Vestcom Provides Preliminary Second Quarter Guidance.Business Editors Vestcom International, Inc. (Nasdaq:VESC VESC Vehicle Equipment Safety Commission VESC Ventures Education Systems Corporation VESC Virginia Eastern Shore Corporation VESC Valentine Eleebana Soccer Club (Australia) VESC Virginia Erosion and Sediment Control ), announced today that revenues for the second quarter ended June 30, 2002 are expected to be approximately 6% below the $37.7 million revenues reported for the three months ended June 30, 2001. The Company expects net income for the second quarter of 2002, excluding any non-recurring charges, to be approximately break-even. Reported net income for the second quarter of 2001 of $62,000 included goodwill amortization and non-recurring charges. The anticipated decline in revenues and profitability is attributable to continued softening softening /sof·ten·ing/ (sof´en-ing) malacia. softening a change of consistency, with loss of firmness or hardness. of the Company's business communications operations, principally reflecting weaknesses in the financial services The examples and perspective in this article or section may not represent a worldwide view of the subject. Please [ improve this article] or discuss the issue on the talk page. market. The Company has reviewed its anticipated 2002 second quarter operating results and its management forecasts with Cornerstone cornerstone Ceremonial building block, dated or otherwise inscribed, usually placed in an outer wall of a building to commemorate its dedication. Often the stone is hollowed out to contain newspapers, photographs, or other documents reflecting current customs, with a view to Equity Investors IV, L.P. which, as previously announced, has agreed to acquire the Company for a purchase price of $6.25 per share. Cornerstone has advised the Company that it is proceeding with its plans to finalize fi·nal·ize tr.v. fi·nal·ized, fi·nal·iz·ing, fi·nal·iz·es To put into final form; complete or conclude: "They have jointly agreed ... the debt financing Debt Financing When a firm raises money for working capital or capital expenditures by selling bonds, bills, or notes to individual and/or institutional investors. In return for lending the money, the individuals or institutions become creditors and receive a promise to repay commitments needed for the consummation CONSUMMATION. The completion of a thing; as the consummation of marriage; (q.v.) the consummation of a contract, and the like. 2. A contract is said to be consummated, when everything to be done in relation to it, has been accomplished. of the transaction. The transaction remains subject to obtaining these commitments as well as to other conditions specified in the merger agreement. Vestcom International, Inc. is a leading provider of business communications solutions, customer relationship management and retail marketing services, using technology and innovation to supply enhanced value to all phases of communications between businesses and their customers. Vestcom employs approximately 1,000 individuals and serves customers throughout the US and Canada. More information about Vestcom and its services can be found on the World Wide Web at www.vestcom.com. This press release contains certain forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. regarding Vestcom 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, that are based on the beliefs of Vestcom's management as well as assumptions made by and information currently available to Vestcom's management. Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements. Certain factors that could cause actual results to differ materially from Vestcom's expectations include, but are not limited to, the ability of the Company to execute and manage its growth strategy, the results of the Company's consolidated facilities, the ability to positively modify its revenue mix, acceptance of Vestcom's products and services, including electronic and Internet services, in the marketplace, the ability of the Company to achieve and maintain brand awareness, the ability to attract and retain key customers and other factors which are described from time to time in Vestcom's public filings with the Securities and Exchange Commission, news releases and other communications. Also, when Vestcom uses the words "believes," "expects," "anticipates," "estimates," "plans," "intends," "objectives," "goals," "aims," "projects," or similar words or expressions, Vestcom is making forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof here·of adv. Of this. hereof Adverb Formal or law of or concerning this Adv. 1. hereof - of or concerning this; "the twigs hereof are physic" . Vestcom does not undertake any obligations to release publicly any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Vestcom International, Inc. plans to file a proxy statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. with the Securities and Exchange Commission relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc its proposed merger with a newly-formed corporation organized by Cornerstone Equity Investors IV, L.P. Investors and shareholders are urged to read the proxy statement when it becomes available because it will contain important information about Vestcom, the proposed merger and related matters. When the proxy statement is completed, Vestcom plans to send it to its shareholders to seek their approval of the proposed merger. A copy of the proxy statement (when it is filed) and other documents filed by Vestcom with the SEC are available at the SEC's web site at http://www.sec.gov. Vestcom's shareholders may also obtain the proxy statement and other documents without charge by directing a request to Vestcom International, Inc., Attention: Michael D. Helfand, 5 Henderson Drive, West Caldwell West Caldwell, borough (1990 pop. 10,422), Essex co., NE N.J., a residential suburb of Newark and New York City; inc. 1904. It has some light manufacturing. , New Jersey 07006, Telephone: (973) 882-7000. Vestcom, Cornerstone, the two entities formed by Cornerstone to effectuate ef·fec·tu·ate tr.v. ef·fec·tu·at·ed, ef·fec·tu·at·ing, ef·fec·tu·ates To bring about; effect. [Medieval Latin effectu the merger (Vector Investment Holdings, Inc. and its wholly-owned subsidiary, Vector Merger Corp.) and their respective directors, executive officers and employees and certain other persons may be deemed to be participants in the solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual of proxies from Vestcom's shareholders to approve the proposed merger. These individuals may have interests in the proposed merger, some of which may differ from or may be in addition to those of Vestcom's shareholders generally. Certain officers of Vestcom will be entitled en·ti·tle tr.v. en·ti·tled, en·ti·tling, en·ti·tles 1. To give a name or title to. 2. To furnish with a right or claim to something: to receive employment agreements and other equity compensation in connection with the proposed merger, which will be more fully described in the proxy statement Vestcom plans to file with the SEC. Certain information concerning the participants in the solicitation, such as their relevant affiliations and shareholdings of Vestcom's Common Stock, are contained in Vestcom's definitive proxy statement filed with the SEC on May 20, 2002. This proxy statement is available from the SEC's web site or from the Company, as described above. Additional information about the participants in the solicitation will be contained in Vestcom's proxy statement with respect to the proposed merger, when it is filed with the SEC. Note: News releases and other information about Vestcom can be accessed at www.vestcom.com. |
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