(b) our quarterly report on Form 10-Q for our fiscal quarter and nine
months ended December 31, 2000, filed with the SEC on February 14,
(c) the description of our common stock included in our registration
statement on Form 8-A, which was filed with the SEC on November 24,
1999, including the information incorporated by reference in the Form
8-A from our Registration Statement on Form S-1 as filed with the SEC,
including any amendments or reports we file for the purpose of updating
The SEC file number for these filings is 000-282875. These filings, our
other annual, quarterly and current reports, our proxy statements and our other
SEC filings may be examined, and copies may be obtained, at the public reference
facilities maintained by the SEC at Judiciary Plaza, 450 Fifth Street, N.W.,
Room 2120, Washington D.C. 20549; and at its regional offices located at
Citicorp Center, 500 West Madison Street, Suite 1400, Chicago, Illinois
60661-2511 and at 7 World Trade Center, New York, New York 10048. Copies of such
materials may also be obtained (1) at no charge from our Web site at
http://www.pfsweb.com (which web site is not made a part hereof) or (2) by mail,
upon payment of the SEC's customary charges, from the SEC's Public Reference
Room at Judiciary Plaza, 450 Fifth Street, N.W., Washington D.C. 20549.
Information about the operation of this public reference room can be obtained by
calling the SEC at 1-800-SEC-0330. The SEC also maintains a Web site at
http://www.sec.gov that contains reports, proxy statements and information
statements and other information regarding registrants, including PFSweb, that
file electronically with the SEC.
Our common stock is currently quoted on The Nasdaq National Market
under the symbol "PFSW", and our SEC filings can be read at: Nasdaq Operations,
1735 K Street, N.W., Washington, D.C. 20006.
We will also provide without charge to each person to whom we deliver a
copy of this Offer to Exchange, upon their written or oral request, a copy of
any or all of the documents to which we have referred you, other than exhibits
to these documents (unless the exhibits are specifically incorporated by
reference into the documents). Requests should be directed to: Harvey Achatz,
Vice President-Administration, PFSweb, Inc., 500 North Central Expressway,
Plano, Texas 75074 (888-330-5504 x 2130) (email@example.com).
The information contained in this Offer to Exchange about PFSweb, Inc.
should be read together with the information contained in the documents to which
we have referred you.
This Offer to Exchange and the SEC reports referred to above (except
for historical information) and, in particular, information regarding future
revenue, earnings and business plans and goals, consist of forward-looking
information under the Private Securities Litigation Reform Act of 1995 and are
subject to and involve risks and uncertainties, which could cause actual results
to differ materially from the forward-looking information. When used in this
Offer to Exchange, the words "anticipate," "believe," "expect," "intend" and
"plan" and other similar