprises in the U.S. and internationally. GSI’s ecommerce services, which include technology, order management, payment processing, fulfillment and customer care, are available on a modular basis or as part of an integrated solution. GSI’s Global Marketing Services division provides innovative digital marketing products and services comprised of database management and segmentation, marketing distribution channels, a global digital agency to drive strategic and creative direction and an advanced advertising analytics and attribution management platform. Additionally, GSI provides brands and retailers platforms to engage directly with consumers through RueLaLa.com, an online private sale shopping destination, and ShopRunner.com, a members-only shopping service that offers unlimited free two-day shipping and free shipping on returns for a $79 annual subscription.

Forward-Looking Statements

This press release contains forward-looking statements relating to, among other things, the future performance of eBay and its consolidated subsidiaries that are based on the company’s current expectations, forecasts and assumptions and involve risks and uncertainties. These statements include, but are not limited to, statements regarding eBay and GSI Commerce and the expected impact of the transaction on eBay’s expected financial results for full year 2011. The company’s actual results could differ materially from those predicted or implied and reported results should not be considered as an indication of future performance. Factors that could cause or contribute to such differences include, but are not limited to: the receipt and timing of regulatory approval for the transaction, the possibility that the transaction may not close, and the reaction of consumers and GSI Commerce’s customers; the future growth of GSI Commerce; the reaction of competitors to the transaction; the possibility that integration following the transaction may be more difficult than expected; the company’s need and ability to manage regulatory, tax, IP and litigation risks (including risks related to the transaction itself) as its services are offered in more jurisdictions and applicable laws become more restrictive; the after effects of the global economic downturn, changes in political, business and economic conditions, including any conditions that affect ecommerce growth; fluctuations in foreign currency exchange rates; the company’s ability to profitably integrate, manage and grow businesses that have been acquired recently or may be acquired in the future; the company’s need to increasingly achieve growth from its existing users, particularly in its more established markets; the company’s ability to deal with the increasingly competitive ecommerce environment, including competition for its sellers from other trading sites and other means of selling, and competition for its buyers from other merchants, online and offline; the company’s need to manage an increasingly large enterprise with a broad range of businesses of varying degrees of maturity and in many different geographies; the effect of management changes and business initiatives; any changes the company may make to its product offerings; the competitive, regulatory, credit card association-related and other risks specific to PayPal and Bill Me Later, especially as PayPal continues to expand geographically and grow its open platform initiative and as new laws and regulations related to financial services companies come into effect; the company’s ability to upgrade and develop its systems, infrastructure and customer service capabilities at reasonable cost; and the company’s ability to maintain site stability and performance on all of its sites while adding new products and features in a timely fashion. The forward-looking statements in this release do not include the potential impact of any acquisitions or divestitures that may be announced and/or completed after the date hereof.

More information about factors that could affect the company’s operating results is included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the company’s most recent annual report on Form 10-K and subsequent quarterly reports on Form 10-Q, copies of which may be obtained by visiting the company’s Investor Relations web site at http://investor.ebayinc.com or the SEC’s web site at www.sec.gov. Undue reliance should not be placed on the forward-looking statements in this release, which are based on information available to the company on the date hereof. eBay assumes no obligation to update such statements.

Cautionary Statement Regarding Forward-Looking Statements

This document includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, are forward-looking statements. These forward looking statements address, among other things activities, events or developments that we expect, believe or anticipate will or may occur in the future, including our statements relating to the anticipated effects of the proposed merger with eBay and its anticipated benefits if consummated. These forward-looking statements are subject to a number of risks that could cause actual results to differ materially from those contained in the forward-looking statements, including the risk that our stockholders may not approve the merger and that the regulatory approvals and any other required approvals in connection with the merger may not be obtained on the proposed terms or at the times anticipated, as well as the risk factors described Item 1A of our 2010 Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”).

Currently unknown or unanticipated risks, or risks that emerge in the future, could cause actual results to differ materially from those described in forward-looking statements, and it is not possible for us to predict all such risks, or the extent to which this may cause actual results to differ from those contained in any forward-looking statement. Except as required by law, we assume no obligation to update publicly any such forward-looking statements, whether as a result of new information, future events, or otherwise.

Important Merger Information

This communication may be deemed to be solicitation material in respect of the proposed acquisition of GSI Commerce by eBay. In connection with the proposed acquisition, GSI Commerce intends to file a proxy statement on Schedule 14A with the Securities and Exchange Commission, or SEC, and GSI Commerce and eBay intend to file other relevant materials with the SEC. Stockholders of GSI Commerce are urged to read all relevant documents filed with the SEC when they become available, including GSI Commerce’s proxy statement, because they will contain important information about the proposed transaction. A definitive proxy statement will be sent to holders of GSI Commerce stock seeking their approval of the proposed transaction. This communication is not a solicitation of a proxy from any security holder of GSI Commerce.

Investors and security holders will be able to obtain the documents (when available) free of charge at the SEC’s web site, http://www.sec.gov. In addition, GSI Commerce stockholders may obtain free copies of the documents filed with the SEC when available by contacting GSI Commerce’s Investor Relations at 610-491-7068.

Such documents are not currently available. You may also read and copy any reports, statements and other information filed with the SEC at the SEC public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC’s website for further information on its public reference room.

GSI Commerce and its directors and executive officers, may be deemed to be participants in the solicitation of proxies from the holders of GSI Commerce common stock in respect of the proposed transaction. Information regarding the directors and executive officers of GSI Commerce is available in the 2010 Annual Report on Form 10-K, filed with the SEC on March 1, 2011, and the proxy statement for GSI Commerce’s 2010 Annual Meeting of Stockholders, filed with the SEC on April 13, 2010. 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.

Photos/Multimedia Gallery Available: http://www.businesswire.com/cgi-bin/mmg.cgi?eid=6661549&lang=en

eBay Inc. Corporate Communications

John Pluhowski

press@ebay.com

http://www.ebayinc.com/news

or

eBay Inc. Investor Relations

Jennifer Ceran, 408-376-7493

http://investor.ebayinc.com

Monday, March 28th, 2011 Uncategorized Comments Off on eBay Inc. to Acquire GSI Commerce (GSIC)

ECOtality, Inc. (ECTY) is “One to Watch”

ECOtality, Inc., headquartered in San Francisco, California, leads the industry in clean electric transportation and storage technologies. Through innovation, acquisitions, and strategic partnerships, the company focuses on accelerating the market applicability of advanced electric technologies to replace carbon-based fuels.

Fully committed to developing and commercially advanced clean energy solutions and environmentally friendly products, ECOtality’s products, technologies and services currently include:

Electric Vehicles: ECOtality North America is a recognized leader in the research, development and testing of advanced transportation and energy systems. The subsidiary specializes in the fields of alternative-fuel, hybrid (HEV), plug-in hybrid (PHEV) and electric vehicles (EV) and infrastructures. With a history in electric transportation that dates back to 1989, ECOtality North America has worked on every EV initiative in North America since the 1990’s.

Fast Charging: Specifically developed for electrical vehicles, airport ground support equipment, material handling, neighborhood electric vehicle operations, and marine and transit applications, the exclusively patented ECOtality North America Minit-Charger line of battery fast-charging systems is based on advanced algorithms that allow faster charging with less heat generation and longer battery life than any other fast charge system available.

Blink: The Blink network offers residential and commercial charge stations for electric vehicles. The network allows businesses and individuals to safely and efficiently charge their electric vehicles at the lowest utility rates. The company has designed Blink too not only be iconic and modern, but also practical and safe.

EV Micro-Climates: ECOtality’s EV Micro-Climate program is designed to advance select areas for the adoption of electric transportation. Beginning with extensive feasibility and infrastructure planning studies, the program provides a blueprint for a comprehensive EV infrastructure system and provides detailed action plans for its successful execution and continued maintenance.

Energy Storage: Innergy Power Corporation, another subsidiary of ECOtality, manufactures and develops high-quality ThinLine energy cells and rechargeable batteries that are used in a wide variety of applications where form factor is an essential design element. Innergy Power produces the world’s thinnest SLA (ThinLine) batteries, which offer significant advantages in reliability, safety, and run time, while having no memory effect.

Solar: Innergy Power Corporation also manufactures a variety of solar photovoltaic (PV) products that address the burgeoning worldwide demand for renewable solar energy products. The subsidiary’s fiberglass reinforced panel (FRP) solar modules are designed to meet a broad range of applications for emergency preparedness and recreation, where quality, durability, rugged construction and light weight are important in the outdoor environment.

Fuel Cells: ECOtality also the parent company of Fuel Cell Store, the leading international retailer of fuel cell products. A website-based business, Fuel Cell Store features quality products from more vendors than any other site as well as an experienced and knowledgeable staff for technical and product support, conferences, workshops, laboratory development and consulting services.

On Wednesday, March 23, 2011, ECOtality announced that it has expanded the installation of its flagship Blink™ Level 2 Residential Charging Station to Tucson, Arizona residences. As project manager of The EV Project, the largest rollout of electric vehicle (EV) infrastructure and EVs in history, the company will install Blink home EV chargers in homes throughout project regions nationwide to support the launch of 8,300 EVs.

Colleen Crowninshield, manager of the Clean Cities Coalition at Pima Association of Governments (PAG), stated, “PAG Tucson Regional Clean Cities Coalition is proud to be a part of the largest deployment of electric vehicle infrastructure in the nation’s history. Working with our Clean Cities Coalition Members and ECOtality, PAG’s Clean Cities Program is excited to begin the residential installation of electric vehicle charging infrastructure, here in Tucson, to help secure America’s energy independence for our future.”

Monday, March 28th, 2011 Ones to Watch, Uncategorized Comments Off on ECOtality, Inc. (ECTY) is “One to Watch”

ZAGG Inc. (ZAGG) Announces Filing of Form 10-K Annual Report

Mar. 25, 2011 (Business Wire) — ZAGG® (NASDAQ: ZAGG) (www.ZAGG.com), a market leader in innovative mobile device accessories, reported the filing of its Form 10-K for 2010. The Company will file its Proxy Statement by April 30, 2011.

“We are very pleased to be releasing our audited financial statements for 2010 ahead of our March 31, 2011 deadline. We have worked very hard, together with our independent auditor, in preparing this document, and are confident it puts to rest all unfounded speculation about the audit or the contents of our 10-K,” said Brandon T. O’Brien, CFO of ZAGG. “We want our shareholders to know that we are singularly focused on building our company and creating shareholder value.”

Financial Highlights of Q4 and Full Year 2010

  • Record revenue for the fourth quarter of $29.3 million, an increase of 157% year over year and up 27% sequentially. Revenue for the full year was $76.1 million, a 98% increase from $38.4 million in 2009.
  • Gross profit for the fourth quarter was $13.4 million, or 46% of sales, compared to $6.1 million, or 54% of sales in the fourth quarter of 2009. Gross profit for the full year was $37.4 million, or 49% of sales, compared to $22.1 million, or 58% of sales in 2009. Gross profit for the fourth quarter, net of a charge related to slow-moving inventory of $1.1 million, was 49%.
  • Adjusted EBITDA for the fourth quarter was $6.6 million or $0.27 per share versus $1.7 million or $0.07 per share for Q4 2009, an increase of 281%.
  • Net income attributable to stockholders for the quarter was $3.4 million or $0.13 per diluted share for the fourth quarter 2010 versus $0.3 million or $0.01 for the fourth quarter 2009, an increase of $0.12 per share year-over-year. Net income attributable to stockholders for the quarter net of a charge related to slow-moving inventory of $1.1 million and a one-time tax return to provision entry of $0.4 million was $4.9 million or $0.20 per share.
  • Net income attributable to stockholders for the full year was $10.0 million or $0.41 per diluted share as compared to net income attributable to stockholders of $3.4 million or $0.15 per diluted share in the prior year.

Financial Guidance

On the fourth quarter 2010 conference call hosted by the company on March 14, 2011, ZAGG gave financial guidance for 2011 revenues of $95 – $100 million, and operating margins of in the range of 19 – 22%. For margins in 2011, we are currently guiding for Gross Margins in the mid 40’s, and for Operating Margins of 19 – 22%. The guidance provided is based on the company’s outlook for demand for our products, primarily the invisibleSHIELD and the ZAGGmate, announced distribution agreements, increased contribution from Europe as a function of the new European distribution facility and the ongoing growth of mobile devices sales. The introduction of new ZAGG products, the announcement of new retail channel partners, as well as any contribution from HzO or ZAGGbox are not included in this outlook.

Non-GAAP Financial Disclosure

Investors are cautioned that the Adjusted EBITDA, or earnings/(loss) before other income/(expense), taxes, depreciation and amortization, impairment losses and stock-based compensation, and adjusted EBITDA per common share information contained in this press release are not financial measures under generally accepted accounting principles. In addition, they should not be construed as alternatives to any other measures of performance determined in accordance with generally accepted accounting principles, or as indicators of our operating performance, liquidity or cash flows generated by operating, investing and financing activities, as there may be significant factors or trends that they fail to address. We present this financial information because we believe that it is helpful to some investors as a measure of our performance. We caution investors that non-GAAP financial information, by its nature, departs from traditional accounting conventions; accordingly, its use can make it difficult to compare our current results with our results from other reporting periods and with the results of other companies.

Safe Harbor Statement

This release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. “Forward-looking statements” describe future expectations, plans, results, or strategies and are generally preceded by words such as “may,” “future,” “plan” or “planned,” “will” or “should,” “expected,” “anticipates,” “draft,” “eventually” or “projected.” You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements as a result of various factors, and other risks identified in filings made by the company with the Securities and Exchange Commission.

About ZAGG Inc.:

ZAGG® is a market leader in providing innovative consumer products like films, skins, audio and power solutions that protect, personalize, and enhance the mobile experience. ZAGG’s products are distributed worldwide with popular, award-winning brands such as the invisibleSHIELD®, ZAGGskins™, ZAGGsparq™, ZAGGbuds™, ZAGG LEATHERskins™, and ZAGGmate™. The patent-pending invisibleSHIELD, ZAGG’s flagship product, is the original thin film full-body protector, and is available in over 5,000 precision pre-cut designs with a lifetime replacement warranty. ZAGG products are available online at ZAGG.com and in most major retailers. For more product or investor information please visit the Company’s web site at www.ZAGG.com.

Media:

ZAGG Inc.

Nathan Nelson, 801-263-0699 ext. 107

nnelson@zagg.com

or

Investor Relations:

Genesis Select Corp.

Kim Rogers-Carrete, 949-429-7408

krogersc@genesisselect.com

Friday, March 25th, 2011 Uncategorized Comments Off on ZAGG Inc. (ZAGG) Announces Filing of Form 10-K Annual Report

Biostar Pharmaceuticals, Inc. (BSPM) Reports Record 2010 Results

XIANYANG, China, March 25, 2011 /PRNewswire-Asia-FirstCall/ — Biostar Pharmaceuticals, Inc. (Nasdaq: BSPM) (“Biostar” or “the Company”), Xianyang-based manufacturer of a leading PRC over-the-counter Hepatitis B medicine, Xin Aoxing Oleanolic Acid Capsules (“Xin Aoxing Capsules”), and a variety of pharmaceutical products, today announced financial results for the fourth quarter and full year ended December 31, 2010.

  • 2010 revenue increased 50.4% to $80.2 million
  • Aoxing sales increased 45.5% to $53.4 million in 2010
  • 2010 gross profit increased 54.1% to $60.1 million; gross margin up 170 basis points to 74.9%
  • 2010 cash flow from operations increased 126.4% to $12.8 million
  • Company’s rural distribution network surpasses 10,000 locations; Company focused on increasing sales and market penetration from these locations in 2011

SUMMARY FINANCIALS

Fourth Quarter 2010 Results (audited)

2010

2009

CHANGE

Net Sales

$28.2 million

$17.1 million

+65.7%

Gross Profit

$21.5 million

$12.5 million

+71.9%

GAAP Net Income

Adjusted Non-GAAP Net Income*

$6.1 million

$6.3 million

$1.7 million

$2.7 million

+259%

+133%

GAAP EPS (Diluted)

Adjusted Non-GAAP EPS (Diluted)*

$0.22

$0.24

$0.07

$0.12

+214.3%

+100%

*Excluding non-cash stock-based compensation charge of $0.2 million for Q4 2010. For more information about the non-GAAP financial measures contained in this press release, please see “About Non-GAAP Financial Measures” below.

Fourth Quarter 2010 Financial Results

Revenue for the fourth quarter of 2010 increased 65.7% to approximately $28.2 million compared to $17.1 million for the fourth quarter of 2009. Sales of Xin Aoxing Capsules, Biostar’s flagship product, increased by 56.5% from the fourth quarter of 2009 to $18.6 million, with a gross margin of 87.0%. Xin Aoxing represented approximately two thirds of total fourth quarter 2010 revenues. The order rate for Xin Aoxing started to rebound at the end of the third quarter and continued to accelerate through the fourth quarter. Sales of Gan Wang Compound Paracetamol Capsules (“Gan Wang”), used to fight colds, were also strong, growing by 37.3% to $2.2 million. Sales of other products launched since the second quarter of 2010, including Tangning Capsule, Shengjing Capsule and Aoxing ointment, totaled $1.1 million in the fourth quarter. The Company continued its expansion into rural communities in China with products now being sold at over 10,000 locations. $5 million in revenues were generated through this sales channel during the fourth quarter, up 400% from the year ago period.

“We are very pleased to report solid operating progress for both the fourth quarter and full year, which was supported by robust revenue growth across several products. We implemented a broader marketing strategy for our flagship Xin Aoxing Capsule, complemented by our expansion into more retail locations in rural areas. This enabled us to achieve record sales and earnings for the year,” commented Ronghua Wang, Chairman and Chief Executive Officer of Biostar. “We expect to have 13,000 rural locations by the end of 2011, up from approximately 10,000 at the end of 2010, and believe this sales channel will further drive incremental growth for the year.”

Cost of goods sold for the three months ended December 31, 2010 was approximately $6.8 million, as compared to $4.5 million for the three months ended December 31, 2009. Gross profit for the fourth quarter of 2010 increased 72% to $21.5 million from $12.5 million in the year ago period, while gross margin increased 310 basis points to 76.2%.

Operating expenses for the three months ended December 31, 2010 were approximately $13.6 million, an increase of 46% compared to $9.3 million in the same period of 2009.

Operating income for the fourth quarter of 2010 totaled approximately $7.9 million, a 146% increase from $3.2 million reported for the fourth quarter of 2009. Operating margins were 27.9% and 18.7% for the fourth quarter of 2010 and 2009, respectively. Excluding non-cash equity compensation charge of $0.2 million, adjusted operating income for the fourth quarter of 2010 was $8.1 million with operation margins of 28.7%. (Please see About Non-GAAP Financial Measures below.)

Net income was approximately $6.1 million for the fourth quarter of 2010, a 259% increase from the fourth quarter of 2009. Diluted earnings per share were $0.22 and 0.07 for the fourth quarter of 2010 and 2009, based upon 27.4 million and 24.3 million diluted common stocks outstanding, respectively. Adjusted Non-GAAP net income for the fourth quarter was $6.3 million, or $0.24 per diluted common share. (Please see About Non-GAAP Financial Measures below.)

Full Year 2010 Results (audited)

2010

2009

CHANGE

Net Sales

$80.2 million

$53.3 million

+50.4%

Gross Profit

$60.1 million

$39.0 million

+54.1%

GAAP Net Income

Adjusted Non-GAAP Net Income**

$17.4 million

$18.1 million

$10.5 million

$11.5 million

+65.7%

+57.4%

GAAP EPS (Diluted)

Adjusted Non-GAAP EPS (Diluted)**

$0.63

$0.66

$0.32

$0.47

+96.9%

+40.4%

**Excluding non-cash stock-based compensation charge of $0.7 million for 2010 and $1.0 million for the year of 2009. For more information about the non-GAAP financial measures contained in this press release, please see “About Non-GAAP Financial Measures” below.

For the twelve months ended December 31, 2010, revenue increased approximately 50.4% to $80.2 million. Drug sales were up 37.9% to $73.5 million, including a 45.5% increase in Aoxing sales. Gross profit was approximately $60.1 million for the twelve months of 2010, representing an increase of 54.1% from the twelve months of 2009. Gross margins improved by 170 basis points to 74.9%.

Selling, general and administrative expenses increased approximately 64% to $32.3 million, representing 40% of sales compared to 37% of sales in 2009. The increase was a result of higher advertising expenses to support the Company’s growth plans. Operating income was $23.6 million, representing an increase of 56.3% over the twelve months of 2009. Operating margins were 29.4% for the twelve months of 2010, compared to 28.3% for 2009.

Net income was $17.4 million for the twelve months ended December 31, 2010, an increase of approximately 65.7% from the same period in 2009. Fully diluted earnings per share were $0.63 and $0.32 for the twelve months of 2010 and 2009 based up on 27.4 million and 24.3 million shares, respectively. Adjusted Non-GAAP net income for the twelve months of 2010 was $18.1 million, or $0.66 per diluted common share. (Please see About Non-GAAP Financial Measures below.)

Balance Sheet and Cash Flow

Cash and cash equivalents totaled $13.2 million on December 31, 2010, compared to $8.6 million on December 31, 2009. Accounts receivable balance was approximately $28.5 million on December 31, 2010, versus approximately $19.8 million on December 31, 2009. Days sales outstanding (DSO) for the twelve months of 2010 were at 130 days, compared to 134 days for the same period in 2009, in line with management’s target range of 130 to 150 days. The Company had a current ratio of 5.7 to 1 and stockholders’ equity of $60.5 million, with total assets of $68.1 million versus total liabilities of $7.6 million on December 31, 2010. Working capital on December 31, 2010 was $35.8 million, compared to $23.9 million in the year ago period.

For the full year 2010, the Company generated $12.8 million in cash from operations and spent $1.5 million on capital expenditures.

Business Developments

As of December 31, 2010, Biostar has expanded its rural supply network to over 10,000 sales outlets in 22 provinces. Sales to rural areas increased approximately 95% to $14.2 million during the twelve months ended 2010, representing 18% of total sales. The Company plans to include all 10 products at all rural locations, in addition to select pharmaceuticals from other producers, in order to increase market share and drive incremental revenues through existing locations.

Aoxing had another successful year, with $45.7 million of sales, a 50.4% increase from 2009. The Company plans to add 130 new staff to the sales team during 2011 which would bring the total number to 400 and will continue to make meaningful investments in its marketing strategy, by incorporating television, print and radio across multiple provinces. Aoxing is currently sold in 22 provinces and the management team plans to expand into four additional provinces, including Hainan, Hunan, Guangxi, and Zhejiang during 2011.

Biostar launched 5 new products during 2010, including health products such as Tangning Capsule, Yizi Capsule, Shengjing Capsule and Aoxing Ointment. Total revenue from new products was approximately $6.7 million during 2010, a 30% increase and further increases are anticipated during 2011. The Company expects to receive final SFDA approval to produce Zushima Analgesic spray, a pain reliever product intended for use by military personnel during the first half of 2011. Management expects total sales from new products to represent 10% of its forecast for 2011.

Conference Call

The Company will host a conference call to discuss the 2010 year-end financial results on Friday, March 25, 2011 at 10:00 a.m. ET. Interested participants should call +1-877-941-2068 within the United States, or US +1-480-629-9712 if calling internationally. The conference ID is 4276443. It is advisable to dial in approximately 5-10 minutes prior to 10:00 a.m. ET.

A playback will be available through April 8, 2011. To listen, please call 1-800-406-7325 within the United States or 1-303-590-3030 when calling internationally. Utilize the pass code 4276443 for the replay.

This call is being webcast by ViaVid Broadcasting and can be accessed at ViaVid’s website at http://www.viavid.net or at the following link: http://viavid.net/dce.aspx?sid=000072BD. To access the web cast, you will need to have the Windows Media Player on your desktop. For the free download of the Media Player please visit: http://www.microsoft.com/windows/windowsmedia/en/download/default.asp.

About Biostar Pharmaceuticals, Inc.

Biostar Pharmaceuticals, Inc., through its wholly-owned subsidiary and controlled affiliate in China, develops, manufactures and markets pharmaceutical and health supplement products for a variety of diseases and conditions. The Company’s most popular product is its Xin Ao Xing Oleanolic Acid Capsule, an over-the-counter (“OTC”) medicine for chronic hepatitis B, a disease affecting approximately 10% of the Chinese population. In addition to its hepatitis product, Biostar currently manufactures two broad-based OTC products, two prescription-based pharmaceuticals, one medical device and five health supplements.

Safe Harbor relating to the Forward-Looking Statements

Certain statements in this release concerning our future growth prospects are forward-looking statements, within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended, which involve a number of risks and uncertainties that could cause actual results to differ materially from those in such forward-looking statements. The company uses words and phrases such as “guidance,” “forecasted,” “projects,” “is expected,” “remain confident,” “will” and similar expressions to identify forward-looking statements in this press release, including forward-looking statements. Undue reliance should not be placed on forward-looking information. Forward-looking information is based on current expectations, estimates and projections that involve a number of risks, which could cause actual results to vary and in some instances to differ materially from those anticipated by Biostar and described in the forward-looking information contained in this news release. The risks and uncertainties relating to these statements include, but are not limited to, risks and uncertainties regarding the success of our investments, risks and uncertainties regarding fluctuations in earnings, our ability to sustain our previous levels of profitability including on account of our ability to manage growth, intense competition, wage increases in China, our ability to attract and retain highly skilled professionals, time and cost overruns on fixed-price, fixed-time frame contracts, client concentration, our ability to successfully complete and integrate potential acquisitions, withdrawal of governmental fiscal incentives, political instability and regional conflicts and legal restrictions on raising capital or acquiring companies outside China. Additional risks that could affect our future operating results are more fully described in our United States Securities and Exchange Commission filings including our most recent Annual Report on Form 10-K for the year ended December 31 ,2010, and other subsequent filings. These filings are available at www.sec.gov. We may, from time to time, make additional written and oral forward-looking statements, including statements contained in our filings with the Securities and Exchange Commission and our reports to shareholders. We do not undertake to update any forward-looking statements that may be made from time to time by or on our behalf.

About Non-GAAP Financial Measures

To supplement the Company’s consolidated financial statements, which statements are prepared and presented in accordance with GAAP, the Company uses the following non-GAAP financial measures: non-GAAP adjusted net income and non-GAAP adjusted EPS. The presentation of this financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. The Company uses these non-GAAP financial measures for financial and operational decision making and as a means to evaluate period-to-period comparisons. Management believes that these non-GAAP financial measures provide meaningful supplemental information regarding the Company’s performance and liquidity by excluding certain expenses and expenditures that may not be indicative of “recurring core business operating results”, meaning operating performance excluding non-cash stock-based compensation charge. The Company believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing performance and when planning, forecasting and analyzing future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to historical performance and liquidity as well as comparisons to competitors’ operating results. The Company believes these non-GAAP financial measures are useful to investors both because (1) they allow for greater transparency with respect to key metrics used by management in its financial and operational decision making and (2) they are used by our institutional investors and the analyst community to help them analyze the health of the business.

Financial Tables Follow

The following table provides the non-GAAP financial measure and the related GAAP measure and provides a reconciliation of the non-GAAP measure to the equivalent GAAP measure.

Year ended December 31,

2010

2009

GAAP Net Income

$17.4 million

$10.5 million

GAAP EPS (fully diluted)

$0.63

$0.32

Exclusion

Stock-based Compensation Charge

$0.7 million

$1.0

Non-GAAP Net Income

$18.1 million

$11.5 million

Non-GAAP EPS (fully diluted)

$0.66

$0.47

Shares used in computing fully diluted EPS

27.5 million

24.3 million

For further information, contact:

Bill Chen (Deyin), CFO

Tel: (86)138-161-00700

Email: bchen65@gmail.com

Ted Haberfield

HC International, Inc.

Tel: US +1-760-755-2716

Email: thaberfield@hcinternational.net

Web: http://www.hcinternational.net

–Financial Tables–

BIOSTAR PHARMACEUTICALS, INC.

CONSOLIDATED BALANCE SHEETS

December 31,

December 31,

2010

2009

ASSETS

Current Assets

Cash and cash equivalents

$13,211,443

$8,577,704

Accounts receivable

28,535,712

19,803,434

Inventories

351,682

340,078

Prepaid expenses and other receivables

1,251,397

1,500,327

Total Current Assets

43,350,234

30,221,543

Deposits

7,713,482

1,316,328

Property and equipment, net

5,958,636

4,340,917

Intangible assets, net

11,064,591

11,131,681

Total Assets

$68,086,943

$47,010,469

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current Liabilities

Accounts payable and accrued expenses

$3,991,071

$3,559,281

Value-added tax payable

1,509,173

1,050,051

Income tax payable

2,086,702

1,481,266

Total Current Liabilities

7,586,946

6,090,598

Commitment and contingencies

Stockholders’ Equity

Series B, convertible preferred stock, $0.001 par value, 5,000,000

shares authorized,

Nil and 3,060,000 shares issued and outstanding as of December 31, 2010 and 2009

3,060

Common stock, $0.001 par value, 100,000,000 shares authorized,

27,387,436 and 23,374,799 shares issued and outstanding as of December 31, 2010 and 2009

27,387

23,375

Additional paid-in capital

20,706,667

19,801,366

Statutory reserve

4,666,381

2,860,685

Retained earnings

33,124,540

17,548,676

Accumulated other comprehensive income

1,975,022

682,709

Total Stockholders’ Equity

60,499,997

40,919,871

Total Liabilities and Stockholders’ Equity

$68,086,943

$47,010,469

BIOSTAR PHARMACEUTICALS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

Year Ended

December 31,

2010

2009

Sales, net

$80,214,873

$53,318,744

Cost of sales

20,079,377

14,314,776

Gross profit

60,135,496

39,003,968

Operating expenses:

Selling expenses

32,313,284

19,752,948

General and administrative expenses

4,211,938

4,150,177

Total operating expenses

36,525,222

23,903,125

Income from operations

23,610,274

15,100,843

Other Income (Expense)

Interest income

34,020

2,899

Other income

380

Other expenses

(191,131)

Loss on disposal of building

(357,789)

Foreign exchange gain

3,154

2,809

Total other Income (Expense)

(153,577)

(352,081)

Income before income taxes

23,454,697

14,748,762

Provision for income taxes

6,073,137

4,250,922

Net income

$17,381,560

$10,497,840

Deemed dividend from beneficial conversion feature of preferred stock

(2,670,517)

Net income applicable to common stockholders

$17,381,560

$7,827,323

Net income per common stock

Basic

$0.66

$0.34

Diluted

$0.63

$0.32

Weighted average number of common stock outstanding

Basic

26,357,954

23,255,391

Diluted

27,468,724

24,338,471

BIOSTAR PHARMACEUTICALS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Year Ended

December 31,

2010

2009

CASH FLOWS FROM OPERATING ACTIVITIES

Net income

$17,381,560

$10,497,840

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

620,024

607,649

Loss on disposal of building

357,789

Stock-based compensation

681,716

1,029,875

Make good shares expense

187,000

Changes in operating assets and liabilities:

Accounts receivable

(8,057,168)

(8,069,157)

Inventories

(11)

(23,535)

Prepaid expenses and other receivables

314,794

(1,490,765)

Accounts payable and accrued expenses

310,452

1,175,997

Value-add tax payable

423,325

521,357

Income tax payable

554,939

1,066,459

Exchange difference

424,801

Net cash provided by operating activities

12,841,432

5,673,509

CASH FLOWS FROM INVESTING ACTIVITIES

Purchase of property and equipment

(1,466,486)

(16,561)

Construction in progress

(1,169,440)

Acquisition of land use right

(1,169,440)

Proceeds from disposal of property and equipment

143,256

Acquisition of proprietary technologies

(265,150)

Deposit paid for acquisition of proprietary technologies

(2,268,671)

Deposit paid for acquisition of business

(4,537,342)

(1,315,620)

Net cash used in investing activities

(8,537,649)

(3,527,805)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from issuance of preference stock

5,674,000

Proceeds from issuance of common stock

37,537

Net cash provided by financing activities

37,537

5,674,000

Effect of exchange rate changes on cash and cash equivalents

292,419

(316)

Net increase in cash and cash equivalents

4,633,739

7,819,388

Cash and cash equivalents, beginning balance

8,577,704

758,316

Cash and cash equivalents, ending balance

$13,211,443

$8,577,704

SUPPLEMENTAL DISCLOSURES:

Income tax payments

$5,531,902

$3,184,462

SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES:

Conversion of preferred stock to common stock

$3,160

$-

Cashless exercise of warrants

$815

$-

Prior year deposit paid for acquisition of property and equipment

$439,016

$-

Prior year deposit received for disposed building

$-

$2,561,074

Prior year deposit paid for acquisition of land use right

$-

$2,923,600

SOURCE Biostar Pharmaceuticals, Inc.

Friday, March 25th, 2011 Uncategorized Comments Off on Biostar Pharmaceuticals, Inc. (BSPM) Reports Record 2010 Results

CryptoLogic (CRYP) Announces Strategic Review

DUBLIN, IRELAND — The Board of CryptoLogic Limited (“CryptoLogic” or the “Company”) (TSX:CRY)(TSX:CXY)(NASDAQ:CRYP)(LSE:CRP), a developer of branded online betting games and internet casino software, announces that it has appointed Deloitte Corporate Finance as financial adviser to assist it with a strategic review of the Company.

This review is at an early stage and will consider a number of strategic options, including the possibility of an offer being made for the Company or a disposal of part of the business. The Board wishes to stress that there can be no certainty that any offer will be forthcoming.

The Board will update shareholders as soon as it is appropriate to do so.

Pursuant to Rule 2.10 of the City Code on Takeovers and Mergers, CryptoLogic confirms that, as at the close of business on 24 March 2011, the issued share capital consisted of 12,907,120 common shares of no par value (the “Common Shares”), of which no shares are held in treasury. The ISIN reference number for these securities is GG00B1W7FC20. The Common Shares represent 93.4% of the entire voting rights of the Company. The remaining 6.6% are attributable to a Special Voting Share representing shares issued by CryptoLogic Exchange Corporation, an indirect subsidiary of CryptoLogic (the “CEC Shares”). The holders of CEC Shares have the same voting and dividend rights as the holders of Common Shares and can be exchanged for an equivalent number of Common Shares at any time. There are 911,931 CEC Shares of no par value, of which no shares are held in treasury. The ISIN reference number of the CEC Shares is CA2290581024.

Accordingly, the total number of shares carrying voting rights is 13,819,051.

Copies of CryptoLogic’s recent announcements are available from the Company’s website at www.cryptologic.com.

Dealing Disclosure Requirements

Disclosure requirements of the Takeover Code (the “Code”)

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any paper offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any paper offeror is first identified. An Opening Position Disclosure must contain details of the person’s interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any paper offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any paper offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a paper offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any paper offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any paper offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person’s interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any paper offeror, save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a paper offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel’s website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. If you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure, you should contact the Panel’s Market Surveillance Unit on +44 (0)20 7638 0129.

The Directors of the Company accept responsibility for the information contained in this announcement. To the best of knowledge and belief of the Directors, who have taken all reasonable care to ensure such is the case, the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.

Deloitte Corporate Finance is acting for the Company and for no-one else in connection with the possible offer for the Company and will not regard any other person as its client nor be responsible to anyone other than the Company for providing the protections afforded to clients of Deloitte Corporate Finance nor for providing advice in relation to the possible offer or any matter referred to herein. Deloitte Corporate Finance is a division of Deloitte LLP, which is authorised and regulated by the Financial Services Authority in respect of regulated activities.

CryptoLogic Limited
Chairman and Interim CEO
+353 (0) 1 234 0400

CryptoLogic Limited
CFO
+353 (0) 1 234 0400

www.cryptologic.com

Financial Adviser:
Jonathan Hinton/David Smith
+44 (0) 20 7936 3000

Corfin Public Relations

+44 (0) 207 596 2860

Friday, March 25th, 2011 Uncategorized Comments Off on CryptoLogic (CRYP) Announces Strategic Review

Ashley I. Bush, M.D., Ph.D., Joins Adeona’s (AEN) Scientific Advisory Board

ANN ARBOR, Mich., March 24, 2011 /PRNewswire/ — Adeona Pharmaceuticals, Inc. (NYSE Amex: AEN), a developer of innovative medicines for serious central nervous system diseases, announced today that Ashley I. Bush, M.D., Ph.D., has joined the Company’s Scientific Advisory Board.

Dr. Bush is a National Health and Medical Research Council Australia Fellow and Head of the Oxidation Disorders Laboratory for the Mental Health Research Institute, University of Melbourne. He has been published in the journal, Science, and has been featured in a front page article in The Wall Street Journal. Dr. Bush theorizes that the buildup of insoluble protein, called amyloid, within the brain in Alzheimer’s disease is caused by an imbalance in the import and export of the vital trace metals, such as copper, zinc and iron.

“Given my research in the area, I believe Adeona’s product candidate for the dietary management of Alzheimer’s disease, reaZin™, shows significant potential,” said Ashley I. Bush, M.D., Ph.D. “I look forward to advising Adeona as they move their promising zinc-based product candidate through development for the treatment of Alzheimer’s disease.”

“We are very pleased to welcome Dr. Bush to our Scientific Advisory Board. He is a respected expert in the research and development of new treatments for Alzheimer’s disease based on the regulation of particular biometals,” stated James S. Kuo, M.D., M.B.A., Adeona’s Chairman and CEO. “We look forward to Dr. Bush’s valuable advisory role in advancing our development and product commercialization plans in Alzheimer’s.”

About Ashley I. Bush, M.D., Ph.D.

Ashley I. Bush, M.D., Ph.D., is a National Health and Medical Research Council Australia Fellow and Head of the Oxidation Disorders Laboratory for the Mental Health Research Institute, University of Melbourne. He has also served as the Director of the Laboratory for Oxidation Biology, Massachusetts General Hospital and Associate Professor of Psychiatry at Harvard Medical School. A board certified psychiatrist, Dr. Bush earned a Ph.D. in neuroscience at the University of Melbourne, and did postdoctoral research at Harvard. He is also a co-founding scientist of Prana Biotechnology, Ltd. Dr. Bush is the recipient of several awards including the Potamkin Prize for Alzheimer’s disease research from the American Academy of Neurology, the Paul B. Beeson Award in Aging from The National Institute on Aging and the American Federation for Aging Research and the Senator Mark A. Hatfield Award for Clinical Research from the Alzheimer’s Association, and has authored over 170 publications with over 14,000 citations.

About Adeona Pharmaceuticals, Inc.

Adeona is a pharmaceutical company developing innovative medicines for the treatment of serious central nervous system diseases. The Company’s strategy is to license product candidates that have demonstrated a certain level of clinical efficacy and develop them to a stage that results in a significant commercial collaboration. Currently, Adeona is developing the following product candidates: a prescription medical food for Alzheimer’s disease, and drugs for multiple sclerosis, fibromyalgia, age-related macular degeneration and rheumatoid arthritis. For more information, please visit Adeona’s website at www.adeonapharma.com.

This release includes forward-looking statements on Adeona’s current expectations and projections about future events. In some cases forward-looking statements can be identified by terminology such as “may,” “should,” “potential,” “continue,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions. These statements are based upon current beliefs, expectations and assumptions and are subject to a number of risks and uncertainties, many of which are difficult to predict and include statements regarding the potential of reaZin™. The forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those set forth or implied by any forward-looking statements. Important factors that could cause actual results to differ materially from those reflected in Adeona’s forward-looking statements include, among others, a failure of our clinical trials to be completed on time or to achieve desired result and the failure of reaZin to be successfully commercialized. The information in this release is provided only as of the date of this release, and Adeona undertakes no obligation to update any forward-looking statements contained in this release on account of new information, future events, or otherwise, except as required by law.

SOURCE Adeona Pharmaceuticals, Inc.

Thursday, March 24th, 2011 Uncategorized Comments Off on Ashley I. Bush, M.D., Ph.D., Joins Adeona’s (AEN) Scientific Advisory Board

Charming Shoppes, Inc. (CHRS) Reports Fourth Quarter Results

BENSALEM, Pa., March 24, 2011 /PRNewswire/ — Charming Shoppes, Inc. (Nasdaq: CHRS) a leading multi-brand apparel retailer specializing in women’s plus-size apparel, today reported sales and operating results for the three and twelve month periods ended January 29, 2011. Additionally, the Company announced the alignment of its Lane Bryant and Lane Bryant Outlet divisions, and the further rationalization of its store base during 2011. In separate news, the Company announced the appointment of Anthony M. Romano as the Company’s President and Chief Executive Officer and a member of the Company’s Board of Directors and the appointment of Brian Woolf as Group President – Lane Bryant.

Commenting on the results for the quarter, Anthony M. Romano, President and Chief Executive Officer of Charming Shoppes, Inc. said, “During the fourth quarter of 2010, we stabilized our businesses, generated positive comparable store sales and improved our operating performance. The improvement in our fourth quarter results was driven by a more targeted holiday fashion assortment, an improved in-stock inventory position in our intimate apparel and core bottoms programs, and a more aggressive promotional and advertising program than in previous holiday seasons. Our holiday assortments were well received, and drove strong results in categories such as fashion knit tops and sweaters, novelty t-shirts, year-round wear-to-work bottoms, and core denim. Our assortments drove a 9% increase in our comparable store sales, including an 11% increase at Lane Bryant, and sales at our online businesses increased 41% for the quarter. While we have made progress, we recognize that our results follow double-digit negative same-store sales performance over the previous two holiday seasons.

“Our gross profit dollars increased by $12.2 million and operating expenses decreased by $11.9 million (excluding impairment and other charges, refer to GAAP to non-GAAP reconciliation below), and decreased as a percent of sales by 520 basis points during the period.

“As to our profitability, we have made progress, increasing adjusted EBITDA by $23.6 million compared to the year-ago quarter. Our leverage on operating expenses was primarily driven by higher sales volume and decreased store operating expenses, which included lower rent expense as a result of the operation of fewer stores and lease negotiations. We also drove additional credit card promotions in order to incentivize our customer to use our private label credit cards, which resulted in increased income from our card programs.

“Sharp increases in cotton-based raw materials pricing were not a factor in our fourth quarter results; however, as we look to 2011, we do expect a modest increase in product costs for our Spring season, further increasing as we enter the Summer season, with the biggest challenges in Fall and Holiday. To mitigate these increases, each brand is planning to selectively increase pricing across its product assortments, while being aware of the competitive environment and the price sensitivity of our customers.”

Fourth Quarter Consolidated Results

  • Net sales for the three months ended January 29, 2011 increased $36.8 million or 6.8% to $575.8 million, compared to $539.0 million for the three months ended January 30, 2010. The increase in sales was related to a 9% increase in comparable store sales and an increase in e-commerce sales, partially offset by the impact of operating 85 fewer stores than in the year-ago period. E-commerce sales increased 41% to $39.0 million in the fourth quarter, compared to $27.8 million in the year ago period. The Company’s Figi’s food and gifts division, which is primarily a fourth quarter business, delivered a 7% net sales increase, which was driven by increased catalog circulation during the period.
  • Gross profit increased $12.2 million to $247.6 million in the quarter, compared to $235.4 million in the same quarter last year, related to higher sales volume and partially offset by a modest decrease in the gross margin. The gross margin decreased by 70 basis points to 43.0% for the quarter ended January 29, 2011, compared to 43.7% for the quarter ended January 30, 2010, related to the Company’s increased promotional activity throughout the quarter.
  • Total operating expenses, excluding impairment charges and restructuring and other charges, decreased $11.9 million to $255.1 million or 44.3% of sales in the quarter, compared to $267.0 million or 49.5% of sales in the same quarter last year (refer to GAAP to non-GAAP reconciliation below). Selling, General and Administrative expenses decreased by $7.7 million and improved by 320 basis points, primarily resulting from lower store expenses and an increase in income from the Company’s private label credit card program. Additionally, Occupancy and Buying expenses decreased by $3.7 million and improved by 180 basis points, resulting from lower rent expense as a result of the operation of fewer stores and lease negotiations. Both SG&A expenses and Occupancy and Buying expenses leveraged on higher sales volume.
  • The quarter ended January 29, 2011 included impairment charges of $17.1 million and restructuring and other charges of $4.0 million. As a result of the Company’s impairment review, 157 stores were identified as having asset carrying values in excess of such stores’ respective forecasted cash flows, which resulted in a non-cash impairment charge. Restructuring and other charges for the quarter ended January 29, 2011 were primarily related to the Company’s strategic decision as announced today to close all 30 Catherines stores located in outlet centers. The quarter ended January 30, 2010 included store impairment charges of $15.7 million, charges of $0.9 million related to the sale of the Company’s proprietary credit card receivables program, and restructuring and other charges of $0.5 million.
  • Adjusted EBITDA for the fourth quarter was $10.7 million, compared to negative adjusted EBITDA of $(12.9) million in the prior-year period (refer to GAAP to non-GAAP reconciliation below), reflecting an improvement of $23.6 million.
  • Loss from operations, excluding impairment charges and restructuring and other charges, was $7.5 million or (1.3)% of sales in the fourth quarter. The year over year loss was narrowed by $24.1 million compared to loss from operations of $31.6 million or (5.9)% of sales for the prior-year period, which excluded store impairment charges, restructuring charges, and charges related to the sale of the Company’s proprietary credit card receivables program, (refer to GAAP to non-GAAP reconciliation below).
  • Net loss on a GAAP basis was $30.4 million, (5.3)% of sales, or $(0.26) per diluted share for the fourth quarter, compared to net loss on a GAAP basis of $28.0 million, (5.2)% of sales, or $(0.24) per diluted share in the fourth quarter of the prior year.
  • On a non-GAAP basis, net loss per diluted share was $(0.08), compared to net loss per diluted share of $(0.36) in the fourth quarter of the prior year. Both periods’ results on a non-GAAP basis exclude impairment charges, restructuring and other charges, charges related to the sale of the Company’s proprietary credit card receivables program and gain on the repurchase of debt. Results for the fourth quarter of the prior year exclude the impact of an income tax benefit from a tax law change. These items aggregate $(0.18) net loss per diluted share for the quarter ended January 29, 2011, and $0.12 net income per diluted share for the quarter ended January 30, 2010. (Refer to GAAP to non-GAAP reconciliation below.)
  • The Company’s cash position for the quarter ended January 29, 2011 was $117 million, compared to $187 million for the period ended January 30, 2010. Total liquidity was $271 million, including $117 million in cash and $154 million of net availability under the Company’s committed and undrawn line of credit. (Refer to comments below for additional information.)
  • The Company did not repurchase any of its 1.125% Senior Convertible Notes due 2014 (the “Notes”) during the quarter ended January 29, 2011. During the year ended January 29, 2011, the Company repurchased Notes with an aggregate principal amount of $49.2 million for an aggregate purchase price of $38.3 million. Since 2009, the Company has repurchased Notes with an aggregate principal amount of $134.5 million for an aggregate purchase price of $88.9 million.

Commenting on the Company’s performance and liquidity, Eric M. Specter, Executive Vice President and Chief Financial Officer said, “Our liquidity has remained at very healthy levels throughout the year, and included $117 million in cash and net availability of $154 million on our fully committed and undrawn revolving line of credit at year end. During the fourth quarter, our cash position increased by $13 million compared to the end of the third quarter as a result of our improved adjusted EBITDA results, and improved sell-throughs of our merchandise at each of our brands. Year over year decreases in our cash balances are primarily attributable to repurchases of our 1.125% Senior Convertible Notes, and increases in investment in inventory net of accounts payable at year end.”

The Company’s Fiscal 2011 capital expenditures plan, net of $2 million in landlord allowances, is approximately $37 million. This capital is to be deployed, after satisfying the Company’s return on investment criteria, for approximately 5-7 new store openings, 10-13 relocations, store remodeling and refurbishment, and to fund fixtures for new merchandise assortments.

Twelve Months Consolidated Results

  • Net sales for the twelve months ended January 29, 2011 decreased $2.8 million or 0.1% to $2.062 billion, compared to $2.065 billion for the twelve months ended January 30, 2010. The year over year decrease is related to 85 net store closings over the previous 12 months.
  • Comparable store sales increased 3% for the twelve months, compared to a comparable store sales decrease of 13% in the prior-year period. E-commerce sales increased 38% to $131.4 million, compared to $95.1 million in the year-ago period. The Company’s Figi’s food and gifts division, which is primarily a fourth quarter business, delivered a 9% net sales increase for the twelve months, which was driven by increased catalog circulation.
  • Gross profit decreased $8.6 million to $1.015 billion for the twelve months, compared to $1.024 billion in the same period last year. The gross margin decreased by 40 basis points from 49.6% of sales to 49.2% of sales for the twelve months ended January 29, 2011, primarily attributable to increased promotional activity during the fourth quarter.
  • Total operating expenses, excluding impairment, restructuring and other charges, and charges related to the sale of the Company’s proprietary credit card receivables program decreased $16.3 million to $1.033 billion or 70 basis points to 50.1% of sales during the twelve months, compared to $1.049 billion or 50.8% of sales in the same period last year, (refer to GAAP to non-GAAP reconciliation below).
  • The year ended January 29, 2011 included impairment charges of $17.1 million, restructuring and other charges of $8.8 million and gain on repurchase of debt of $1.9 million. The year ended January 30, 2010 included restructuring and other charges of $31.7 million, store impairment charges of $15.7 million, charges of $14.2 million related to the sale of the Company’s proprietary credit card receivables program, and gain on the repurchase of debt of $14.0 million.
  • Adjusted EBITDA (refer to GAAP to non-GAAP reconciliation below) was $50.2 million or 2.4% of sales during the twelve months, reflecting a decrease of $0.3 million compared to $50.5 million or 2.4% of sales in the prior year.
  • Net loss on a GAAP basis was $54.0 million, (2.6)% of sales, or $(0.47) per diluted share for the twelve months, compared to net loss on a GAAP basis of $78.0 million, (3.8)% of sales, or $(0.67) per diluted share in the prior year.
  • On a non-GAAP basis, net loss per diluted share was $(0.26), compared to net loss per diluted share of $(0.52) in the prior year. Both periods’ results on a non-GAAP basis exclude impairment charges, restructuring and other charges, charges related to the sale of the Company’s proprietary credit card receivables program and gain on the repurchase of debt. Results for the fourth quarter of the prior year exclude the impact of an income tax benefit from a tax law change. These items aggregate $(0.21) net loss per diluted share for the year ended January 29, 2011, and $(0.15) net loss per diluted share for the year ended January 30, 2010. (Refer to GAAP to non-GAAP reconciliation below.)

Sales results for the three and twelve month periods ended January 29, 2011 and January 30, 2010 were:

For the Three Month Periods

For the Twelve Month Periods

($ in millions)

Net Sales
Period
Ended
1/29/11

Net Sales
Period
Ended
1/30/10

Total Net
Sales
Change

Comparable
Store Sales
Period Ended
1/29/11

Net Sales
Period
Ended
1/29/11

Net Sales
Period
Ended
1/30/10

Total Net
Sales
Change

Comparable
Store Sales
Period Ended
1/29/11

Lane Bryant(1)

$255.1

$227.2

+12%

+11%

$977.9

$945.9

+3%

+3%

Fashion Bug

163.6

161.2

+1%

+10%

668.7

692.1

-3%

+4%

Catherines

69.7

65.7

+6%

+2%

300.0

292.9

+2%

-2%

Direct-to-Consumer (primarily Figi’s)

87.4

81.4

+7%

NA

115.2

116.6

-1%

NA

Other (2)

3.5

NA

NA

17.1

NA

NA

Consolidated

$575.8

$539.0

+7%

+9%

$2,061.8

$2,064.6

0%

+3%

(1) Includes Lane Bryant Outlet Stores; (2) Includes Petite Sophisticate Outlet Stores, Lane Bryant Woman Catalog, shoetrader.com, Corporate and Other.

Looking Ahead

Romano stated, “Following our improvements in sales and operating performance in the fourth quarter, now is the appropriate time to challenge our business model and further position ourselves for a return to profitability.

“Four areas that I plan to emphasize are:

  • Intensify our focus on our primary target customers specific to each of our brands
  • Improve our overall profitability by brand and at the enterprise level
  • Increase inventory productivity both qualitatively and quantitatively
  • Build a ‘winning’ culture”

Intensify our focus on our primary target customers

The Company, as a plus-sized specialty retailer, believed size was its differentiating characteristic, focusing on fit and in-stock inventory position and without appropriate emphasis on fashion, outfitting and the emotional connection with its customers.

Romano said, “Our customer has many facets to her, just like every other customer segment in retail. We are re-committing ourselves to listening more intently to her, including through focus groups, online surveys and analyses of demo-graphic and psycho-graphic data to appropriately segment and target our customers. She wants and deserves to look and feel her best.”

Improve overall profitability by Brand and at the Enterprise level

Romano continued, “We are taking a number of steps to leverage our flagship brand, Lane Bryant, including aligning the full-price and outlet divisions and maximizing our Cacique intimate apparel opportunity throughout our entire brand portfolio. Brian Woolf has been appointed Group President – Lane Bryant, with responsibility for the Lane Bryant, Lane Bryant Outlet and Cacique® intimate apparel brands. These initiatives will strengthen and support our ‘One Brand – One Vision’ strategy for the Lane Bryant brand, including consistency of product, design, sourcing, marketing and pricing strategies. Our new structure will ensure that we do not disappoint her while we simultaneously benefit from operating efficiencies through the alignment of the two retail store concepts.”

At Fashion Bug, the customer clearly wanted a return to separate Missy and Plus store presentations. Accordingly, the selling floor has been reset so that the Plus customer has a separate and unique approach to her shopping experience, including all of the options presented to Fashion Bug’s Missy customers and more. Easier to shop, the new visual and merchandising presentation now includes more compelling outfitting looks, as well as the opportunity to showcase key fashion trends.

The Company will continue to rationalize its store base and accordingly, will be closing approximately 240 unprofitable stores in 2011. More than half of these stores are at Fashion Bug. Catherines Plus Sizes will be closing all their 30 stores operating in outlet locations over a two-year period. These stores in outlet centers have not met the Company’s profitability objectives and as a group, are generating negative EBITDA.

Increase inventory productivity both qualitatively and quantitatively

Romano continued, “Quantitatively, the Company became accustomed to lower inventory turns because we were serving a size intensive array of customers by providing them with three fits in three lengths in eight sizes. While the approach was right, our execution has been weak. We will improve our inventory management through tiered inventory investments so as to maximize our returns.

“Qualitatively, we must upgrade our offerings. We were far too basic and not responsive to our customers’ fashion preferences. We mistakenly believed being in-stock with great-fitting merchandise was good enough. It clearly wasn’t. Each of our brands continues to make significant progress in its merchandise assortments, most notably in their efforts to ensure the items work together as outfits.

Winning Culture

“We recognize that attracting and retaining key talent is a major ingredient of all successful businesses,” said Romano. “As such, we are committed to building a winning culture in an organization that is driven by respect, performance and integrity. We are pleased to share that we have been active in our talent management efforts with a number of key executive promotions and appointments.”

Jonathon Graub has been promoted to Executive Vice President – Real Estate, and will continue to report directly to Romano. Graub has served as the Company’s Senior Vice President – Real Estate since December 1999, and has been instrumental in driving savings and efficiencies in the Company’s store portfolio.

At Lane Bryant, in addition to Brian Woolf’s promotion to Group President, Lou Ann Bett has been appointed Senior Vice President and GMM of Sportswear, Accessories and Jewelry. Bett’s appointment was made in conjunction with the internal move of Carrie Klein to lead the Company’s Intimate Apparel business as Senior Vice President and GMM of Cacique/Intimates. Additionally, Sandra Tillet has been appointed Senior Vice President, Director of Stores.

Joan Munnelly has joined the Catherines brand, as Senior Vice President, Merchandising.

The Company’s Charming Direct division has made the following internal promotions: Jeffrey H. Liss to Senior Vice President and Chief Operating Officer of Charming Direct and C. Kenneth Mowry, Jr. to Senior Vice President of Marketing and Creative of Charming Direct.

In tandem with Romano’s October 2010 promotion to Chief Operating Officer, Bryan Q. Eshelman joined Charming Shoppes as Senior Vice President, Operations. He has responsibility for Technology, Logistics, Technical Design and Quality Assurance, and reports directly to Anthony M. Romano, President and Chief Executive Officer.

Romano added, “We are pleased to be strengthening our team through new executives and internal promotions.”

Romano concluded, “I believe our customer is underserved and I am passionate about providing her with the fashion, fit and value that she desires and deserves. With our strong brands and solid foundation within a growing market niche, I am very optimistic about the long-term value of and opportunities for Charming Shoppes. I look forward to our future.”

Charming Shoppes, Inc. will host its fourth quarter earnings conference call today at 9:15 a.m. Eastern time. To listen to the conference call, please dial 877-407-8293 approximately 10 minutes prior to the scheduled event. The conference call will also be simulcast and rebroadcast at http://phx.corporate-ir.net/phoenix.zhtml?c=106124&p=irol-audioArchives. The general public is invited to listen to the conference call via the webcast or the dial-in telephone number.

A transcript of prepared remarks for the conference call will be accessible at http://phx.corporate-ir.net/phoenix.zhtml?c=106124&p=irol-audioArchives following today’s conference call.

The conference call will be recorded on behalf of Charming Shoppes, Inc. and consists of copyrighted material. It may not be re-recorded, reproduced, transmitted or rebroadcast, in whole or in part, without the Company’s express written permission. Accessing this call or the rebroadcast constitutes consent to these terms and conditions. Participation in this call serves as consent to having any comments or statements made appear on any transcript, broadcast or rebroadcast of this call.

At January 29, 2011, Charming Shoppes, Inc. operated 2,064 retail stores in 48 states under the names LANE BRYANT®, CACIQUE®, LANE BRYANT OUTLET®, FASHION BUG®, FASHION BUG PLUS® and CATHERINES PLUS SIZES®. The Company also operates the Figi’s family of brands, including the holiday food and gifts catalog Figi’s® Gifts in Good Taste®, the home and gifts catalog Figi’s® Gallery and its wholesale unit Figi’s Business Services. During the twelve months ended January 29, 2011 the Company opened 9, relocated 6, converted 34 and closed 94 retail stores. The Company ended the period with 846 Lane Bryant and Lane Bryant Outlet stores, 743 Fashion Bug and Fashion Bug Plus stores and 475 Catherines stores, comprising approximately 13,376,000 square feet of leased space. For more information about Charming Shoppes and its brands, please visit www.charmingshoppes.com, www.lanebryant.com, www.cacique.com, www.fashionbug.com, www.catherines.com, www.loop18.com, www.figis.com, and www.figisgallery.com.

Reconciliation of GAAP to Non-GAAP Financial Measures

Total Operating Expenses, on a non-GAAP basis

For the Three and Twelve Months Ended January 29, 2011 and January 30, 2010

( $ in millions)

3 Months
Ended
1/29/11

3 Months
Ended
1/30/10

12 Months
Ended
1/29/11

12 Months
Ended
1/30/10

Total operating expenses, on a GAAP basis

$276.2

$284.1

$1,059.0

$1,111.2

Store impairment charges

17.1

15.7

17.1

15.7

Restructuring and other charges

4.0

0.5

8.8

31.7

Sale of proprietary credit card receivables program

0.0

0.9

0.0

14.2

Total operating expenses excluding the above items

$255.1

$267.0

$1,033.2

$1,049.5

Results may not add due to rounding.

Reconciliation of GAAP to Non-GAAP Financial Measures

Loss from Operations and Adjusted EBITDA, on a non-GAAP basis

For the Three and Twelve Months Ended January 29, 2011 and January 30, 2010

(Pre-tax $ in millions)

3 Months
Ended
1/29/11

3 Months
Ended
1/30/10

12 Months
Ended
1/29/11

12 Months
Ended
1/30/10

Loss from operations, on a GAAP basis

$(28.6)

$(48.7)

$(44.0)

$(87.5)

Store impairment charges

17.1

15.7

17.1

15.7

Restructuring and other charges

4.0

0.5

8.8

31.7

Sale of proprietary credit card receivables program

0.0

0.9

0.0

14.2

Loss from operations, excluding the above items, on a non-GAAP basis

(7.5)

(31.6)

(18.2)

(25.9)

Depreciation and amortization

18.2

18.8

68.3

76.3

Adjusted EBITDA

$10.7

$(12.9)

$50.2

$50.5

Results may not add due to rounding.

Reconciliation of GAAP to Non-GAAP Financial Measures

Net loss per diluted share, on a non-GAAP basis

For the Three and Twelve Months Ended January 29, 2011 and January 30, 2010

3 Months
Ended
1/29/11

3 Months
Ended
1/30/10

12 Months
Ended
1/29/11

12 Months
Ended
1/30/10

Net loss per diluted share, on a GAAP basis

$(0.26)

$(0.24)

$(0.47)

$(0.67)

Store impairment charges

0.15

0.14

0.15

0.14

Restructuring and other charges

0.03

0.00

0.08

0.27

Sale of proprietary credit card receivables program

0.00

0.01

0.00

0.12

Gain on repurchase of debt

0.00

(0.01)

(0.02)

(0.12)

Tax benefit impact of tax law change

0.00

(0.25)

0.00

(0.25)

Net loss per diluted share, on a non-GAAP basis

$(0.08)

$(0.36)

$(0.26)

$(0.52)

Results may not add due to rounding.

*SEC REGULATION G — Charming Shoppes, Inc. reports its financial results in accordance with generally accepted accounting principles (GAAP). However, management believes that non-GAAP performance measures, which exclude certain charges that the Company does not consider part of its ongoing operating results when assessing the performance of the Company, present the operating results of the Company on a basis consistent with those used in managing the Company’s business, and provide users of the Company’s financial information with a more meaningful report on the condition of the Company’s business. We believe that adjusted EBITDA, along with other measures, provides a useful pre-tax measure of our ongoing operating performance and our ability to meet debt service and capital requirements on a comparable basis excluding the impact of certain items and capital-related non-cash charges. We use adjusted EBITDA, along with other measures, to monitor and evaluate the performance of our business operations and we believe that it enhances our investors’ ability to analyze trends in our business, compare our performance to other companies in our industry, and evaluate our ability to service our debt and capital needs. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported results prepared in accordance with GAAP.

Safe Harbor Statement

This press release contains and the Company’s conference call may contain certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 concerning the Company’s operations, performance, executive management changes, and financial condition. Such forward-looking statements are subject to various risks and uncertainties that could cause actual results to differ materially from those indicated. Such risks and uncertainties may include, but are not limited to: the failure to successfully execute our in-stock inventory strategy could result in higher than planned levels of promotional activity in order to sell through excess inventory, the failure to successfully execute our business plans could result in lower than planned sales and profitability, the failure to realize the benefits from the sale of our credit card program to, and the operation of our credit card program by, our third-party provider, the impact of changes in laws and regulations governing credit cards could limit the availability of, or increase the cost of, credit to our customers, the failure to enhance the Company’s merchandise and marketing and accurately predict fashion trends, customer preferences and other fashion-related factors, the failure of growth in the women’s plus apparel market, the failure to continue receiving financing at an affordable cost through the availability of credit we receive from our bankers, suppliers and their agents, the failure to effectively implement our planned store closing plans, the failure to continue receiving accurate and compliant e-commerce and third-party processing services, the failure to achieve improvement in the Company’s competitive position, the failure to maintain efficient and uninterrupted order-taking and fulfillment in our e-commerce and direct-to-consumer businesses, extreme or unseasonable weather conditions, economic downturns, escalation of energy and transportation costs, adverse changes in the costs or availability of fabrics and raw materials, a weakness in overall consumer demand, the failure to find suitable store locations, increases in wage rates, the ability to hire and train associates, trade and security restrictions and political or financial instability in countries where goods are manufactured, the failure of our vendors to deliver quality and timely shipments in compliance with applicable laws and regulations, the interruption of merchandise flow from the Company’s centralized distribution facilities and third-party distribution providers, inadequate systems capacity, inability to protect trademarks or other intellectual property, competitive pressures, and the adverse effects of natural disasters, war, acts of terrorism or threats of either, or other armed conflict, on the United States and international economies. These, and other risks and uncertainties, are detailed in the Company’s filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other Company filings with the Securities and Exchange Commission. Charming Shoppes assumes no duty to update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized.

CHARMING SHOPPES, INC.

(Unaudited)

4th Quarter

4th Quarter

Ended

Ended

Percent

January 29,

Percent

January 30,

Percent

(in thousands, except per share amounts)

Change

2011

of Sales (a)

2010

of Sales (a)

Net sales

6.8

%

$ 575,831

100.0

%

$ 539,012

100.0

%

Cost of goods sold

8.1

328,249

57.0

303,645

56.3

Gross profit

5.2

247,582

43.0

235,367

43.7

Occupancy and buying

(4.0)

88,900

15.4

92,565

17.2

Selling, general, and administrative

(5.0)

147,962

25.7

155,681

28.9

Depreciation and amortization (b)

(2.9)

18,224

3.2

18,768

3.5

Sale of proprietary credit card receivables programs (c)

(100.0)

0

0.0

858

0.2

Impairment of store assets, goodwill and trademarks (d)

8.3

17,054

3.0

15,741

2.9

Restructuring and other charges (e)

706.8

4,034

0.7

500

0.1

Total operating expenses

(2.8)

276,174

48.0

284,113

52.7

Loss from operations

41.3

(28,592)

(5.0)

(48,746)

(9.0)

Other income, principally interest

(7.7)

143

0.0

155

0.0

Gain on repurchase of debt

(100.0)

0

0.0

1,151

0.2

Non-cash interest expense

(18.2)

(1,717)

(0.3)

(2,099)

(0.4)

Interest expense

(23.7)

(1,810)

(0.3)

(2,373)

(0.4)

Loss from operations before income taxes

38.4

(31,976)

(5.6)

(51,912)

(9.6)

Income tax (benefit)/provision (f)

(93.5)

(1,551)

(0.3)

(23,890)

(4.4)

Net loss

8.6

%

$ (30,425)

(5.3)

%

$ (28,022)

(5.2)

%

Loss per share:

Basic:

Net loss

$ (0.26)

$ (0.24)

Weighted average shares outstanding

115,821

115,897

Diluted:

Net loss

$ (0.26)

$ (0.24)

Weighted average shares outstanding

115,821

115,897

(a)

Results may not add due to rounding.

(b)

Excludes amortization of deferred financing fees which are included as a component of interest expense.

(c)

Primarily related to contract termination and transaction related costs, as well as severance and retention costs from the sale of our credit card receivables programs completed on October 30, 2009.

(d)

Based on our assessments of the carrying value of long-lived assets conducted in accordance with ASC 360-10 in the Fiscal 2010 4th Quarter, we identified 157 stores with individual asset carrying values in excess of its cash flows which resulted in a non-cash writedown.

Based on our assessments of the carrying value of long-lived assets conducted in accordance with ASC 360-10 in the Fiscal 2009 4th Quarter, we identified 89 stores with individual asset carrying values in excess of its cash flows which resulted in a non-cash writedown.

(e)

Fiscal 2010 costs primarily related to non-cash writedowns as a result of our decision in the Fiscal 2010 4th Quarter to close 30 Catherines stores in outlet locations.

(f)

Fiscal 2009 tax benefit was associated with a net operating loss carryback in accordance with the “Worker, Homeownership and Business Assistance Act of 2009.”

CHARMING SHOPPES, INC.

(Unaudited)

Twelve Months

Twelve Months

Ended

Ended

Percent

January 29,

Percent

January 30,

Percent

(in thousands, except per share amounts)

Change

2011

of Sales (a)

2010

of Sales (a)

Net sales

(0.1)

%

$ 2,061,819

100.0

%

$ 2,064,602

100.0

%

Cost of goods sold

0.6

1,046,824

50.8

1,040,985

50.4

Gross profit

(0.8)

1,014,995

49.2

1,023,617

49.6

Occupancy and buying

(6.3)

365,691

17.7

390,225

18.9

Selling, general, and administrative

2.8

599,130

29.1

582,941

28.2

Depreciation and amortization (b)

(10.4)

68,339

3.3

76,302

3.7

Sale of proprietary credit card receivables programs (c)

(100.0)

0

0.0

14,237

0.7

Impairment of store assets, goodwill and trademarks (d)

8.3

17,054

0.8

15,741

0.8

Restructuring and other charges (e)

(72.3)

8,776

0.4

31,719

1.5

Total operating expenses

(4.7)

1,058,990

51.4

1,111,165

53.8

Loss from operations

49.7

(43,995)

(2.1)

(87,548)

(4.2)

Other income, principally interest

34.2

1,119

0.1

834

0.0

Gain on repurchase of debt

(86.4)

1,907

0.1

13,979

0.7

Non-cash interest expense

(25.8)

(7,332)

(0.4)

(9,885)

(0.5)

Interest expense

(4.0)

(8,555)

(0.4)

(8,914)

(0.4)

Loss from operations before income taxes

37.9

(56,856)

(2.8)

(91,534)

(4.4)

Income tax (benefit)/provision (f)

(78.8)

(2,874)

(0.1)

(13,572)

(0.7)

Net loss

30.8

%

$ (53,982)

(2.6)

%

$ (77,962)

(3.8)

%

Loss per share:

Basic:

Net loss

$ (0.47)

$ (0.67)

Weighted average shares outstanding

115,829

115,626

Diluted:

Net loss

$ (0.47)

$ (0.67)

Weighted average shares outstanding

115,829

115,626

(a)

Results may not add due to rounding.

(b)

Excludes amortization of deferred financing fees which are included as a component of interest expense.

(c)

Primarily related to contract termination and transaction related costs, as well as severance & retention costs from the sale of our credit card receivables programs which was completed on October 30, 2009.

(d)

Based on our assessments of the carrying value of long-lived assets conducted in accordance with ASC 360-10 in the Fiscal 2010 4th Quarter, we identified 157 stores with individual asset carrying values in excess of its cash flows which resulted in a non-cash writedown.

Based on our assessments of the carrying value of long-lived assets conducted in accordance with ASC 360-10 in the Fiscal 2009 4th Quarter, we identified 89 stores with individual asset carrying values in excess of its cash flows which resulted in a non-cash writedown.

(e)

Fiscal 2010 costs primarily related to non-cash write-downs as a result of our Fiscal 4th Quarter decision to close 30 Catherines stores in outlet locations, cash severance and non-cash equity compensation costs in connection with the resignation of our former CEO, and lease termination charges for our store closing program announced on March 30, 2010.

Fiscal 2009 costs primarily related to lease termination costs and non-cash accelerated depreciation for the facilities and fixed assets retained from the sale of the non-core misses apparel catalog businesses that ceased operations in the 3rd Quarter of Fiscal 2009 and other costs related to our multi-year transformational initiatives.

(f)

Fiscal 2009 tax benefit was associated with a net operating loss carryback in accordance with the “Worker, Homeownership and Business Assistance Act of 2009.”

CHARMING SHOPPES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

January 29,

January 30,

(In thousands, except share amounts)

2011

2010

ASSETS

Current assets

Cash and cash equivalents

$ 117,482

$ 186,580

Accounts receivable, net of allowances of $5,667 and $5,345

36,568

33,647

Merchandise inventories

282,248

267,525

Deferred taxes

3,153

1,729

Prepayments and other

98,458

128,253

Total current assets

537,909

617,734

Property, equipment, and leasehold improvements – at cost

1,028,843

1,026,815

Less accumulated depreciation and amortization

772,895

721,732

Net property, equipment, and leasehold improvements

255,948

305,083

Trademarks, tradenames, and internet domain names

187,132

187,132

Goodwill

23,436

23,436

Other assets

18,233

24,104

Total assets

$1,022,658

$1,157,489

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities

Accounts payable

$ 107,882

$ 126,867

Accrued expenses

142,002

153,175

Current portion – long-term debt

11,449

6,265

Total current liabilities

261,333

286,307

Deferred taxes

51,466

48,515

Other non-current liabilities

167,089

186,175

Long-term debt, net of debt discount of $24,679 and $42,105

128,350

171,558

Stockholders’ equity

Common stock $.10 par value

Authorized – 300,000,000 shares

Issued –154,185,373 shares and 153,699,077 shares

15,419

15,370

Additional paid-in capital

508,664

505,086

Treasury stock at cost – 38,617,180 shares and 38,571,746 shares

(348,400)

(348,241)

Retained earnings

238,737

292,719

Total stockholders’ equity

414,420

464,934

Total liabilities and stockholders’ equity

$1,022,658

$1,157,489

Certain prior-year amounts have been reclassified to conform to the current-year presentation.

CHARMING SHOPPES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

Year Ended

January 29,

January 30,

January 31,

(In thousands)

2011

2010

2009

Operating activities

Net loss

$ (53,982)

$ (77,962)

$(255,273)

Adjustments to reconcile net loss to net cash provided by operating activities:

Depreciation and amortization

70,108

77,922

94,852

Stock-based compensation

4,698

6,844

5,576

Sale of proprietary credit card receivables programs

0

14,237

0

Accretion of discount on 1.125% Senior Convertible Notes

7,332

9,885

11,032

Deferred income taxes

1,527

4,031

14,116

Gain on repurchases of 1.125% Senior Convertible Notes

(1,907)

(13,979)

0

Write-down of capital assets

3,210

8,624

6,105

Net loss/(gain) from disposition of capital assets

1,150

(380)

(559)

Net loss/(gain) from securitization activities

0

(2,465)

3,969

Loss on disposition of discontinued operations

0

0

46,736

Impairment of store assets, goodwill, and trademarks

17,054

15,741

81,498

Write-down of deferred taxes related to stock-based compensation

0

0

(1,427)

Changes in operating assets and liabilities:

Accounts receivable, net

(2,921)

(347)

235

Merchandise inventories

(14,723)

617

72,530

Accounts payable

(18,985)

27,347

(34,733)

Prepayments and other

29,972

(10,577)

13,655

Accrued expenses and other

(37,235)

(30,724)

(21,201)

Proceeds from sale of retained interests in proprietary credit card receivables

0

85,397

0

Proceeds from sale of Crosstown Traders credit card receivables portfolio

0

0

12,455

Net cash provided by operating activities

5,298

114,211

49,566

Investing activities

Investment in capital assets

(35,778)

(22,650)

(55,800)

Proceeds from sale of certificates related to proprietary credit card receivables

0

51,250

0

Proceeds from sales of capital assets

1,248

3,178

4,813

Gross purchases of securities

0

(2,448)

(3,143)

Proceeds from sales of securities

200

8,788

10,367

Net proceeds from sale of discontinued operations

0

0

34,440

Decrease in other assets

4,105

5,063

11,099

Net cash provided/(used) by investing activities

(30,225)

43,181

1,776

Financing activities

Repurchases of 1.125% Senior Convertible Notes

(38,260)

(50,633)

0

Repayments of long-term borrowings

(6,265)

(7,088)

(8,682)

Proceeds from long-term borrowings

0

0

108

Payments of deferred financing costs

0

(7,308)

(48)

Net payments for settlements of hedges on convertible notes

0

(26)

0

Purchases of treasury stock

0

0

(10,969)

Net proceeds from shares issued under employee stock plans

354

484

166

Net cash used by financing activities

(44,171)

(64,571)

(19,425)

Increase/(decrease) in cash and cash equivalents

(69,098)

92,821

31,917

Cash and cash equivalents, beginning of year

186,580

93,759

61,842

Cash and cash equivalents, end of year

$ 117,482

$ 186,580

$ 93,759

Non-cash financing and investing activities

Assets acquired through capital leases

$ 0

$ 0

$ 5,959

Thursday, March 24th, 2011 Uncategorized Comments Off on Charming Shoppes, Inc. (CHRS) Reports Fourth Quarter Results

TranS1 Inc. (TSON) Announces AxiaLIF 1L+ 510(k) FDA Clearance

WILMINGTON, N.C., March 24, 2011 (GLOBE NEWSWIRE) — TranS1 Inc. (Nasdaq:TSON), a pioneer in minimally invasive approaches to lumbar spine surgery, today announced the 510(k) clearance of the AxiaLIF® 1L+ product line, an instrumentation and implant system for L5-S1 lumbar fusion.

The AxiaLIF 1L+ system represents the next generation of the original AxiaLIF 1L system first launched in 2005 that has a clinical history of over 10,000 implants. TranS1 will commence a limited market release immediately with the new implant and instrumentation and anticipates full commercial release in the second half of 2011.

“Our new AxiaLIF 1L+ system further demonstrates TranS1’s commitment to continuously advance our proprietary AxiaLIF core technology. The 1L+ system builds upon our successful 2L+ system launched last year,” stated Ken Reali, TranS1’s President and CEO. “The modular approach of the 1L+, coupled with the tapered tip design, allows for more precise distraction capabilities and improvement in pull out strength. Further, through our minimally invasive pre-sacral access, the 1L+ implant provides a biomechanically stable implant at the base of the spine.”

“I am particularly excited by the availability of the 1L+ implant,” commented Dr. James Billys from the Florida Orthopedic Institute. “The 1L+ represents a real advancement in the AxiaLIF technology that will allow me to manually distract the L5-S1 disc space providing even greater control of the procedure and ultimately a strong fusion outcome.”

About TranS1 Inc.

TranS1 is a medical device company focused on designing, developing and marketing products that implement its proprietary approach to treat degenerative conditions of the spine affecting the lower lumbar region. TranS1 currently markets the AxiaLIF family of products for single and multilevel lumbar fusion and the Vectre and Avatar posterior fixation systems. TranS1 was founded in May 2000 and is headquartered in Wilmington, North Carolina. For more information, visit www.trans1.com.

CONTACT: TranS1 Inc.
         Investors:
         Joe Slattery, Chief Financial Officer
         910-332-1700

         Westwicke Partners
         Mark Klausner
         443-213-0501
         trans1@westwicke.com
Thursday, March 24th, 2011 Uncategorized Comments Off on TranS1 Inc. (TSON) Announces AxiaLIF 1L+ 510(k) FDA Clearance

LightPath Technologies (LPTH) Develops Additional Direct-to-China Sales Channels

ORLANDO, FL — (Marketwire) — 03/24/11 — LightPath Technologies, Inc. (NASDAQ: LPTH), a global manufacturer, distributor and integrator of optical components and assemblies, announced today that it has continued the expansion of its direct selling channels in China as part of its strategy to deliver high volumes of aspheric lenses and laser delivery systems to Asian manufacturers of optical equipment. Based on the adoption rate of aspheric lenses in multiple market segments in China, the market for aspheric lenses in Asia is expected to top $280 Million by the end of 2011. LightPath’s molded aspheric lenses provide cost savings over traditional high volume spherical doublet and triplet lenses without sacrificing performance.

The Company has signed two new distributors to create comprehensive market coverage in China. LIENHE Corp (www.lienhe.com.cn) and ETSC (www.etsc-tech.com). Both of these distributors are based in China and provide LightPath with new, valuable selling channels into specific targeted market segments that capitalize on increased demand from Chinese manufacturers. The addition of these two distributors extends the company’s sales channels in China to six distributors covering several different market segments and complements our direct sales force.

Jim Gaynor, CEO of LightPath, commented, “LightPath continues to successfully execute a growth strategy that addresses specific high volume target markets in Asia, Europe and the Americas. Our agreements with LIENHE and ETSC give LightPath significantly expanded exposure throughout China in the telecommunications and fiber optic markets. When combined with our recently expanded distribution agreement with AMS Technologies in Europe, and WPG in the Americas and South Asia, LightPath has dramatically broadened our sales channels around the world.”

About LightPath Technologies
LightPath manufactures optical products including precision molded aspheric optics, GRADIUM® glass products, proprietary collimator assemblies, laser components utilizing proprietary automation technology, higher-level assemblies and packing solutions. The Company’s products are used in various markets, including industrial, medical, defense, test & measurement and telecommunications. LightPath has a strong patent portfolio that has been granted or licensed within these fields. For more information, visit www.lightpath.com.

This news release includes statements that constitute forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. This information may involve risks and uncertainties that could cause actual results to differ materially from such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, factors detailed by LightPath Technologies, Inc. in its public filings with the Securities and Exchange Commission. Except as required under the federal securities laws and the rules and regulations of the Securities and Exchange Commission, we do not have any intention or obligation to update publicly any forward-looking statements whether as a result of new information, future events or otherwise.

GRADIUM® is a registered trademark of LightPath Technologies.

Contact:
Ray Pini
Director of Marketing
LightPath Technologies, Inc.
Phone: (407) 382-4003 x336
Email: rpini@lightpath.com
Internet: www.lightpath.com

Thursday, March 24th, 2011 Uncategorized Comments Off on LightPath Technologies (LPTH) Develops Additional Direct-to-China Sales Channels

Walgreens to Acquire Online Retailer drugstore.com, inc. (DSCM)

Mar. 24, 2011 (Business Wire) — Walgreen Co. (NYSE: WAG) (NASDAQ: WAG) and online retailer drugstore.com, inc. (NASDAQ: DSCM) today announced a definitive merger agreement pursuant to which Walgreens will acquire drugstore.com in a transaction with a total enterprise value of approximately $409 million.

“Our acquisition of drugstore.com today significantly accelerates our online strategy to leverage the best community store network in America by becoming the most convenient choice for health and daily living needs whether customers shop online or in our stores,” said Walgreens President and CEO Greg Wasson. “This acquisition offers a unique opportunity that will provide us immediate access to more than 3 million savvy, online loyal customers, and will allow us to move even closer to our existing customers through relationships with new vendors and partners, adding approximately 60,000 products to our already strong online offering. Importantly, drugstore.com’s well-recognized presence in the health, personal care, beauty and vision categories, including such strong websites as drugstore.com™, Beauty.com™, SkinStore.com™ and VisionDirect.com™, will complement and extend many of our own multi-channel initiatives that have been driving growth in our business. As a result, we are positioned better than ever to be the most convenient multi-channel retailer of health and daily living needs in America – offering customers what they want, when they want it and where they want it.”

Under the terms of the merger agreement, drugstore.com stockholders will receive $3.80 in cash for each share of stock, which represents an equity value of approximately $429 million. The price per share is a premium of approximately 102 percent over drugstore.com’s 30-day average closing stock price, and a premium of approximately 113 percent over the closing price of drugstore.com’s common stock on March 23, 2011, the last trading day prior to today’s announcement.

Consummation of the merger is subject to customary conditions, including satisfaction of regulatory requirements and approval of the transaction by drugstore.com’s stockholders. Walgreens will fund the acquisition with existing cash and anticipates the merger will close by the end of June 2011. The definitive agreement was unanimously approved by drugstore.com’s board of directors, and drugstore.com’s board recommends that the company’s stockholders vote in favor of the transaction.

“We believe the acquisition of drugstore.com by Walgreens is a great fit for all of our constituencies,” said Dawn Lepore, drugstore.com CEO and Chairman. “drugstore.com benefits from this transaction by joining the largest and most trusted drugstore chain in the U.S. Our growth strategies are perfectly aligned, and Walgreens will be able to accelerate and expand the investments necessary to achieve our vision and growth opportunities. Our goal consistently has been to create value for our customers, employees and shareholders. We believe we have made significant progress over the last six years and built an organization with a broad and deep bench of Internet experience. The opportunity to become a part of Walgreens is the right next step in this journey.”

With more than $456 million in sales in 2010, drugstore.com is ranked as the eighth-largest e-tailer in the U.S. according to Internet Retailer magazine. Walgreens will maintain drugstore.com’s corporate office in Bellevue, Wash., after the transaction is completed. drugstore.com employs approximately 1,000 people at its offices, call center and distribution centers.

As a result of the merger, Walgreens will acquire the drugstore.com website in addition to other websites operated by the company.

Walgreens President of E-commerce Sona Chawla said, “This is a very exciting time for the Walgreens e-commerce business as we expand and build our multi-channel capabilities for a $67 billion sales company with the best and most convenient store network in America. drugstore.com significantly accelerates our multi-channel initiatives by expanding our product selection for our customers, adding new capabilities through their well-known beauty and skin care websites, and joining their talented team with our strong and growing e-commerce organization. Over the past two years, we’ve established the infrastructure from which to grow our multi-channel products and services, and by combining drugstore.com’s capabilities we are well on our way to achieving our goal of becoming the most convenient multi-channel retailer for health and daily living needs.”

The transaction is consistent with Walgreens previously outlined capital allocation objectives, which include investing in strategic opportunities that reinforce the company’s core strategies and meet return requirements.

The company anticipates the transaction to be dilutive to earnings per share in the fourth quarter of fiscal 2011 by approximately 3 cents due to transaction-related one-time costs. Based on Walgreens intention to reinvest in the business, the company further anticipates the transaction to be dilutive to earnings per share by 3 to 4 cents in fiscal 2012, and 1 to 2 cents in fiscal 2013. Approximately 1 cent of the anticipated annual dilution per share is due to the estimated impact of incremental amortization based on Purchase Accounting assumptions. The company also anticipates an approximately $80 million present value cash flow benefit associated with the assumption of drugstore.com’s net operating losses and other tax related benefits.

drugstore.com will maintain separate branding of its websites after the transaction closes. Over the long term, Walgreens intends to enhance its multi-channel product assortment and the overall customer experience by leveraging drugstore.com’s websites.

drugstore.com was founded in 1998 with a mission to serve the health, beauty and wellness consumer with selection, convenience, information and personal service. The web store was launched on Feb. 24, 1999.

Credit Suisse Securities (USA) LLC acted as financial advisor to Walgreens in the transaction, and the law firms of Sidley Austin LLP and Weil Gotshal & Manges LLP served as legal counsel for Walgreens. Allen & Company LLC and Sonenshine Partners LLC acted as financial advisors to drugstore.com. The law firm of Wilson Sonsini Goodrich & Rosati, Professional Corporation served as legal counsel to drugstore.com.

About Walgreens

Walgreens (www.walgreens.com) is the nation’s largest drugstore chain with fiscal 2010 sales of $67 billion. The company operates 7,689 drugstores in all 50 states, the District of Columbia and Puerto Rico. Each day, Walgreens provides nearly 6 million customers the most convenient, multi-channel access to consumer goods and services and trusted, cost-effective pharmacy, health and wellness services and advice in communities across America. Walgreens scope of pharmacy services includes retail, specialty, infusion, medical facility and mail service, along with respiratory services. These services improve health outcomes and lower costs for payers including employers, managed care organizations, health systems, pharmacy benefit managers and the public sector. Take Care Health Systems is a Walgreens subsidiary that is the largest and most comprehensive manager of worksite health centers and in-store convenient care clinics, with more than 700 locations throughout the country.

About drugstore.com, inc.

drugstore.com, inc. is a leading online retailer of health, beauty, clinical skincare, and vision products. Our portfolio of brands includes: drugstore.com™, Beauty.com™, SkinStore.com™ and VisionDirect.com™. All provide a convenient, private and informative shopping experience, while offering a wide assortment of approximately 60,000 non-prescription products at competitive prices.

The drugstore.com pharmacy service, in association with BioScrip Pharmacy Services, Inc., is certified by the National Association of Boards of Pharmacy (NABP) as a Verified Internet Pharmacy Practice Site (VIPPS) and complies with federal and state laws and regulations in the United States.

Additional Information about the Transaction

This press release is not, and is not intended to be, a solicitation of proxies or an offer of securities. drugstore.com plans to file with the SEC and mail to its stockholders a Proxy Statement in connection with the transaction. The Proxy Statement will contain important information about Walgreens, drugstore.com, the transaction and related matters. Investors and security holders are urged to read the Proxy Statement carefully when it is available. Investors and security holders will be able to obtain free copies of the Proxy Statement and other documents filed with the SEC by drugstore.com through the website maintained by the SEC at www.sec.gov and by contacting drugstore.com Investor Relations at (212) 331-8424. In addition, investors and security holders will be able to obtain free copies of the documents filed with the SEC on drugstore.com’s website at www.drugstore.com.

Participants in the Acquisition of drugstore.com

drugstore.com and its directors and officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies from its stockholders in connection with the Transaction. Information regarding these persons who may, under the rules of the SEC, be considered participants in the solicitation of drugstore.com’s stockholders in connection with the proposed transaction will be set forth in the Proxy Statement described above when it is filed with the SEC. Additional information regarding drugstore.com’s executive officers and directors is included in drugstore.com’s definitive proxy statement, which was filed with the SEC on April 30, 2010. You can obtain free copies of this document from drugstore.com using the contact information above.

Forward-Looking Statements

Information set forth in this press release contains forward-looking statements, which involve a number of risks and uncertainties. These statements include those regarding the closing of the transaction and the expected timing thereof and the potential effects of the acquisition. These statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions that could cause actual results to vary materially from those indicated, including: the ability to obtain regulatory approvals of the transaction on the proposed terms and schedule; the failure of drugstore.com’s stockholders to approve the transaction; the risk that the businesses will not be integrated successfully; the risk that the cost savings and any other synergies from the transaction may not be fully realized or may take longer to realize than expected; disruption from the transaction making it more difficult to maintain relationships with customers, employees or suppliers; competition and its effect on pricing, spending, third-party relationships and revenues; and other factors described in Walgreens Annual Report on Form 10-K for the year ended August 31, 2010, drugstore.com’s Annual Report on Form 10-K for the year ended January 2, 2011 and their respective subsequent SEC filings, which risks and uncertainties are incorporated herein by reference. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Except to the extent required by law, Walgreens and drugstore.com disclaim any obligation to update any forward-looking statements after the distribution of this press release, whether as a result of new information, future events, changes in assumptions, or otherwise.

For Walgreens

Media:

Michael Polzin, (847) 315-2920

michael.polzin@walgreens.com

or

Investors:

Rick Hans, CFA, 847-315-2385

rick.hans@walgreens.com

http://news.walgreens.com

or

For drugstore.com

Brinlea Johnson, (212) 331-8424

brinlea@blueshirtgroup.com

www.drugstore.com

Thursday, March 24th, 2011 Uncategorized Comments Off on Walgreens to Acquire Online Retailer drugstore.com, inc. (DSCM)

PFSweb (PFSW) Reports Fourth Quarter and Year-End 2010 Results

Mar. 23, 2011 (Business Wire) — PFSweb, Inc. (Nasdaq: PFSW), an international business process outsourcing services provider of end-to-end web commerce solutions, today announced its financial results for the fourth quarter and year ended December 31, 2010.

Mark Layton, Chairman and Chief Executive Officer of PFSweb, stated, “Our results for the fourth quarter and year ended December 31, 2010 are a testament to the renewed strength of our business and our ability to capitalize on new opportunities in the expanding eCommerce industry. Our Service Fee revenue increased more than 35% during the fourth quarter of 2010 as compared to the prior year, and more than 20% for the full calendar year. This strong Service Fee revenue growth, combined with a continued focus on cost effective technology development and operational management, resulted in an increased Adjusted EBITDA performance of 328% in the fourth quarter of 2010, as compared to the prior year, and more than 55% for the full calendar year.

“We continue to see strong acceptance of our eCommerce services in the U.S. as well as in Europe, which has recently shown vast opportunity for our solutions. This led to us launching more than 10 new client programs during 2010, including Carter’s, Juicy Couture, Kensie, Monet, Volcom, Havaianas, and several brands under a master agreement with a leading fragrance and beauty company. Most of these new client arrangements include new custom branded eCommerce sites supported by our complete End2End solution, which is a packaged offering that generally includes the Demandware eCommerce platform, along with our logistics and fulfillment capabilities, high-touch customer care, financial services and various interactive marketing services.”

Summary of consolidated results for the fourth quarter ended December 31, 2010:

  • Total revenue increased to $76.3 million for the fourth quarter of 2010 compared to $72.8 million for fourth quarter of 2009;
  • Service Fee revenue increased more than 35% to $21.7 million, compared with $16.0 million for the same period in 2009;
  • Adjusted EBITDA (as defined) was $2.6 million versus $0.6 million for the fourth quarter of 2009;
  • Net loss was $2.7 million, or $0.22 per basic and diluted share, compared to net loss of $0.9 million, or $0.10 per basic and diluted share, for the fourth quarter of 2009. Net loss for the fourth quarter of 2010 included a $3.2 million loss from discontinued operations related to eCOST.com. Net loss for the fourth quarter of 2009 included $0.4 million income from discontinued operations related to eCOST.com;
  • Non-GAAP net income (as defined) was $0.7 million, or $0.05 per basic and diluted share, compared to a non-GAAP net loss of $1.3 million, or $0.13 per basic and diluted share, for the fourth quarter of 2009;
  • Total cash, cash equivalents and restricted cash was $20.3 million as of December 31, 2010 compared to $16.9 million as of December 31, 2009.

Summary of consolidated results for the year ended December 31, 2010:

  • Total reported revenue was $274.5 million compared to $267.9 million for the year ended December 31, 2009;
  • Service Fee revenue increased 20.5% to $70.6 million, compared with $58.6 million for the same period in 2009;
  • Adjusted EBITDA (as defined) was $5.5 million compared to $3.5 million for the year ended December 31, 2009;
  • Net loss was $7.4 million, or $0.65 per basic and diluted share, compared to net loss of $4.6 million, or $0.46 per basic and diluted share, for the year ended December 31, 2009. Net loss for 2010 included a $4.0 million loss from discontinued operations related to eCOST.com. Net loss for 2009 included $0.3 million income from discontinued operations applicable to eCOST.com;
  • Non-GAAP net loss was $1.9 million, or $0.17 per basic and diluted share, compared to non-GAAP net loss of $4.5 million, or $0.45 per basic and diluted share, for the year ended December 31, 2009.

“We believe we are well positioned to maintain strong growth moving forward, as we expect demand for our services will continue to increase. Our pipeline for potential new Service Fee business currently totals more than $50 million, based on client projections, the largest in PFSweb’s history, with potential new clients in several expanding markets, including the fashion, cosmetics and consumer packaged goods markets. To support the ongoing growth of our business, we are in the process of expanding capacity at select warehouse and customer care facilities and making other strategic investments that will also allow us to offer new capabilities. Based on our expected Service Fee revenue growth of approximately 20% in calendar year 2011, combined with the incremental investments we are making to support our long-term initiatives, we are currently targeting to report Adjusted EBITDA between $6.0 million to $7.0 million for the year ended December 31, 2011,” continued Mr. Layton.

“In an effort to streamline our operations and improve our overall financial results, we made the strategic decision to divest the eCOST.com business. We believe this action will allow us take what we have learned at the frontline of the web commerce retail world and focus that knowledge more resourcefully on our growing Service Fee business. As a result of this divestiture, we reported certain financial results as ‘discontinued operations’ for the quarters and years ended December 31, 2010 and 2009. In addition, we recorded a non-cash goodwill impairment charge of approximately $2.8 million for the quarter and year ended December 31, 2010, which is included in the discontinued operations,” concluded Mr. Layton.

Conference Call Information

Management will host a conference call at 10:30 am Eastern Time (9:30 am Central Time) on Wednesday, March 23, 2011, to discuss the latest corporate developments and results. To listen to the call, please dial (888) 562-3356 and enter the pin number 49410379 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 April 23, 2011 at (800) 642-1687, pin number 49410379. 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 and executive disability benefits.

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, and the accounting effects of capital spending, 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.

PFSweb develops and deploys comprehensive end-to-end eCommerce solutions for Fortune 1000, Global 2000 and brand name companies, including interactive marketing services, global fulfillment and logistics and high-touch customer care. The company serves a multitude of industries and company types, including such clients as P&G, LEGO, Carter’s, Lucky Brand Jeans, Juicy Couture, Kensie, Monet, kate spade new york, AAFES, Riverbed, InfoPrint Solutions Company, Hawker Beechcraft Corp., Roots Canada Ltd. and Xerox.

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, 2009 and Quarterly Report on Form 10-Q for the nine months ended September 30, 2010 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 Twelve Months Ended
December 31, December 31,
2010 2009 2010 2009
REVENUES:
Product revenue, net $ 46,021 $ 47,288 $ 174,613 $ 183,008
Service fee revenue 21,688 16,015 70,636 58,619
Pass-thru revenue 8,605 9,517 29,267 26,265
Total revenues 76,314 72,820 274,516 267,892
COSTS OF REVENUES:
Cost of product revenue 43,108 44,048 162,485 168,864
Cost of service fee revenue 15,722 11,492 51,144 41,898
Cost of pass-thru revenue 8,605 9,517 29,267 26,265
Total costs of revenues 67,435 65,057 242,896 237,027
Gross profit 8,879 7,763 31,620 30,865
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 8,020 8,844 33,611 34,270
Income (loss) from operations 859 (1,081 ) (1,991 ) (3,405 )
INTEREST EXPENSE, NET 202 233 940 1,186
Income (loss) before income taxes 657 (1,314 ) (2,931 ) (4,591 )
INCOME TAX PROVISION (BENEFIT) 210 60 463 321
INCOME (LOSS) FROM CONTINUING OPERATIONS 447 (1,374 ) (3,394 ) (4,912 )
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX (3,192 ) 427 (3,975 ) 342
NET LOSS $ (2,745 ) $ (947 ) $ (7,369 ) $ (4,570 )
NON-GAAP INCOME (LOSS) $ 673 $ (1,276 ) $ (1,935 ) $ (4,505 )
NET LOSS PER SHARE:
Basic and Diluted $ (0.22 ) $ (0.10 ) $ (0.65 ) $ (0.46 )
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING:
Basic and Diluted 12,237 9,934 11,310 9,929
EBITDA $ 2,326 $ 497 $ 4,069 $ 3,139
ADJUSTED EBITDA $ 2,552 $ 595 $ 5,528 $ 3,546
(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, 2009.
PFSweb, Inc. and Subsidiaries
Reconciliation of certain Non-GAAP Items to GAAP
(In Thousands, Except Per Share Data)
Three Months Ended Twelve Months Ended
December 31, December 31,
2010 2009 2010 2009
NET LOSS $ (2,745 ) $ (947 ) $ (7,369 ) $ (4,570 )
(Income) loss from discontinued operations, net of tax 3,192 (427 ) 3,975 (342 )
Income tax expense (benefit) 210 60 463 321
Interest expense 202 233 940 1,186
Depreciation and amortization 1,467 1,578 6,060 6,544
EBITDA $ 2,326 $ 497 $ 4,069 $ 3,139
Stock-based compensation 226 98 809 407
Executive disability benefits 650
ADJUSTED EBITDA $ 2,552 $ 595 $ 5,528 $ 3,546
Three Months Ended Twelve Months Ended
December 31, December 31,
2010 2009 2010 2009
NET LOSS $ (2,745 ) $ (947 ) $ (7,369 ) $ (4,570 )
(Income) loss from discontinued operations, net of tax 3,192 (427 ) 3,975 (342 )
Stock-based compensation 226 98 809 407
Executive disability benefits 650
NON-GAAP INCOME (LOSS) $ 673 $ (1,276 ) $ (1,935 ) $ (4,505 )
NET LOSS PER SHARE:
Basic and Diluted $ (0.22 ) $ (0.10 ) $ (0.65 ) $ (0.46 )
NON-GAAP INCOME (LOSS) Per Share:
Basic and Diluted $ 0.05 $ (0.13 ) $ (0.17 ) $ (0.45 )
PFSweb, Inc. and Subsidiaries
Unaudited Condensed Consolidated Balance Sheets
(In Thousands, Except Share Data)
December 31, December 31,
2010 2009
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 18,430 $ 14,812
Restricted cash 1,853 2,096
Accounts receivable, net of allowance for doubtful accounts of $754 and
$973 at December 31, 2010 and December 31, 2009, respectively 41,438 39,861
Inventories, net of reserves of $1,561 and $1,760 at December 31, 2010 and
December 31, 2009, respectively 35,161 33,577
Assets of discontinued operations 2,776 4,372
Other receivables 14,539 11,605
Prepaid expenses and other current assets 3,580 4,170
Total current assets 117,777 110,493
PROPERTY AND EQUIPMENT, net 9,124 10,314
ASSETS OF DISCONTINUED OPERATIONS 1,126 4,024
OTHER ASSETS 2,203 2,938
Total assets 130,230 127,769
LIABILITIES AND SHAREHOLDERS EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt and capital lease obligations $ 18,320 $ 19,179
Trade accounts payable 55,692 53,642
Deferred revenue 5,254 5,164
Accrued expenses 15,870 13,180
Total current liabilities 95,136 91,165
LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS, less current portion 2,136 3,348
OTHER LIABILITIES 3,608 3,903
Total liabilities 100,880 98,416
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;
12,255,064 and 9,952,164 shares issued at December 31, 2010 and
December 31, 2009, respectively; and 12,236,703 and 9,933,803
outstanding as of December 31, 2010 and December 31, 2009, respectively 12 10
Additional paid-in capital 101,229 93,152
Accumulated deficit (73,332 ) (65,963 )
Accumulated other comprehensive income 1,526 2,239
Treasury stock at cost, 18,361 shares (85 ) (85 )
Total shareholders’ equity 29,350 29,353
Total liabilities and shareholders’ equity $ 130,230 $ 127,769
PFSweb, Inc. and Subsidiaries
Unaudited Consolidating Statements of Operations
For the Three Months Ended March 31, 2010
(In Thousands)
Business &
PFSweb Retail Connect eCOST Eliminations Consolidated
REVENUES:
Product revenue, net $ $ 45,622 $ $ $ 45,622
Service fee revenue 15,979 15,979
Service fee revenue – affiliate 1,700 (1,700 )
Pass-thru revenue 6,637 (3 ) 6,634
Total revenues 24,316 45,622 (1,703 ) 68,235
COSTS OF REVENUES:
Cost of product revenue 42,362 42,362
Cost of service fee revenue 12,101 (647 ) 11,454
Cost of pass-thru revenue 6,637 (3 ) 6,634
Total costs of revenues 18,738 42,362 (650 ) 60,450
Gross profit 5,578 3,260 (1,053 ) 7,785
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 7,400 2,261 (1,053 ) 8,608
Income (loss) from operations (1,822 ) 999 (823 )
INTEREST EXPENSE (INCOME), NET (56 ) 310 254
Income (loss) before income taxes (1,766 ) 689 (1,077 )
INCOME TAX PROVISION (BENEFIT) (130 ) 256 126
INCOME (LOSS) FROM CONTINUING OPERATIONS (1,636 ) 433 (1,203 )
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX (6 ) (6 )
NET INCOME (LOSS) $ (1,636 ) $ 433 $ (6 ) $ $ (1,209 )
NON-GAAP NET INCOME (LOSS) $ (1,540 ) $ 433 $ $ $ (1,107 )
EBITDA $ (276 ) $ 1,007 $ $ $ 731
ADJUSTED EBITDA $ (180 ) $ 1,007 $ $ $ 827
A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows:
NET INCOME (LOSS) $ (1,636 ) $ 433 $ (6 ) $ (1,209 )
(Income) loss from discontinued operations, net of tax 6 6
Income tax expense (benefit) (130 ) 256 126
Interest expense (income) (56 ) 310 254
Depreciation and amortization 1,546 8 1,554
EBITDA $ (276 ) $ 1,007 $ $ $ 731
Stock-based compensation 96 96
ADJUSTED EBITDA $ (180 ) $ 1,007 $ $ $ 827
A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows:
NET INCOME (LOSS) $ (1,636 ) $ 433 $ (6 ) $ $ (1,209 )
(Income) loss from discontinued operations, net of tax 6 6
Stock-based compensation 96 96
NON-GAAP NET INCOME (LOSS) $ (1,540 ) $ 433 $ $ $ (1,107 )
Note: Business and Retail Connect includes our Supplies Distributors and PFS Retail Connect operations, which operate similar financial models on behalf of our client relationships. PFSweb and PFS Retail Connect include certain ongoing activity formerly reported as eCOST.
PFSweb, Inc. and Subsidiaries
Unaudited Consolidating Statements of Operations
For the Three Months Ended June 30, 2010
(In Thousands)
Business &
PFSweb Retail Connect eCOST Eliminations Consolidated
REVENUES:
Product revenue, net $ $ 43,654 $ $ $ 43,654
Service fee revenue 16,567 16,567
Service fee revenue – affiliate 1,738 (1,738 )
Pass-thru revenue 6,202 (16 ) 6,186
Total revenues 24,507 43,654 (1,754 ) 66,407
COSTS OF REVENUES:
Cost of product revenue 40,623 40,623
Cost of service fee revenue 12,572 (585 ) 11,987
Cost of pass-thru revenue 6,202 (16 ) 6,186
Total costs of revenues 18,774 40,623 (601 ) 58,796
Gross profit 5,733 3,031 (1,153 ) 7,611
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 7,310 2,221 (1,153 ) 8,378
Income (loss) from operations (1,577 ) 810 (767 )
INTEREST EXPENSE (INCOME), NET (59 ) 293 234
Income (loss) before income taxes (1,518 ) 517 (1,001 )
INCOME TAX PROVISION (BENEFIT) (142 ) 196 54
INCOME (LOSS) FROM CONTINUING OPERATIONS (1,376 ) 321 (1,055 )
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX (440 ) (440 )
NET INCOME (LOSS) $ (1,376 ) $ 321 $ (440 ) $ $ (1,495 )
NON-GAAP NET INCOME (LOSS) $ (1,114 ) $ 321 $ $ $ (793 )
EBITDA $ (4 ) $ 817 $ $ $ 813
ADJUSTED EBITDA $ 258 $ 817 $ $ $ 1,075
A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows:
NET INCOME (LOSS) $ (1,376 ) $ 321 $ (440 ) $ (1,495 )
(Income) loss from discontinued operations, net of tax 440 440
Income tax expense (benefit) (142 ) 196 54
Interest expense (income) (59 ) 293 234
Depreciation and amortization 1,573 7 1,580
EBITDA $ (4 ) $ 817 $ $ $ 813
Stock-based compensation 262 262
ADJUSTED EBITDA $ 258 $ 817 $ $ $ 1,075
A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows:
NET INCOME (LOSS) $ (1,376 ) $ 321 $ (440 ) $ $ (1,495 )
(Income) loss from discontinued operations, net of tax 440 440
Stock-based compensation 262 262
NON-GAAP NET INCOME (LOSS) $ (1,114 ) $ 321 $ $ $ (793 )
Note: Business and Retail Connect includes our Supplies Distributors and PFS Retail Connect operations, which operate similar financial models on behalf of our client relationships. PFSweb and PFS 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 )
INCOME (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 )
(Income) 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 )
(Income) 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 PFS Retail Connect operations, which operate similar financial models on behalf of our client relationships. PFSweb and PFS Retail Connect include certain ongoing activity formerly reported as eCOST.
PFSweb, Inc. and Subsidiaries
Unaudited Consolidating Statements of Operations
For the Three Months Ended December 31, 2010
(In Thousands)
Business &
PFSweb Retail Connect eCOST Eliminations Consolidated
REVENUES:
Product revenue, net $ $ 46,021 $ $ $ 46,021
Service fee revenue 21,688 21,688
Service fee revenue – affiliate 1,701 (1,701 )
Pass-thru revenue 8,612 (7 ) 8,605
Total revenues 32,001 46,021 (1,708 ) 76,314
COSTS OF REVENUES:
Cost of product revenue 43,108 43,108
Cost of service fee revenue 16,328 (606 ) 15,722
Cost of pass-thru revenue 8,612 (7 ) 8,605
Total costs of revenues 24,940 43,108 (613 ) 67,435
Gross profit 7,061 2,913 (1,095 ) 8,879
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 6,893 2,222 (1,095 ) 8,020
Income (loss) from operations 168 691 859
INTEREST EXPENSE (INCOME), NET (79 ) 281 202
Income (loss) before income taxes 247 410 657
INCOME TAX PROVISION (BENEFIT) 51 159 210
INCOME (LOSS) FROM CONTINUING OPERATIONS 196 251 447
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX (3,192 ) (3,192 )
NET INCOME (LOSS) $ 196 $ 251 $ (3,192 ) $ $ (2,745 )
NON-GAAP NET INCOME (LOSS) $ 422 $ 251 $ $ $ 673
EBITDA $ 1,628 $ 698 $ $ $ 2,326
ADJUSTED EBITDA $ 1,854 $ 698 $ $ $ 2,552
A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows:
NET INCOME (LOSS) $ 196 $ 251 $ (3,192 ) $ (2,745 )
(Income) loss from discontinued operations, net of tax 3,192 3,192
Income tax expense (benefit) 51 159 210
Interest expense (income) (79 ) 281 202
Depreciation and amortization 1,460 7 1,467
EBITDA $ 1,628 $ 698 $ $ $ 2,326
Stock-based compensation 226 226
ADJUSTED EBITDA $ 1,854 $ 698 $ $ $ 2,552
A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows:
NET INCOME (LOSS) $ 196 $ 251 $ (3,192 ) $ $ (2,745 )
(Income) loss from discontinued operations, net of tax 3,192 3,192
Stock-based compensation 226 226
NON-GAAP NET INCOME (LOSS) $ 422 $ 251 $ $ $ 673
Note: Business and Retail Connect includes our Supplies Distributors and PFS Retail Connect operations, which operate similar financial models on behalf of our client relationships. PFSweb and PFS Retail Connect include certain ongoing activity formerly reported as eCOST.
PFSweb, Inc. and Subsidiaries
Unaudited Consolidating Statements of Operations
For the Twelve Months Ended December 31, 2010
(In Thousands)
Business &
PFSweb Retail Connect eCOST Eliminations Consolidated
REVENUES:
Product revenue, net $ $ 174,613 $ $ $ 174,613
Service fee revenue 70,636 70,636
Service fee revenue – affiliate 6,622 (6,622 )
Pass-thru revenue 29,294 (27 ) 29,267
Total revenues 106,552 174,613 (6,649 ) 274,516
COSTS OF REVENUES:
Cost of product revenue 162,485 162,485
Cost of service fee revenue 53,543 (2,399 ) 51,144
Cost of pass-thru revenue 29,294 (27 ) 29,267
Total costs of revenues 82,837 162,485 (2,426 ) 242,896
Gross profit 23,715 12,128 (4,223 ) 31,620
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 29,158 8,676 (4,223 ) 33,611
Income (loss) from operations (5,443 ) 3,452 (1,991 )
INTEREST EXPENSE (INCOME), NET (257 ) 1,197 940
Income (loss) before income taxes (5,186 ) 2,255 (2,931 )
INCOME TAX PROVISION (BENEFIT) (355 ) 818 463
INCOME (LOSS) FROM CONTINUING OPERATIONS (4,831 ) 1,437 (3,394 )
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX (3,975 ) (3,975 )
NET INCOME (LOSS) $ (4,831 ) $ 1,437 $ (3,975 ) $ $ (7,369 )
NON-GAAP NET INCOME (LOSS) $ (3,372 ) $ 1,437 $ $ $ (1,935 )
EBITDA $ 589 $ 3,480 $ $ $ 4,069
ADJUSTED EBITDA $ 2,048 $ 3,480 $ $ $ 5,528
A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows:
NET INCOME (LOSS) $ (4,831 ) $ 1,437 $ (3,975 ) $ $ (7,369 )
(Income) loss from discontinued operations, net of tax 3,975 3,975
Income tax expense (benefit) (355 ) 818 463
Interest expense (income) (257 ) 1,197 940
Depreciation and amortization 6,032 28 6,060
EBITDA $ 589 $ 3,480 $ $ $ 4,069
Stock-based compensation 809 809
Executive disability benefits 650 650
ADJUSTED EBITDA $ 2,048 $ 3,480 $ $ $ 5,528
A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows:
NET INCOME (LOSS) $ (4,831 ) $ 1,437 $ (3,975 ) $ $ (7,369 )
(Income) loss from discontinued operations, net of tax 3,975 3,975
Stock-based compensation 809 809
Executive disability benefits 650 650
NON-GAAP NET INCOME (LOSS) $ (3,372 ) $ 1,437 $ $ $ (1,935 )
Note: Business and Retail Connect includes our Supplies Distributors and PFS Retail Connect operations, which operate similar financial models on behalf of our client relationships. PFSweb and PFS Retail Connect include certain ongoing activity formerly reported as eCOST.
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 95 8,978
RECEIVABLE/INVESTMENT IN AFFILIATES 14,255 (14,255 )
ASSETS OF DISCONTINUED OPERATIONS 1,272 1,272
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
PFSweb, Inc. and Subsidiaries
Unaudited Consolidating Statements of Operations
For the Three Months Ended December 31, 2009
(In Thousands)
Business &
PFSweb Retail Connect eCOST Eliminations Consolidated
REVENUES:
Product revenue, net $ $ 47,288 $ $ $ 47,288
Service fee revenue 16,015 16,015
Service fee revenue – affiliate 1,700 (1,700 )
Pass-thru revenue 9,520 (3 ) 9,517
Total revenues 27,235 47,288 (1,703 ) 72,820
COSTS OF REVENUES:
Cost of product revenue 44,048 44,048
Cost of service fee revenue 12,143 (651 ) 11,492
Cost of pass-thru revenue 9,520 (3 ) 9,517
Total costs of revenues 21,663 44,048 (654 ) 65,057
Gross profit 5,572 3,240 (1,049 ) 7,763
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 7,459 2,434 (1,049 ) 8,844
Income (loss) from operations (1,887 ) 806 (1,081 )
INTEREST EXPENSE (INCOME), NET (68 ) 301 233
Income (loss) before income taxes (1,819 ) 505 (1,314 )
INCOME TAX PROVISION (BENEFIT) (122 ) 182 60
INCOME (LOSS) FROM CONTINUING OPERATIONS (1,697 ) 323 (1,374 )
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX 427 427
NET INCOME (LOSS) $ (1,697 ) $ 323 $ 427 $ $ (947 )
NON-GAAP NET INCOME (LOSS) $ (1,599 ) $ 323 $ $ $ (1,276 )
EBITDA $ (318 ) $ 815 $ $ $ 497
ADJUSTED EBITDA $ (220 ) $ 815 $ $ $ 595
A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows:
NET INCOME (LOSS) $ (1,697 ) $ 323 $ 427 $ $ (947 )
(Income) loss from discontinued operations, net of tax (427 ) (427 )
Income tax expense (benefit) (122 ) 182 60
Interest expense (income) (68 ) 301 233
Depreciation and amortization 1,569 9 1,578
EBITDA $ (318 ) $ 815 $ $ $ 497
Stock-based compensation 98 98
ADJUSTED EBITDA $ (220 ) $ 815 $ $ $ 595
A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows:
NET INCOME (LOSS) $ (1,697 ) $ 323 $ 427 $ $ (947 )
(Income) loss from discontinued operations, net of tax (427 ) (427 )
Stock-based compensation 98 98
NON-GAAP NET INCOME (LOSS) $ (1,599 ) $ 323 $ $ $ (1,276 )
Note: Business and Retail Connect includes our Supplies Distributors and PFS Retail Connect operations, which operate similar financial models on behalf of our client relationships. PFSweb includes certain ongoing activity formerly reported as eCOST.
PFSweb, Inc. and Subsidiaries
Unaudited Consolidating Statements of Operations
For the Twelve Months Ended December 31, 2009
(In Thousands)
Business &
PFSweb Retail Connect eCOST Eliminations Consolidated
REVENUES:
Product revenue, net $ $ 183,008 $ $ $ 183,008
Service fee revenue 58,619 58,619
Service fee revenue – affiliate 7,093 (7,093 )
Pass-thru revenue 26,335 (70 ) 26,265
Total revenues 92,047 183,008 (7,163 ) 267,892
COSTS OF REVENUES:
Cost of product revenue 168,864 168,864
Cost of service fee revenue 44,453 (2,555 ) 41,898
Cost of pass-thru revenue 26,335 (70 ) 26,265
Total costs of revenues 70,788 168,864 (2,625 ) 237,027
Gross profit 21,259 14,144 (4,538 ) 30,865
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 30,029 8,779 (4,538 ) 34,270
Income (loss) from operations (8,770 ) 5,365 (3,405 )
INTEREST EXPENSE (INCOME), NET (202 ) 1,388 1,186
Income (loss) before income taxes (8,568 ) 3,977 (4,591 )
INCOME TAX PROVISION (BENEFIT) (734 ) 1,055 321
INCOME (LOSS) FROM CONTINUING OPERATIONS (7,834 ) 2,922 (4,912 )
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX 342 342
NET INCOME (LOSS) $ (7,834 ) $ 2,922 $ 342 $ $ (4,570 )
NON-GAAP NET INCOME (LOSS) $ (7,427 ) $ 2,922 $ $ $ (4,505 )
EBITDA $ (2,261 ) $ 5,400 $ $ $ 3,139
ADJUSTED EBITDA $ (1,854 ) $ 5,400 $ $ $ 3,546
A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA follows:
NET INCOME (LOSS) $ (7,834 ) $ 2,922 $ 342 $ $ (4,570 )
(Income) loss from discontinued operations, net of tax (342 ) (342 )
Income tax expense (benefit) (734 ) 1,055 321
Interest expense (income) (202 ) 1,388 1,186
Depreciation and amortization 6,509 35 6,544
EBITDA $ (2,261 ) $ 5,400 $ $ $ 3,139
Stock-based compensation 407 407
ADJUSTED EBITDA $ (1,854 ) $ 5,400 $ $ $ 3,546
A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS) follows:
NET INCOME (LOSS) $ (7,834 ) $ 2,922 $ 342 $ $ (4,570 )
(Income) loss from discontinued operations, net of tax (342 ) (342 )
Stock-based compensation 407 407
NON-GAAP NET INCOME (LOSS) $ (7,427 ) $ 2,922 $ $ $ (4,505 )
Note: Business and Retail Connect includes our Supplies Distributors and PFS Retail Connect operations, which operate similar financial models on behalf of our client relationships. PFSweb includes certain ongoing activity formerly reported as eCOST.
PFSweb, Inc. and Subsidiaries
Unaudited Condensed Consolidating Balance Sheets
as of December 31, 2009
(In Thousands)
Supplies
PFSweb Distributors eCOST Eliminations Consolidated
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 9,698 $ 2,628 $ 2,486 $ $ 14,812
Restricted cash 732 1,137 227 2,096
Accounts receivable, net 19,499 18,764 1,719 (121 ) 39,861
Inventories, net 33,577 33,577
Assets of discontinued operations 4,372 4,372
Other receivables 49 11,556 11,605
Prepaid expenses and other current assets 2,515 1,575 80 4,170
Total current assets 32,493 69,237 8,884 (121 ) 110,493
PROPERTY AND EQUIPMENT, net 9,900 54 31 9,985
RECEIVABLE/INVESTMENT IN AFFILIATES 20,696 (20,696 )
ASSETS OF DISCONTINUED OPERATIONS 4,353 4,353
OTHER ASSETS 2,627 311 2,938
Total assets 65,716 69,291 13,579 (20,817 ) 127,769
LIABILITIES AND SHAREHOLDERS EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt and capital lease obligations $ 8,770 $ 10,374 $ 35 $ $ 19,179
Trade accounts payable 8,396 38,753 6,614 (121 ) 53,642
Accrued expenses 10,994 4,701 2,649 18,344
Total current liabilities 28,160 53,828 9,298 (121 ) 91,165
LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS, less current portion 3,208 140 3,348
PAYABLE TO AFFILIATES 5,005 15,840 (20,845 )
OTHER LIABILITIES 3,880 23 3,903
Total liabilities 35,248 58,833 25,301 (20,966 ) 98,416
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS’ EQUITY:
Common stock 10 19 (19 ) 10
Capital contributions 1,000 (1,000 )
Additional paid-in capital 93,152 28,059 (28,059 ) 93,152
Retained earnings (accumulated deficit) (64,828 ) 6,781 (39,805 ) 31,889 (65,963 )
Accumulated other comprehensive income 2,219 2,677 5 (2,662 ) 2,239
Treasury stock (85 ) (85 )
Total shareholders’ equity 30,468 10,458 (11,722 ) 149 29,353
Total liabilities and shareholders’ equity $ 65,716 $ 69,291 $ 13,579 $ (20,817 ) $ 127,769

PFSweb, Inc.

Mark C. Layton

Chief Executive Officer

or

Thomas J. Madden

Chief Financial Officer

(972) 881-2900

or

Investor Relations

KCSA Strategic Communications

Todd Fromer / Garth Russell

(212) 896-1215 / (212) 896-1250

tfromer@kcsa.com / grussell@kcsa.com

Wednesday, March 23rd, 2011 Uncategorized Comments Off on PFSweb (PFSW) Reports Fourth Quarter and Year-End 2010 Results

Sky-mobi (MOBI) and Sohu Sign Advertising Agreement

HANGZHOU, China, March 23, 2011 (GLOBE NEWSWIRE) — Sky-mobi Limited (Nasdaq:MOBI) (“Sky-mobi” or the “Company”), the leading mobile application store and mobile social network community operator in China, today announced that the Company has entered into an advertising contract with Sohu, one of the leading Chinese online destinations.

Under the terms of the one-year agreement, Sky-mobi will publish advertisements for Sohu’s advertising clients on Sky-mobi’s MRP ad network. Sky-mobi will be paid at an agreed minimum target rate, and will share revenue with Sohu that exceeds the minimum target rate.

“We are tremendously excited about our contract with Sohu which represents an important step to extend our business model into the promising mobile advertising space,” said Michael Song, Chairman and CEO of Sky-mobi. “As the top mobile application store platform in China, it is a natural fit for us to work with Sohu, one of the most popular portals in China. Our MRP platform is pre-installed on hundreds of millions of handsets across China and is viewed by vast numbers of consumers. We are confident that Sohu’s advertising clients will benefit tremendously from the exposure they will get through this arrangement.”

Sky-mobi works with handset companies to pre-install its Maopao mobile application store on handsets, including MRP, and with content providers to aggregate and offer a range of applications and content to end-users. Its Maopao store is pre-installed in over 6,600 handset models and is compatible with many different hardware and operating system configurations. The Company collects application store revenues through carriers and their mobile service providers and in turn, shares these revenues with mobile service providers, handset companies and content providers. The standardization of its application store software and Sky-mobi’s proven track record of generating revenue for our partners has enabled it to build what the Company believes is China’s leading mobile application eco-system with over 800 partners, including over 450 handset companies, over 250 content providers, and over 110 mobile service providers and 10 independent payment processing companies.

About Sohu.com

Sohu.com Inc. (Nasdaq:SOHU) is China’s premier online brand and indispensable to the daily life of millions of Chinese, providing a network of web properties and community based/web 2.0 products which offer the vast Sohu user community a broad array of choices regarding information, entertainment and communication. Sohu has built one of the most comprehensive matrices of Chinese language web properties and proprietary search engines, consisting of the mass portal and leading online media destination www.sohu.com; interactive search engine www.sogou.com; #1 games information portal www.17173.com; the top real estate website www.focus.cn; #1 online alumni club www.chinaren.com; wireless value-added services provider www.goodfeel.com.cn; leading online mapping service provider www.go2map.com; and developer and operator of online games www.changyou.com.

About Sky-mobi Limited:

Sky-mobi Limited operates the leading mobile application store in China as measured by revenues in 2009, according to Analysys International. The company works with handset companies to pre-install its Maopao mobile application store on handsets and with content providers to provide users with applications and content titles. Users of its Maopao store can browse, download, and enjoy a range of applications and content, such as single-player games, mobile music, and books. The Company’s Maopao store enables mobile applications and content to be downloaded and run on various mobile handsets with different hardware and operating system configurations. The company also operates a mobile social network community in China, the Maopao Community, where it offers mobile social games, as well as applications and content with social network functions to its registered members. The Company is based in Hangzhou, the People’s Republic of China. For more information, please visit: www.sky-mobi.com.

The Sky-mobi Limited logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=8458

CONTACT: Sky-mobi Limited
         Mr. Carl Yeung, CFO
         Phone: +(86) 571-87770978 (Hangzhou)
         Email: ir@sky-mobi.com

         CCG Investor Relations
         Mr. Ed Job, Sr. Account Manager
         Phone: +(86) 21-3133-5075 (Shanghai)
         Email: ed.job@ccgir.com

Sky-mobi Limited Logo

Wednesday, March 23rd, 2011 Uncategorized Comments Off on Sky-mobi (MOBI) and Sohu Sign Advertising Agreement

Dynasil Corp. (DYSL) Announces Patent Approvals For Advanced Radiation Detection and Increased Detector Production Capacity

Mar. 23, 2011 (Business Wire) — Dynasil Corporation (NASDAQ GM:DYSL), announced today that its research division, Radiation Monitoring Devices, Inc. (RMD), also of Watertown, was granted additional U.S. patent claims for advances in a detector material capable of responding independently to both neutron and gamma radiation. This advancement is of critical national importance because the most commonly available technology for detecting neutrons in Homeland Security applications, specifically neutron detectors based on gaseous Helium-3, is becoming impractical because of serious limitations on the availability of this gas.

To make this advanced detector technology available to the government and commercial markets as quickly as possible, Dynasil concurrently developed specialized production furnaces designed to make the crystals in large volumes. The initial furnaces have now been deployed and additional ones are expected to be placed into service over the next several months.

Whereas the Research Division in Watertown has the capability of producing the crystals and resulting detectors in prototype quantities, a production facility for this technology is being installed at Dynasil’s Hilger Crystals Division in Margate, England, the first step in a major capacity expansion designed to allow that division to produce not only this particular type of crystal, but also a line of additional, unique, neutron and gamma ray sensitive crystals which are now in development in Watertown. The choice of locating the production at Hilger reflects the fact that the Hilger facility has a long history of supplying reliable and high-quality detectors for general nuclear radiation detection, screening of baggage and cargo and for advanced medical imaging. It is expected that Hilger will be ready to supply production volume shipments of these new radiation detectors during the quarter ending September 30.

Dynasil recently expanded its patent protection over its dual mode radiation detection technology with the approval of additional patent claims that cover methods of detecting both neutron and gamma radiation using RMD’s proprietary scintillator compositions. This patent reinforces RMD’s earlier patent which provides other protection relating to various scintillator compositions and detectors.

RMD has a number of additional patent applications pending which cover other aspects of detection technology and expects to secure a broad range of patent protection in this area. Based on recent events which highlight the need for highly effective radiation detection and emergency preparedness, the company is confident that its new nuclear detector technologies will help make the world a healthier and safer place.

About Dynasil Corporation of America (NASDAQ:DYSL)

Dynasil is a provider of technology, products, services and solutions aimed at making the world safer and healthier. The Company supplies a broad range of customers by serving their specific needs in the medical, industrial, and homeland security/defense markets. Dynasil has operations in Massachusetts, New Jersey, New York and the UK.

This news release may contain forward-looking statements usually containing the words “believe,” “expect,” “plan”, “target”, “intend” “designed to” or similar expressions. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act. Future results of operations, projections, and expectations, including those related to future markets, equipment performance, shipments and patent grants, involve certain risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that would cause or contribute to such differences include, but are not limited to, the anticipated market demand and acceptance of the Company’s dual mode detectors, the Company’s ability to develop and deploy additional furnaces that can produce sufficient quantities of crystals, the Company’s success in developing the new neutron and gamma ray sensitive crystals, the Company’s ability to secure patent protection, the factors detailed in the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, as well as in the Company’s other Securities and Exchange Commission filings, continuation of existing market conditions and demand for our products.

Wednesday, March 23rd, 2011 Uncategorized Comments Off on Dynasil Corp. (DYSL) Announces Patent Approvals For Advanced Radiation Detection and Increased Detector Production Capacity

Service Corporation International (SCI) is “One to Watch”

Service Corporation International is North America’s largest single provider of funeral, cremation and cemetery services. Through more than 20,000 dedicated individuals, the company provides caring assistance to families in need, honor veterans and public servants, helping them celebrate the significance of lives that have been lived, and preserving memories that transcend generations.

The company operates a network of more than 1,800 funeral homes and cemeteries in 43 states, eight Canadian provinces, the District of Columbia and Puerto Rico. Leveraging its industry leading position to offer more value to more families than any other company, Service Corporation takes the lead in providing innovative funeral products and options that address evolving needs and preferences.

Last year Service Corporation’s consolidated revenues grew by $137 million, or 7%, and its normalized earnings per share grew 16% against an unusually high 2009. In addition to improving its near-term debt maturity and risk profile, the company also returned $156 million to shareholders through a combination of share repurchases & dividends while increasing the quarterly dividend rate by 25%.

Tuesday, March 22nd, 2011 Ones to Watch, Uncategorized Comments Off on Service Corporation International (SCI) is “One to Watch”

Uranerz (URZ) Announces Accelerated Expiry Date of Warrants

CASPER, WYOMING — (Marketwire) — 01/26/11 — Uranerz Energy Corporation (TSX: URZ)(NYSE Amex: URZ)(FRANKFURT: U9E) (“Uranerz” or the “Company”) hereby provides notice of an accelerated expiry date to the holders of the 4,225,000 share purchase warrants of the Company (the “Warrants”) which remain outstanding from a prospectus offering of the Company’s units completed on October 27, 2009. Each Warrant is exercisable to purchase one common share of the Company at a price of US$3.00 per common share. The original expiry date of the Warrants was April 27, 2012. Warrant holders are hereby advised that the Warrants will now expire on February 25, 2011.

Pursuant to the terms of the warrant indenture governing the Warrants, and as described in the prospectus, Uranerz has the right to accelerate the expiry date of the Warrants in the event that the underlying common shares trade in the United States at a closing price of greater than $3.50 per share for a period of 20 consecutive trading days. In order to exercise the right, the Company must give notice to the Warrant holders, by way of press release, that the Warrants will expire on the 30th day after the date on which such notice is given. Effective at market close on January 26, 2011, the Company’s U.S. closing price for each of the past 20 consecutive trading days exceeded US$3.50. The Company is exercising its right to accelerate the Warrants expiry date to 5:00 P.M. (Denver time) on February 25, 2011 (the “New Expiry Time”). This press release constitutes notice to Warrant holders of the New Expiry Time. Any Warrants remaining unexercised after the New Expiry Time will be cancelled.

Although it is unknown how many Warrants will be exercised, in the event that all Warrants are exercised, the Company will receive approximately $12.7 million, which will be added to working capital.

How to Exercise Warrants

Warrant holders who wish to exercise their Warrants should instruct their investment advisor for an “immediate exercise” and be prepared to provide payment (by certified cheque, bank draft or money order payable to Uranerz Energy Corporation) to their advisor firm equal to the exercise price for each warrant exercised. Exercise documentation together with payment should be directed to the Company’s Transfer Agent, Corporate Stock Transfer Inc., located at 3200 Cherry Creek Dr. South, Suite 430, Denver, Colorado 80209. Investors should consult with their investment advisor to confirm the time required to complete this process and other costs associated with the exercise, if any.

Warrant holders who hold a physical certificate wishing to exercise Warrants need to provide Corporate Stock Transfer with a certified cheque, bank draft or money order payable to Uranerz Energy Corporation, together with the Warrant certificate with the exercise form on the back of the certificate duly completed. For assistance, contact Corporate Stock Transfer directly at (303) 282-4800.

Complete instructions on how to exercise Warrants are posted on the Company’s website at www.uranerz.com.

The common shares underlying the Warrants are being offered directly by the Company pursuant to a prospectus supplement to the Company’s effective shelf registration statement on Form S-3 (File No. 333-160504) previously filed with the Securities and Exchange Commission and pursuant to a prospectus supplement to the Company’s shelf prospectus filed with securities regulators in each of the provinces of Canada, except Quebec, pursuant to the multi-jurisdictional disclosure system. Copies of the prospectus supplement and accompanying base prospectus relating to the offering may be obtained from the Securities and Exchange Commission website at www.sec.gov, from the System for Electronic Document Analysis and Retrieval (SEDAR) website at www.sedar.com or from the Company using the contact information below.

About Uranerz

Uranerz Energy Corporation is a U.S.-based uranium company focused on achieving near-term commercial in-situ recovery (“ISR”) uranium production in Wyoming, the largest producer of uranium of any U.S. state. The Uranerz management team has specialized expertise in the ISR uranium mining method, and has a record of licensing, constructing and operating commercial ISR uranium projects.

Uranerz Energy Corporation is listed on the NYSE Amex and the Toronto Stock Exchange under the symbol “URZ”, and listed on the Frankfurt Stock Exchange under the symbol “U9E”.

Further Information

Please refer to the Company’s website at www.uranerz.com, review the Company’s filings with the SEC at www.sec.gov or visit the Company’s profile on SEDAR at www.sedar.com.

Forward-looking Statements

This press release may contain or refer to “forward-looking information” and “forward-looking statements” within the meaning of applicable United States and Canadian securities laws, which may include, but are not limited to, statements with respect to anticipated proceeds from the exercise of outstanding warrants, statements setting out plans or projections as to future production, planned development, the regulatory approval of planned operations, and all statements containing estimates and expectations. Such forward-looking statements reflect the Company’s current views with respect to future events and are subject to certain risks, uncertainties and assumptions, including the risks and uncertainties outlined in the Company’s most recent financial statements and reports and registration statement filed with the SEC (available at www.sec.gov) and with Canadian securities regulators (available at www.sedar.com). Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, believed, estimated or expected. We do not undertake to update forward-looking information or forward-looking statements, except as required by law.

Contacts:
Uranerz Energy Corporation
Derek Iwanaka
Manager of Investor Relations
1-800-689-1659
info@uranerz.com
www.uranerz.com

Monday, March 21st, 2011 Uncategorized Comments Off on Uranerz (URZ) Announces Accelerated Expiry Date of Warrants

Schwab (SCHW) to Acquire optionsXpress (OXPS)

Mar. 21, 2011 (Business Wire) — The Charles Schwab Corporation (NYSE:SCHW) and optionsXpress Holdings, Inc., (NASDAQ-GS:OXPS) today announced they have signed a definitive agreement under which Schwab will acquire optionsXpress. Under the terms of the agreement, optionsXpress stockholders will receive 1.02 shares of Schwab stock for each share of optionsXpress stock. Based on Schwab’s closing stock price as of March 18, 2011, the transaction values each optionsXpress share at $17.91, resulting in a total transaction value of approximately $1.0 billion. Both companies will initially retain their separate brand identities, while benefitting from significant synergies and capabilities across their complementary business lines. The deal is expected to close during the third quarter, subject to optionsXpress stockholder approval and regulatory approvals, along with customary closing conditions.

Launched in 2001 and headquartered in Chicago, optionsXpress is a pioneer in retail online brokerage services focused on equity options and futures. Its innovative brokerage platform provides active investors and traders with trading tools, analytics and education to execute a wide variety of investment strategies. An innovator and technology leader among brokerages, optionsXpress has consistently ranked among the top online brokerages by third party reviewers including 4 out of 5 stars from Barron’s on Usability, Trade Experience, Trading Technology, Range of Offerings, Research Amenities, Portfolio Analysis & Reports, and Customer Service & Education in 2011, the company’s tenth year of recognition for excellence by that publication. It also received The Options Insider’s 2010 Broker of the Year Award; and was rated 5 stars (highest) for Trading Tools by SmartMoney in 2009. As of February 28, 2011, optionsXpress had 385,200 client accounts, $8.1 billion in client assets and a 12 month average of 44,800 daily average revenue trades.

Schwab operates the nation’s largest independent brokerage in terms of client assets, which totaled $1.6 trillion as of February 28, 2011. The company was founded in 1973 as one of the original discount brokerages serving independent and active investors. Today Schwab serves nearly ten million individual investor, independent registered investment advisor and corporate retirement plan participant accounts with a wide range of financial products and full-service investment help and advice.

“The combination of optionsXpress and Schwab will offer active investors an unparalleled level of service and platform capabilities. optionsXpress’ industry-leading and award-winning client tools will be well received by our existing active investor clients who are increasingly using options and other trading strategies as a key part of their total approach to investing,” said Walt Bettinger, Schwab President and Chief Executive Officer. “Options investors at Schwab tend to be among the larger, more active and longer-standing of our client relationships. optionsXpress brings a similar set of sophisticated, engaged clients, many of whom we believe will find the investing, brokerage and banking services available through Schwab to be a valuable complement to those they have through optionsXpress. The expected synergies of our combination make the acquisition a win-win-win for Schwab, optionsXpress and our many important active investor clients.”

“This combination of capabilities allows optionsXpress to bring our leading-edge trading and analytical technologies to one of the largest and premier brokerages in the world,” said David Fisher, optionsXpress Chief Executive Officer. “The union of our brands marks the beginning of a new era of capabilities and services focused on the retail investor. optionsXpress and Schwab share a passion for innovation and championing the self-directed investor, and together, we will leverage our combined strengths to unlock meaningful value for customers and stockholders.”

“We launched optionsXpress in 2001 with the vision of making options and futures trading more accessible for self-directed retail investors,” commented James Gray, Founder and Chairman of the Board of optionsXpress. “After ten years of successfully empowering hundreds of thousands of customers, we are excited to bring our experience with these products to a much larger audience.”

Following the completion of the acquisition, Mr. Fisher will continue to lead optionsXpress as its President and a Schwab Senior Vice President.

Schwab estimates the acquisition will be modestly accretive over the first full year of combined operations, including expected revenue and expense synergies totaling approximately $80 million. On a pro forma basis, the combined organizations would have generated net revenues of $4.479 billion in 2010.

Certain stockholders representing 22.9% of optionsXpress stock have signed a voting agreement committing to vote these shares in favor of the transaction.

A conference call to discuss the announced acquisition with Schwab CEO Walt Bettinger, CFO Joe Martinetto and optionsXpress CEO David Fisher will be held today at 10:00 AM Eastern Standard Time. Access via webcast is available at www.schwabevents.com/corporation. Please allow five minutes to sign in before the call begins. For telephone access dial 800-871-6752, conference ID 52965343.

About Charles Schwab

The Charles Schwab Corporation (NYSE:SCHW) is a leading provider of financial services, with more than 300 offices and 8.0 million client brokerage accounts, 1.4 million corporate retirement plan participants, 710,000 banking accounts, and $1.6 trillion in client assets. Through its operating subsidiaries, the company provides a full range of securities brokerage, banking, money management and financial advisory services to individual investors and independent investment advisors. Its broker-dealer subsidiary, Charles Schwab & Co., Inc. (member SIPC, www.sipc.org), and affiliates offer a complete range of investment services and products including an extensive selection of mutual funds; financial planning and investment advice; retirement plan and equity compensation plan services; referrals to independent fee-based investment advisors; and custodial, operational and trading support for independent, fee-based investment advisors through Schwab Advisor Services. Its banking subsidiary, Charles Schwab Bank (member FDIC and an Equal Housing Lender), provides banking and mortgage services and products. More information is available at www.schwab.com and www.aboutschwab.com.

About optionsXpress Holdings, Inc.

optionsXpress Holdings, Inc., a pioneer in equity options and futures trading, offers an innovative suite of online brokerage services for investor education, strategy evaluation and trade execution. optionsXpress Holdings subsidiaries include optionsXpress, Inc., a retail online brokerage specializing in options and futures, brokersXpress, LLC, an online trading and reporting platform for independent investment professionals, Open E Cry, LLC, an innovative futures broker offering direct access futures trading for high volume commodities and futures traders through its proprietary software platform, and Optionetics, Inc., a leading provider of investment education services, including live seminars, proprietary software analytics, online and offline educational products and individual coaching.

More information can be found in the Investor Relations section of optionsXpress’ website at www.optionsxpress.com/investor.

Forward-Looking Statements

This press release contains forward-looking statements relating to the business combination transaction involving Schwab and optionsXpress, including expected synergies; timing of closing; client and stockholder benefits; management; and accretion, that reflect management’s expectations as of the date hereof. Achievement of these expectations is subject to risks and uncertainties that could cause actual results to differ materially from the expressed expectations. Important transaction-related factors that may cause such differences include, but are not limited to, the risk that expected revenue, expense and other synergies from the transaction may not be fully realized or may take longer to realize than expected; the parties are unable to successfully implement their integration strategies; failure of the parties to satisfy the closing conditions in the merger agreement in a timely manner or at all, including regulatory approvals; failure of the optionsXpress stockholders to approve the merger; and disruptions to the parties’ businesses as a result of the announcement and pendency of the merger. Other important factors include general market conditions, including the level of interest rates, equity valuations and trading activity; the parties’ ability to attract and retain clients and grow client assets/relationships; competitive pressures on rates and fees; the level of client assets, including cash balances; the impact of changes in market conditions on money market fund fee waivers, revenues, expenses and pre-tax margins; capital needs; the parties’ ability to develop and launch new products, services and capabilities in a timely and successful manner; the effect of adverse developments in litigation or regulatory matters; any adverse impact of financial reform legislation and related regulations; and other factors set forth in Schwab’s and optionsXpress’ Annual Reports on Form 10-K for the fiscal year ended December 31, 2010. Schwab and optionsXpress disclaim any obligation and do not intend to update or revise any forward-looking statements.

Additional Information

In connection with the proposed transaction, Schwab will file with the Securities and Exchange Commission (SEC) a registration statement on Form S-4 that will include a proxy statement/prospectus for the stockholders of optionsXpress. optionsXpress will mail the final proxy statement/prospectus to its stockholders. Investors and security holders are urged to read the proxy statement/prospectus regarding the proposed transaction and other relevant documents filed with the SEC when they become available because they will contain important information. Copies of all documents filed with the SEC regarding the proposed transaction may be obtained, free of charge, at the SEC’s website (www.sec.gov). These documents, when available, may also be obtained, free of charge, from Schwab’s website, www.aboutschwab.com/investor, under the tab “Financials and SEC Filings” or from optionsXpress’ website, www.optionsXpress.com/investor, under the item “SEC Filings”.

Schwab, optionsXpress and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies from the optionsXpress stockholders in respect of the proposed transaction. Information regarding the persons who may, under the rules of the SEC, be deemed to be participants in the solicitation of the stockholders of optionsXpress in connection with the proposed transaction will be set forth in the proxy statement/prospectus when it is filed with the SEC. Information about Schwab’s executive officers and directors is available in Schwab’s Annual Report on Form 10-K filed with the SEC on February 25, 2011 and Schwab’s definitive proxy statement filed with the SEC on March 30, 2010. Information about optionsXpress’ executive officers and directors is available in optionsXpress’ definitive proxy statement filed with the SEC on April 15, 2010. You can obtain free copies of these documents from Schwab and optionsXpress using the contact information above.

Photos/Multimedia Gallery Available: http://www.businesswire.com/cgi-bin/mmg.cgi?eid=6653595&lang=en

MEDIA:

Charles Schwab

Greg Gable, 415-667-0473

or

optionsXpress

Patrick Van De Wille, 312-553-6704

or

INVESTORS/ANALYSTS:

Charles Schwab

Rich Fowler, 415-667-1841

or

optionsXpress

Jim Polson, 312-553-6730

Monday, March 21st, 2011 Uncategorized Comments Off on Schwab (SCHW) to Acquire optionsXpress (OXPS)

FCC Grants Globalstar (GSAT) Authority to Operate Second-Generation Satellite Constellation Over the United States

COVINGTON, La., March 21, 2011 (GLOBE NEWSWIRE) — Globalstar, Inc. (Nasdaq:GSAT), a leading provider of mobile satellite voice and data services to businesses, governments and consumers, today announced that the International Bureau of the Federal Communications Commission (FCC) has granted Globalstar authority to operate its second-generation satellites within the United States. This authority will become effective once Globalstar completes registering the constellation with France, which is expected to occur in the near future.

Globalstar successfully launched the first six satellites of its second-generation constellation on October 19, 2010. Four of these satellites are now operational and providing revenue bearing services with the remaining two satellites from the first launch expected to reach their operational planes shortly. As permitted by the Commission’s decision, once the French registration process is completed, Globalstar will immediately activate its ground and mobile stations in North America to begin communicating with the new satellites, thus improving coverage availability for Globalstar voice and duplex data customers in the United States, Canada, Northern Mexico, Puerto Rico and the surrounding regions. The four new operational satellites have previously been providing improved coverage for Globalstar customers throughout the remainder of the Company’s global coverage footprint.

Last week Globalstar announced it had taken delivery of six new second-generation satellites which the Company expects to launch in May. Globalstar plans to conduct two additional launches of six satellites per launch within 60-90 days following the previous launch. All three launches will utilize the highly reliable Soyuz launch vehicle, and each will be conducted from the Baikonur Cosmodrome in Kazakhstan.

About Globalstar, Inc.

With over 425,000 subscribers, Globalstar is a leading provider of mobile satellite voice and data services. Globalstar offers these services to commercial customers and recreational consumers in more than 120 countries around the world. The Company’s products include mobile and fixed satellite telephones, simplex and duplex satellite data modems, the SPOT Satellite GPS Messenger and flexible service packages. Many land based and maritime industries benefit from Globalstar with increased productivity from remote areas beyond cellular and landline service. Global customer segments include: oil and gas, government, mining, forestry, commercial fishing, utilities, military, transportation, heavy construction, emergency preparedness, and business continuity as well as individual recreational users. Globalstar data solutions are ideal for various asset and personal tracking, data monitoring and SCADA applications.

For more information regarding Globalstar, please visit Globalstar’s web site at www.globalstar.com

The Globalstar, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=8183

Safe Harbor Language for Globalstar Releases

This press release contains certain statements such as, “Last week Globalstar announced it had taken delivery of six new second-generation satellites which the Company expects to launch in May. Globalstar plans to conduct two additional launches of six satellites per launch within 60-90 days following the previous launch,” that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Forward-looking statements, such as the statements regarding our ability to develop and expand our business, our anticipated capital spending (including for future satellite procurements and launches), our ability to manage costs, our ability to exploit and respond to technological innovation, the effects of laws and regulations (including tax laws and regulations) and legal and regulatory changes, the opportunities for strategic business combinations and the effects of consolidation in our industry on us and our competitors, our anticipated future revenues, our anticipated financial resources, our expectations about the future operational performance of our satellites (including their projected operational lives), the expected strength of and growth prospects for our existing customers and the markets that we serve, commercial acceptance of our new Simplex products, including our SPOT satellite GPS messengerTM products, problems relating to the ground-based facilities operated by us or by independent gateway operators, worldwide economic, geopolitical and business conditions and risks associated with doing business on a global basis and other statements contained in this release regarding matters that are not historical facts, involve predictions.

Any forward-looking statements made in this press release speak as of the date made and are not guarantees of future performance. Actual results or developments may differ materially from the expectations expressed or implied in the forward-looking statements, and we undertake no obligation to update any such statements. Additional information on factors that could influence our financial results is included in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K as amended by our Current Report on Form 8-K filed June 17, 2010, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

CONTACT: For further media information:
         Globalstar, Inc.
         Dean Hirasawa
         (408) 933-4006
         Dean.hirasawa@globalstar.com

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Prana’s (PRAN) PBT2 — Directly Restores Neurons Critical to Cognition

MELBOURNE, AUSTRALIA — (Marketwire) — 03/21/11 — Prana Biotechnology (NASDAQ: PRAN) (ASX: PBT) today announced the publication of new data on the ability of PBT2 to repair the damage in an Alzheimer’s affected brain thereby facilitating the restoration of cognition in Alzheimer’s Disease (AD). The findings help to explain the rapid improvement in cognition previously reported in transgenic Alzheimer’s mice* and in patients in a Phase IIa clinical trial with PBT2**. The article published in the science journal PLoS ONE is entitled “Metal Ionophore Treatment Restores Dendritic Spine Density and Synaptic Protein Levels in a Mouse Model of Alzheimer’s Disease.”

The authors led by Dr Paul Adlard, Head of The Synaptic Neurobiology Laboratory at The Mental Health Research Institute, describe the biochemical and anatomical changes occurring in the brains of transgenic*** Alzheimer’s mice treated with PBT2.

After 11 days of treatment, the brains of the Alzheimer’s mice showed a statistically significant increase in the numbers of spines on the branches (or dendrites) of neurons in the hippocampus, a memory centre specifically affected in AD. Increasing the number of spines is important as this permits many more neurons to interconnect with any particular neuron thereby increasing the brain’s capacity to carry out learning and memory functions.

Importantly, these anatomical changes to the hippocampus were also accompanied by increased levels in key proteins**** involved in learning, memory and neuronal growth. The levels of many of these proteins were restored to the levels seen in healthy, cognitively normal animals.

“The ability of PBT2 to promote the forming and reforming of connections between neurons is fundamental to the repair of brain tissue damaged by AD, and the expression of key neuronal receptors and signaling proteins indicates that the repaired tissue is functional,” noted Prana’s Head of Research, Associate Professor Robert Cherny.

In a series of parallel experiments, the authors also administered PBT2 to cultured neurons. In these in vitro experiments, PBT2 was able to elicit elongation of ‘arm like’ projections from the immature developing neurons called neurites. These projections can ultimately mature into either axons or dendrites of an adult neuron. Significantly, the changes observed in the in vitro experiments were strictly dependent on the presence of copper or zinc in the growth medium, confirming that the restorative effect of PBT2 is due to its ability to deliver these metals to deficient neurons.

It has previously been shown that PBT2 neutralises the toxicity of the Alzheimer’s Abeta protein by preventing the formation of toxic aggregates or oligomers*. These new results further explain how PBT2 can achieve such rapid improvements in cognition: by liberating copper and zinc trapped in amyloid deposits and returning those essential metals to neurons, where they are needed for normal function.

“These findings further demonstrate the unique combination of detoxification and neuronal restoration provided by PBT2 that underlie cognitive improvement in the clinic,” concluded Dr Cherny.

* Adlard et al. Neuron (2008) vol. 59, pp. 43-55
**Lannfelt et al. Lancet Neurology (2008) vol. 7, pp. 779-86; Lannfelt et al. Lancet Neurology (2009) vol. 8, pp. 981.
*** The AD transgenic mouse model is the Tg2576
**** These proteins include different subtypes of NMDA receptors, which are known to be depleted in AD, the signaling protein CamKII, and TrkB, and the receptor for Brain Derived Neurotrophic Factor.

About Prana Biotechnology Limited
Prana Biotechnology was established to commercialize research into age-related neurodegenerative disorders. The Company was incorporated in 1997 and listed on the Australian Securities Exchange in March 2000 and listed on NASDAQ in September 2002. Researchers at prominent international institutions including The University of Melbourne, The Mental Health Research Institute (Melbourne) and Massachusetts General Hospital, a teaching hospital of Harvard Medical School, contributed to the discovery of Prana’s technology.

For further information please visit the Company’s web site at www.pranabio.com.

Forward Looking Statements
This press release contains “forward-looking statements” within the meaning of section 27A of the Securities Act of 1933 and section 21E of the Securities Exchange Act of 1934. The Company has tried to identify such forward-looking statements by use of such words as “expects,” “intends,” “hopes,” “anticipates,” “believes,” “could,” “may,” “evidences” and “estimates,” and other similar expressions, but these words are not the exclusive means of identifying such statements. Such statements include, but are not limited to any statements relating to the Company’s drug development program, including, but not limited to the initiation, progress and outcomes of clinical trials of the Company’s drug development program, including, but not limited to, PBT2, and any other statements that are not historical facts. Such statements involve risks and uncertainties, including, but not limited to, those risks and uncertainties relating to the difficulties or delays in financing, development, testing, regulatory approval, production and marketing of the Company’s drug components, including, but not limited to, PBT2, the ability of the Company to procure additional future sources of financing, unexpected adverse side effects or inadequate therapeutic efficacy of the Company’s drug compounds, including, but not limited to, PBT2, that could slow or prevent products coming to market, the uncertainty of patent protection for the Company’s intellectual property or trade secrets, including, but not limited to, the intellectual property relating to PBT2, and other risks detailed from time to time in the filings the Company makes with Securities and Exchange Commission including its annual reports on Form 20-F and its reports on Form 6-K. Such statements are based on management’s current expectations, but actual results may differ materially due to various factions including those risks and uncertainties mentioned or referred to in this press release. Accordingly, you should not rely on those forward-looking statements as a prediction of actual future results.

Contacts:
Prana Biotechnology Limited
+61 3 9349 4906

Investor Relations
Leslie Wolf-Creutzfeldt
Grayling
646-284-9472

Monday, March 21st, 2011 Uncategorized Comments Off on Prana’s (PRAN) PBT2 — Directly Restores Neurons Critical to Cognition