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PFSweb Reports Second Quarter Record Results

Q2 Service Fee Equivalent Revenue up 40% to $39.8 Million; Adjusted EBITDA up 138% to $4.1 Million

August 10, 2015 4:02 PM EDT

ALLEN, TX -- (Marketwired) -- 08/10/15 -- PFSweb, Inc. (NASDAQ: PFSW), a global provider of end-to-end eCommerce solutions, reported results for the second quarter ended June 30, 2015.

Second Quarter 2015 Highlights vs. Year-Ago Quarter

  • Service fee equivalent revenue (a non-GAAP measure defined below) increased 40% to a Q2 record $39.8 million
  • Service fee gross margin increased 180 basis points to 31.8%
  • Adjusted EBITDA (a non-GAAP measure defined below) increased 138% to a Q2 record $4.1 million

Management Commentary

"We are pleased to once again report record quarterly results," said Michael Willoughby, CEO of PFSweb. "These results reflect continued strong execution for our new and existing clients. In addition, our service fee equivalent revenue and Adjusted EBITDA again benefitted from higher margin incremental project activity in our digital agency and technology services businesses. Our second quarter was also highlighted by the acquisition of MODA, which expands our offerings into the U.K. and adds integration capabilities with the Magento software platform. We believe our continuous execution, high level of client referenceability, and expansion of agency and technology service offerings are validating our position as a leader among full-service eCommerce providers.

"As recently announced, the breadth of our agency and technology service offering has been further enhanced through our acquisition of CrossView in August. Through combining CrossView's IBM WebSphere and SAP hybris related capabilities with our Demandware, Oracle Commerce and Magento experience, we believe we are now the only provider of end-to-end eCommerce solutions in the marketplace supporting all five major eCommerce software platforms. CrossView also provides us with a robust B2B front-end commerce platform which, we believe, when combined with our strong B2B order fulfillment, customer care and financial services capabilities, creates a unique B2B offering. By providing complete platform choice and a strong B2B full-service solution, we believe we will be able to target an even larger addressable market. As a result, we plan to further ramp our sales and marketing efforts to capitalize on the newly added capabilities and the cross sell opportunities from the CrossView acquisition."

2015 Outlook

As announced in the company's CrossView acquisition press release dated August 3, 2015, PFSweb has increased its 2015 service fee equivalent revenue guidance to range between $175 million and $185 million, up from $160 million to $170 million. This reflects growth of 26% to 33% from 2014. The company has also increased its adjusted EBITDA target to range between $18 million to $20 million, up from $16 million to $18 million. This reflects growth of 32% to 47% from 2014. This guidance excludes the impact of potential future acquisitions.

The updated guidance is based on the strength of the pre-acquisition PFSweb business and the contribution from the CrossView acquisition. The new service fee equivalent revenue and adjusted EBITDA guidance also reflects the expectation that CrossView revenues will be seasonally lower in the last quarter compared to the first three quarters, which is typical of commerce system integrators. The new guidance also includes the impact from increased sales and marketing expenses in the remainder of 2015, as well as expenses related to preparation for the 2015 holiday season.

Second Quarter 2015 Financial Results

Total revenues in the second quarter of 2015 increased 17% to $63.2 million compared to $54.0 million in the same period of 2014. Service fee revenue in the second quarter of 2015 increased 43% to $39.1 million compared to $27.4 million last year. Product revenue was $13.7 million compared to $18.1 million in the same period of 2014 due to ongoing restructuring activities by the company's largest client in this segment.

Service fee equivalent revenue in the second quarter of 2015 increased 40% to a second quarter record $39.8 million compared to $28.5 million in the same period of 2014.

Service fee gross margin in the second quarter increased 180 basis points to 31.8% compared to 30.0% in the same period of 2014. The 2015 quarter included a higher proportion of professional and technology services, including the impact from our acquisitions of Rev Solutions and LiveAreaLabs and certain incremental projects.

Adjusted EBITDA increased 138% to a second quarter record $4.1 million in of 2015 compared to $1.7 million in the same period of 2014. As a percentage of service fee equivalent revenue, adjusted EBITDA increased 430 basis points to 10.3% compared to 6.0% in the year-ago quarter.

Net loss in the second quarter was $1.9 million or $(0.11) per diluted share, compared to a net loss of $2.4 million or $(0.14) per diluted share in the same period of 2014. Net loss in the second quarter of 2015 included $1.2 million in stock-based compensation expense and $1.1 million in acquisition related and restructuring costs. This compares to $0.9 million in stock-based compensation expense and $0.2 million in acquisition related and restructuring costs in the same period of 2014.

Non-GAAP net income (a non-GAAP measure defined below) in the second quarter of 2015 was $0.6 million or $0.03 per diluted share, compared to non-GAAP net loss of $1.4 million or $(0.08) per diluted share in the second quarter of 2014.

At June 30, 2015, cash and cash equivalents was $15.7 million compared to $18.1 million at December 31, 2014. Total debt decreased to $9.5 million from $10.9 million at December 31, 2014.

First Half 2015 Financial Results

Total revenues in the first six months of 2015 increased 14% to $127.0 million compared to $111.3 million in the same period of 2014. Service fee revenue in the first six months of 2015 increased 38% to $75.8 million compared to $55.0 million last year. Product revenue was $30.3 million compared to $39.8 million in the same period of 2014.

Service fee equivalent revenue in the first six months of 2015 increased 35% to $77.5 million compared to $57.3 million in the same period of 2014.

Service fee gross margin in the first six months of 2015 increased 140 basis points to 31.6% compared to 30.2% in the same period of 2014.

Adjusted EBITDA increased 97% to $7.8 million in the first six months of 2015 compared to $4.0 million in the same period of 2014. As a percentage of service fee equivalent revenue, adjusted EBITDA increased 320 basis points to 10.1% compared to 6.9% in the year-ago period.

Net loss in the first six months of 2015 was $3.6 million or $(0.21) per diluted share, compared to a net loss of $4.2 million or $(0.25) per diluted share in the same period of 2014. Net loss in the first six months of 2015 included $2.0 million in stock-based compensation expense and $1.9 million in acquisition related and restructuring costs. This compares to $1.7 million in stock-based compensation expense and $0.2 million in acquisition related and restructuring costs in the same period of 2014.

Non-GAAP net income in the first six months of 2015 was $0.7 million or $0.04 per diluted share, compared to non-GAAP net loss of $2.4 million or $(0.14) per diluted share in the same period of 2014.

Conference Call

PFSweb will conduct a conference call today at 4:30 p.m. Eastern time to discuss its results for the second quarter ended June 30, 2015.

The company's CEO Mike Willoughby and CFO Tom Madden will host the conference call, followed by a question and answer period.

Date: Monday, August 10, 2015 Time: 4:30 p.m. Eastern time (3:30 p.m. Central time) Toll-free dial-in number: 1-888-539-3678 International dial-in number: 1-719-325-2454 Conference ID: 8118507

Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact Liolios Group at 1-949-574-3860.

The conference call will be broadcast live and available for replay at http://public.viavid.com/index.php?id=115575 and via the investor relations section of the company's website at www.pfsweb.com.

A replay of the conference call will be available after 7:30 p.m. Eastern time on the same day through August 24, 2015.

Toll-free replay number: 1-877-870-5176 International replay number: 1-858-384-5517 Replay ID: 8118507

About PFSweb Inc.

PFSweb (NASDAQ: PFSW) is a global provider of end-to-end eCommerce solutions including digital agency and marketing services, technology development services, business process outsourcing services and a complete omni-channel technology ecosystem. The company provides these solutions and services to major brand names and other companies seeking to optimize every customer experience and enhance their traditional and online business channels. PFSweb supports organizations across various industries, including Procter & Gamble, L'Oreal, LEGO, Columbia Sportswear, Ricoh, Roots Canada Ltd., Diageo, BCBGMAXAZRIA, T.J. Maxx, the United States Mint, and many more. PFSweb is headquartered in Allen, TX with additional locations in Tennessee, Mississippi, Minnesota, Washington, New York, Ohio, North Carolina, Canada, Belgium, London, Munich and India. For more information, please visit www.pfsweb.com or download the free PFSweb IR App on your iPhone, iPad or Android device.

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), Adjusted EBITDA and service fee equivalent revenue.

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, acquisition related costs and restructuring and other charges.

EBITDA represents earnings (or losses) before interest, income taxes, depreciation, and amortization. Adjusted EBITDA further eliminates the effect of stock-based compensation, acquisition related costs and restructuring and other charges.

Service fee equivalent revenue represents service fee revenue plus the gross profit earned on product revenue.

Non-GAAP net income (loss), EBITDA, Adjusted EBITDA and service fee equivalent revenue 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, acquisition related costs and restructuring and other charges 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. Service fee equivalent revenue allows client contracts with similar operational support models but different financial models to be combined as if all contracts were being operated on a service fee revenue basis.

PFSweb believes these non-GAAP measures provide useful information to both management and investors by focusing on certain operational metrics and excluding certain expenses in order to present its core operating performance and 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.

Forward-Looking Statements

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, 2014 identifies 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 Report of the Company 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
                 Condensed Consolidated Balance Sheets (A)
                     (In Thousands, Except Share Data)


                                                   June 30,    December 31,
                                                     2015          2014
                                                 ------------  ------------

                      ASSETS
CURRENT ASSETS:
  Cash and cash equivalents                      $     15,721  $     18,128
  Restricted cash                                         374           521
  Accounts receivable, net of allowance for
   doubtful accounts of $446 and $447 at June 30,
   2015 and December 31, 2014, respectively            42,961        59,126
  Inventories, net of reserves of $635 and $768
   at June 30, 2015 and December 31, 2014,
   respectively                                        10,333        10,534
  Other receivables                                     4,565         5,638
  Prepaid expenses and other current assets             4,551         7,103
                                                 ------------  ------------
    Total current assets                               78,505       101,050

PROPERTY AND EQUIPMENT, net                            23,912        26,604
INTANGIBLE ASSETS, net                                  1,813         2,170
GOODWILL                                               10,322         8,366
OTHER ASSETS                                            2,101         2,556
                                                 ------------  ------------
    Total assets                                 $    116,653  $    140,746
                                                 ============  ============

       LIABILITIES AND SHAREHOLDERS EQUITY
CURRENT LIABILITIES:
  Current portion of long-term debt and capital
   lease obligations                             $      5,717  $      6,850
  Trade accounts payable                               27,839        38,842
  Deferred revenue                                      6,806         9,098
  Accrued expenses                                     24,124        28,473
                                                 ------------  ------------
    Total current liabilities                          64,486        83,263

LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS,
 less current portion                                   3,739         4,062
DEFERRED REVENUE                                        4,481         5,355
DEFERRED RENT                                           4,561         4,870
OTHER LONG-TERM LIABILITIES                               368         3,091
                                                 ------------  ------------
    Total liabilities                                  77,635       100,641
                                                 ------------  ------------


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; 17,511,982 and 17,047,093
   shares issued at June 30, 2015 and December
   31, 2014, respectively; and 17,478,515 and
   17,013,622 shares outstanding as of June 30,
   2015 and December 31, 2014, respectively                17            17
  Additional paid-in capital                          132,631       129,457
  Accumulated deficit                                 (93,519)      (89,926)
  Accumulated other comprehensive income                   14           682
  Treasury stock at cost, 33,467 shares                  (125)         (125)
                                                 ------------  ------------
    Total shareholders' equity                         39,018        40,105
                                                 ------------  ------------
    Total liabilities and shareholders' equity   $    116,653  $    140,746
                                                 ============  ============

(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, 2014.



                       PFSweb, Inc. and Subsidiaries
       Unaudited Condensed Consolidated Statements of Operations (A)
                   (In Thousands, Except Per Share Data)

                                  Three Months Ended     Six Months Ended
                                       June 30,              June 30,
                                 --------------------  --------------------
                                    2015       2014       2015       2014
                                 ---------  ---------  ---------  ---------
REVENUES:
  Product revenue, net           $  13,658  $  18,120  $  30,312  $  39,842
  Service fee revenue               39,075     27,384     75,783     54,982
  Pass-thru revenue                 10,443      8,539     20,927     16,448
                                 ---------  ---------  ---------  ---------
    Total revenues                  63,176     54,043    127,022    111,272
                                 ---------  ---------  ---------  ---------

COSTS OF REVENUES:
  Cost of product revenue           12,911     17,039     28,619     37,555
  Cost of service fee revenue       26,645     19,160     51,800     38,380
  Cost of pass-thru revenue         10,443      8,539     20,927     16,448
                                 ---------  ---------  ---------  ---------
      Total costs of revenues       49,999     44,738    101,346     92,383
                                 ---------  ---------  ---------  ---------
      Gross profit                  13,177      9,305     25,676     18,889
SELLING, GENERAL AND
 ADMINISTRATIVE EXPENSES            14,676     11,485     28,290     22,507
                                 ---------  ---------  ---------  ---------
    Income (loss) from operations   (1,499)    (2,180)    (2,614)    (3,618)
INTEREST EXPENSE (INCOME), NET         223        173        541        316
                                 ---------  ---------  ---------  ---------
    Income (loss) before income
     taxes                          (1,722)    (2,353)    (3,155)    (3,934)
INCOME TAX PROVISION (BENEFIT)         178         42        438        271
                                 ---------  ---------  ---------  ---------
NET INCOME (LOSS)                $  (1,900) $  (2,395) $  (3,593) $  (4,205)
                                 =========  =========  =========  =========
NON-GAAP NET INCOME (LOSS)       $     613  $  (1,379) $     743  $  (2,395)
                                 =========  =========  =========  =========

NET INCOME (LOSS) PER SHARE:
  Basic                          $   (0.11) $   (0.14) $   (0.21) $   (0.25)
                                 =========  =========  =========  =========
  Diluted                        $   (0.11) $   (0.14) $   (0.21) $   (0.25)
                                 =========  =========  =========  =========

WEIGHTED AVERAGE NUMBER OF SHARES
 OUTSTANDING:
  Basic                             17,368     16,736     17,257     16,630
                                 =========  =========  =========  =========
  Diluted                           17,368     16,736     17,257     16,630
                                 =========  =========  =========  =========

EBITDA                           $   1,810  $     698  $   3,950  $   2,150
                                 =========  =========  =========  =========
ADJUSTED EBITDA                  $   4,083  $   1,714  $   7,806  $   3,960
                                 =========  =========  =========  =========

(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, 2014.



                       PFSweb, Inc. and Subsidiaries
              Reconciliation of certain Non-GAAP Items to GAAP
                   (In Thousands, Except Per Share Data)

                                  Three Months Ended     Six Months Ended
                                       June 30,              June 30,
                                 --------------------  --------------------
                                    2015       2014       2015       2014
                                 ---------  ---------  ---------  ---------

NET INCOME (LOSS)                $  (1,900) $  (2,395) $  (3,593) $  (4,205)
    Income tax expense (benefit)       178         42        438        271
    Interest expense, net              223        173        541        316
    Depreciation and amortization    3,309      2,878      6,564      5,768
                                 ---------  ---------  ---------  ---------
EBITDA                           $   1,810  $     698  $   3,950  $   2,150
    Stock-based compensation         1,150        862      1,954      1,656
    Acquisition related and
     restructuring costs             1,123        154      1,902        154
                                 ---------  ---------  ---------  ---------
ADJUSTED EBITDA                  $   4,083  $   1,714  $   7,806  $   3,960
                                 =========  =========  =========  =========


                                  Three Months Ended     Six Months Ended
                                       June 30,              June 30,
                                 --------------------  --------------------
                                    2015       2014       2015       2014
                                 ---------  ---------  ---------  ---------

NET INCOME (LOSS)                $  (1,900) $  (2,395) $  (3,593) $  (4,205)
    Stock-based compensation         1,150        862      1,954      1,656
    Amortization of intangible
     assets                            240          -        480          -
    Acquisition related and
     restructuring costs             1,123        154      1,902        154
                                 ---------  ---------  ---------  ---------
NON-GAAP NET INCOME (LOSS)       $     613  $  (1,379) $     743  $  (2,395)
                                 =========  =========  =========  =========

NET INCOME (LOSS) PER SHARE:
  Basic                          $   (0.11) $   (0.14) $   (0.21) $   (0.25)
                                 =========  =========  =========  =========
  Diluted                        $   (0.11) $   (0.14) $   (0.21) $   (0.25)
                                 =========  =========  =========  =========

NON-GAAP NET INCOME (LOSS) Per
 Share:
  Basic                          $    0.04  $   (0.08) $    0.04  $   (0.14)
                                 =========  =========  =========  =========
  Diluted                        $    0.03  $   (0.08) $    0.04  $   (0.14)
                                 =========  =========  =========  =========



                                  Three Months Ended     Six Months Ended
                                       June 30,              June 30,
                                 --------------------  --------------------
                                    2015       2014       2015       2014
                                 ---------  ---------  ---------  ---------

TOTAL REVENUES                   $  63,176  $  54,043  $ 127,022  $ 111,272
  Pass-thru revenue                (10,443)    (8,539)   (20,927)   (16,448)
  Cost of product revenue          (12,911)   (17,039)   (28,619)   (37,555)
                                 ---------  ---------  ---------  ---------
SERVICE FEE EQUIVALENT REVENUE   $  39,822  $  28,465  $  77,476  $  57,269
                                 =========  =========  =========  =========



                       PFSweb, Inc. and Subsidiaries
              Unaudited Consolidating Statements of Operations
                  For the Three Months Ended June 30, 2015
                               (In Thousands)

                                      Business &
                                        Retail
                             PFSweb     Connect  Eliminations  Consolidated
                           ---------  ---------- ------------  ------------
REVENUES:
  Product revenue, net     $       -  $   13,658 $          -  $     13,658
  Service fee revenue         35,841       3,234            -        39,075
  Service fee revenue -
   affiliate                   3,150         169       (3,319)            -
  Pass-thru revenue           10,443           -            -        10,443
                           ---------  ---------- ------------  ------------
      Total revenues          49,434      17,061       (3,319)       63,176
                           ---------  ---------- ------------  ------------

COSTS OF REVENUES:
  Cost of product revenue          -      12,911            -        12,911
  Cost of service fee
   revenue                    26,611       3,198       (3,164)       26,645
  Cost of pass-thru revenue   10,443           -            -        10,443
                           ---------  ---------- ------------  ------------
      Total costs of
       revenues               37,054      16,109       (3,164)       49,999
                           ---------  ---------- ------------  ------------
      Gross profit            12,380         952         (155)       13,177
SELLING, GENERAL AND
 ADMINISTRATIVE EXPENSES      14,249         582         (155)       14,676
                           ---------  ---------- ------------  ------------
    Income (loss) from
     operations               (1,869)        370            -        (1,499)
INTEREST EXPENSE (INCOME),
 NET                             121         102            -           223
                           ---------  ---------- ------------  ------------
    Income (loss) before
     income taxes             (1,990)        268            -        (1,722)
INCOME TAX PROVISION
 (BENEFIT)                        86          92            -           178
                           ---------  ---------- ------------  ------------
NET INCOME (LOSS)          $  (2,076) $      176 $          -  $     (1,900)
                           =========  ========== ============  ============
NON-GAAP NET INCOME (LOSS) $     437  $      176 $          -  $        613
                           =========  ========== ============  ============

EBITDA                     $   1,421  $      389 $          -  $      1,810
                           =========  ========== ============  ============
ADJUSTED EBITDA            $   3,694  $      389 $          -  $      4,083
                           =========  ========== ============  ============


A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA
 follows:

NET INCOME (LOSS)          $  (2,076) $      176 $          -        (1,900)
    Income tax expense
     (benefit)                    86          92            -           178
    Interest expense
     (income), net               121         102            -           223
    Depreciation and
     amortization              3,290          19            -         3,309
                           ---------  ---------- ------------  ------------
EBITDA                     $   1,421  $      389 $          -  $      1,810
    Stock-based
     compensation              1,150           -            -         1,150
    Acquisition related and
     restructuring costs       1,123           -            -         1,123
                           ---------  ---------- ------------  ------------
ADJUSTED EBITDA            $   3,694  $      389 $          -  $      4,083
                           =========  ========== ============  ============

A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS)
 follows:

NET INCOME (LOSS)          $  (2,076) $      176 $          -  $     (1,900)
    Stock-based
     compensation              1,150           -            -         1,150
    Amortization of
     intangible assets           240           -            -           240
    Acquisition related and
     restructuring costs       1,123           -            -         1,123
                           ---------  ---------- ------------  ------------
NON-GAAP NET INCOME (LOSS) $     437  $      176 $          -  $        613
                           =========  ========== ============  ============

Note: Business and Retail Connect includes our Supplies Distributors and
PFSweb Retail Connect operations, which operate similar financial models on
behalf of our client relationships.



                       PFSweb, Inc. and Subsidiaries
              Unaudited Consolidating Statements of Operations
                  For the Three Months Ended June 30, 2014
                               (In Thousands)

                                      Business &
                                        Retail
                             PFSweb     Connect  Eliminations  Consolidated
                           ---------  ---------- ------------  ------------
REVENUES:
  Product revenue, net     $       -  $   18,120 $          -  $     18,120
  Service fee revenue         24,423       2,961            -        27,384
  Service fee revenue -
   affiliate                   3,176         595       (3,771)            -
  Pass-thru revenue            8,539           -            -         8,539
                           ---------  ---------- ------------  ------------
      Total revenues          36,138      21,676       (3,771)       54,043
                           ---------  ---------- ------------  ------------

COSTS OF REVENUES:
  Cost of product revenue          -      17,039            -        17,039
  Cost of service fee
   revenue                    19,557       3,093       (3,490)       19,160
  Cost of pass-thru revenue    8,539           -            -         8,539
                           ---------  ---------- ------------  ------------
      Total costs of
       revenues               28,096      20,132       (3,490)       44,738
                           ---------  ---------- ------------  ------------
      Gross profit             8,042       1,544         (281)        9,305
SELLING, GENERAL AND
 ADMINISTRATIVE EXPENSES      10,719       1,047         (281)       11,485
                           ---------  ---------- ------------  ------------
    Income (loss) from
     operations               (2,677)        497            -        (2,180)
INTEREST EXPENSE (INCOME),
 NET                              33         140            -           173
                           ---------  ---------- ------------  ------------
    Income (loss) before
     income taxes             (2,710)        357            -        (2,353)
INCOME TAX PROVISION
 (BENEFIT)                       (49)         91            -            42
                           ---------  ---------- ------------  ------------
NET INCOME (LOSS)          $  (2,661) $      266 $          -  $     (2,395)
                           =========  ========== ============  ============
NON-GAAP NET INCOME (LOSS) $  (1,645) $      266 $          -  $     (1,379)
                           =========  ========== ============  ============

EBITDA                     $     157  $      541 $          -  $        698
                           =========  ========== ============  ============
ADJUSTED EBITDA            $   1,173  $      541 $          -  $      1,714
                           =========  ========== ============  ============


A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA
 follows:

NET INCOME (LOSS)          $  (2,661) $      266 $          -        (2,395)
    Income tax expense
     (benefit)                   (49)         91            -            42
    Interest expense
     (income), net                33         140            -           173
    Depreciation and
     amortization              2,834          44            -         2,878
                           ---------  ---------- ------------  ------------
EBITDA                     $     157  $      541 $          -  $        698
    Stock-based
     compensation                862           -            -           862
    Acquisition related
     costs                       154           -            -           154
                           ---------  ---------- ------------  ------------
ADJUSTED EBITDA            $   1,173  $      541 $          -  $      1,714
                           =========  ========== ============  ============

A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS)
 follows:

NET INCOME (LOSS)          $  (2,661) $      266 $          -  $     (2,395)
    Stock-based
     compensation                862           -            -           862
    Acquisition related
     costs                       154           -            -           154
                           ---------  ---------- ------------  ------------
NON-GAAP NET INCOME (LOSS) $  (1,645) $      266 $          -  $     (1,379)
                           =========  ========== ============  ============

Note: Business and Retail Connect includes our Supplies Distributors and
PFSweb Retail Connect operations, which operate similar financial models on
behalf of our client relationships.



                       PFSweb, Inc. and Subsidiaries
              Unaudited Consolidating Statements of Operations
                   For the Six Months Ended June 30, 2015
                               (In Thousands)

                                      Business &
                                        Retail
                             PFSweb     Connect  Eliminations  Consolidated
                           ---------  ---------- ------------  ------------
REVENUES:
  Product revenue, net     $       -  $   30,312 $          -  $     30,312
  Service fee revenue         68,573       7,210            -        75,783
  Service fee revenue -
   affiliate                   6,643         373       (7,016)            -
  Pass-thru revenue           20,927           -            -        20,927
                           ---------  ---------- ------------  ------------
      Total revenues          96,143      37,895       (7,016)      127,022
                           ---------  ---------- ------------  ------------

COSTS OF REVENUES:
  Cost of product revenue          -      28,619            -        28,619
  Cost of service fee
   revenue                    51,268       7,144       (6,612)       51,800
  Cost of pass-thru revenue   20,927           -            -        20,927
                           ---------  ---------- ------------  ------------
      Total costs of
       revenues               72,195      35,763       (6,612)      101,346
                           ---------  ---------- ------------  ------------
      Gross profit            23,948       2,132         (404)       25,676
SELLING, GENERAL AND
 ADMINISTRATIVE EXPENSES      27,479       1,215         (404)       28,290
                           ---------  ---------- ------------  ------------
    Income (loss) from
     operations               (3,531)        917            -        (2,614)
INTEREST EXPENSE (INCOME),
 NET                             327         214            -           541
                           ---------  ---------- ------------  ------------
    Income (loss) before
     income taxes             (3,858)        703            -        (3,155)
INCOME TAX PROVISION
 (BENEFIT)                       192         246            -           438
                           ---------  ---------- ------------  ------------
NET INCOME (LOSS)          $  (4,050) $      457 $          -  $     (3,593)
                           =========  ========== ============  ============
NON-GAAP NET INCOME (LOSS) $     286  $      457 $          -  $        743
                           =========  ========== ============  ============

EBITDA                     $   2,990  $      960 $          -  $      3,950
                           =========  ========== ============  ============
ADJUSTED EBITDA            $   6,846  $      960 $          -  $      7,806
                           =========  ========== ============  ============


A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA
 follows:

NET INCOME (LOSS)          $  (4,050) $      457 $          -        (3,593)
    Income tax expense
     (benefit)                   192         246            -           438
    Interest expense
     (income), net               327         214            -           541
    Depreciation and
     amortization              6,521          43            -         6,564
                           ---------  ---------- ------------  ------------
EBITDA                     $   2,990  $      960 $          -  $      3,950
    Stock-based
     compensation              1,954           -            -         1,954
    Acquisition related and
     restructuring costs       1,902           -            -         1,902
                           ---------  ---------- ------------  ------------
ADJUSTED EBITDA            $   6,846  $      960 $          -  $      7,806
                           =========  ========== ============  ============

A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS)
 follows:

NET INCOME (LOSS)          $  (4,050) $      457 $          -  $     (3,593)
    Stock-based
     compensation              1,954           -            -         1,954
    Amortization of
     intangible assets           480           -            -           480
    Acquisition related and
     restructuring costs       1,902           -            -         1,902
                           ---------  ---------- ------------  ------------
NON-GAAP NET INCOME (LOSS) $     286  $      457 $          -  $        743
                           =========  ========== ============  ============

Note: Business and Retail Connect includes our Supplies Distributors and
PFSweb Retail Connect operations, which operate similar financial models on
behalf of our client relationships.



                       PFSweb, Inc. and Subsidiaries
              Unaudited Consolidating Statements of Operations
                   For the Six Months Ended June 30, 2014
                               (In Thousands)

                                      Business &
                                        Retail
                             PFSweb     Connect  Eliminations  Consolidated
                           ---------  ---------- ------------  ------------
REVENUES:
  Product revenue, net     $       -  $   39,842 $          -  $     41,703
  Service fee revenue         48,576       6,406            -        55,025
  Service fee revenue -
   affiliate                   6,866       1,210       (8,076)       (1,904)
  Pass-thru revenue           16,448           -            -        16,448
                           ---------  ---------- ------------  ------------
      Total revenues          71,890      47,458       (8,076)      111,272
                           ---------  ---------- ------------  ------------

COSTS OF REVENUES:
  Cost of product revenue          -      37,555            -        36,781
  Cost of service fee
   revenue                    39,077       6,709       (7,406)       39,154
  Cost of pass-thru revenue   16,448           -            -        16,448
                           ---------  ---------- ------------  ------------
      Total costs of
       revenues               55,525      44,264       (7,406)       92,383
                           ---------  ---------- ------------  ------------
      Gross profit            16,365       3,194         (670)       18,889
SELLING, GENERAL AND
 ADMINISTRATIVE EXPENSES      20,895       2,282         (670)       22,507
                           ---------  ---------- ------------  ------------
    Income (loss) from
     operations               (4,530)        912            -        (3,618)
INTEREST EXPENSE (INCOME),
 NET                              32         284            -           316
                           ---------  ---------- ------------  ------------
    Income (loss) before
     income taxes             (4,562)        628            -        (3,934)
INCOME TAX PROVISION
 (BENEFIT)                        81         190            -           271
                           ---------  ---------- ------------  ------------
NET INCOME (LOSS)          $  (4,643) $      438 $          -  $     (4,205)
                           =========  ========== ============  ============
NON-GAAP NET INCOME (LOSS) $  (2,833) $      438 $          -  $     (2,395)
                           =========  ========== ============  ============

EBITDA                     $   1,151  $      999 $          -  $      2,150
                           =========  ========== ============  ============
ADJUSTED EBITDA            $   2,961  $      999 $          -  $      3,960
                           =========  ========== ============  ============


A reconciliation of NET INCOME (LOSS) to EBITDA and ADJUSTED EBITDA
 follows:

NET INCOME (LOSS)          $  (4,643) $      438 $          -        (4,205)
    Income tax expense
     (benefit)                    81         190            -           271
    Interest expense
     (income), net                32         284            -           316
    Depreciation and
     amortization              5,681          87            -         5,768
                           ---------  ---------- ------------  ------------
EBITDA                     $   1,151  $      999 $          -  $      2,150
    Stock-based
     compensation              1,656           -            -         1,656
    Acquisition related
     costs                       154           -            -           154
                           ---------  ---------- ------------  ------------
ADJUSTED EBITDA            $   2,961  $      999 $          -  $      3,960
                           =========  ========== ============  ============

A reconciliation of NET INCOME (LOSS) to NON-GAAP NET INCOME (LOSS)
 follows:

NET INCOME (LOSS)          $  (4,643) $      438 $          -  $     (4,205)
    Stock-based
     compensation              1,656           -            -         1,656
    Acquisition related
     costs                       154           -            -           154
                           ---------  ---------- ------------  ------------
NON-GAAP NET INCOME (LOSS) $  (2,833) $      438 $          -  $     (2,395)
                           =========  ========== ============  ============

Note: Business and Retail Connect includes our Supplies Distributors and
PFSweb Retail Connect operations, which operate similar financial models on
behalf of our client relationships.



                       PFSweb, Inc. and Subsidiaries
              Unaudited Condensed Consolidating Balance Sheets
                            as of June 30, 2015
                               (In Thousands)

                                     Business &
                                       Retail
                            PFSweb     Connect   Eliminations  Consolidated
                          ---------  ----------  ------------  ------------

          ASSETS
CURRENT ASSETS:
  Cash and cash
   equivalents            $   9,036  $    6,685  $          -  $     15,721
  Restricted cash                 -         374             -           374
  Accounts receivable, net   30,064      13,727          (830)       42,961
  Inventories, net                -      10,333             -        10,333
  Other receivables             160       4,405             -         4,565
  Prepaid expenses and
   other current assets       3,687         864             -         4,551
                          ---------  ----------  ------------  ------------
      Total current assets   42,947      36,388          (830)       78,505

PROPERTY AND EQUIPMENT,
 net                         23,858          54             -        23,912
RECEIVABLE/INVESTMENT IN
 AFFILIATES                  11,039           -       (11,039)            -
INTANGIBLE ASSETS, net        1,813           -             -         1,813
GOODWILL                     10,322           -             -        10,322
OTHER ASSETS                  2,101           -             -         2,101
                          ---------  ----------  ------------  ------------
      Total assets           92,080      36,442       (11,869)      116,653
                          =========  ==========  ============  ============

      LIABILITIES AND
    SHAREHOLDERS EQUITY
CURRENT LIABILITIES:
Current portion of long-
 term debt and capital
 lease obligations        $   3,550  $    2,167  $          -  $      5,717
Trade accounts payable        8,393      20,287          (841)       27,839
Deferred revenue              6,806           -             -         6,806
Accrued expenses             19,394       4,730             -        24,124
                          ---------  ----------  ------------  ------------
      Total current
       liabilities           38,143      27,184          (841)       64,486

LONG-TERM DEBT AND CAPITAL
 LEASE OBLIGATIONS, less
 current portion              3,739           -             -         3,739
PAYABLE TO AFFILIATES             -      22,045       (22,045)            -
DEFERRED REVENUE              4,481           -             -         4,481
DEFERRED RENT                 4,561           -             -         4,561
OTHER LONG-TERM
 LIABILITIES                    368           -             -           368
                          ---------  ----------  ------------  ------------
      Total liabilities      51,292      49,229       (22,886)       77,635
                          ---------  ----------  ------------  ------------


COMMITMENTS AND
 CONTINGENCIES

SHAREHOLDERS' EQUITY:
  Common stock                   17       1,019        (1,019)           17
  Capital contributions           -                         -             -
  Additional paid-in
   capital                  134,557      28,060       (29,986)      132,631
  Retained earnings
   (accumulated deficit)    (93,661)    (43,128)       43,270       (93,519)
  Accumulated other
   comprehensive income           -       1,262        (1,248)           14
  Treasury stock               (125)          -             -          (125)
                          ---------  ----------  ------------  ------------
    Total shareholders'
     equity                  40,788     (12,787)       11,017        39,018
                          ---------  ----------  ------------  ------------
    Total liabilities and
     shareholders' equity $  92,080  $   36,442  $    (11,869) $    116,653
                          =========  ==========  ============  ============

(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, 2014.



                       PFSweb, Inc. and Subsidiaries
              Unaudited Condensed Consolidating Balance Sheets
                          as of December 31, 2014
                               (In Thousands)

                                     Business &
                                       Retail
                            PFSweb     Connect   Eliminations  Consolidated
                          ---------  ----------  ------------  ------------

          ASSETS
CURRENT ASSETS:
  Cash and cash
   equivalents            $   6,671  $   11,457  $          -  $     18,128
  Restricted cash                 -         521             -           521
  Accounts receivable, net   42,081      18,415        (1,370)       59,126
  Inventories, net                -      10,534             -        10,534
  Other receivables               -       5,638             -         5,638
  Prepaid expenses and
   other current assets       6,141         962             -         7,103
                          ---------  ----------  ------------  ------------
      Total current assets   54,893      47,527        (1,370)      101,050

PROPERTY AND EQUIPMENT,
 net                         26,478         126             -        26,604
RECEIVABLE/INVESTMENT IN
 AFFILIATES                   9,938           -        (9,938)            -
INTANGIBLE ASSETS, net        2,170           -             -         2,170
GOODWILL                      8,366           -             -         8,366
OTHER ASSETS                  2,527          29             -         2,556
                          ---------  ----------  ------------  ------------
      Total assets          104,372      47,682       (11,308)      140,746
                          =========  ==========  ============  ============

      LIABILITIES AND
    SHAREHOLDERS EQUITY
CURRENT LIABILITIES:
  Current portion of long-
   term debt and capital
   lease obligations      $   3,583  $    3,267  $          -  $      6,850
  Trade accounts payable     13,001      27,211        (1,370)       38,842
  Deferred revenue            9,098           -             -         9,098
  Accrued expenses           21,338       7,135             -        28,473
                          ---------  ----------  ------------  ------------
      Total current
       liabilities           47,020      37,613        (1,370)       83,263

LONG-TERM DEBT AND CAPITAL
 LEASE OBLIGATIONS, less
 current portion              4,062           -             -         4,062
PAYABLE TO AFFILIATES             -      22,045       (22,045)            -
DEFERRED REVENUE              5,355           -             -         5,355
DEFERRED RENT                 4,870           -             -         4,870
OTHER LONG-TERM
 LIABILITIES                  3,091           -             -         3,091
                          ---------  ----------  ------------  ------------
      Total liabilities      64,398      59,658       (23,415)      100,641
                          ---------  ----------  ------------  ------------


COMMITMENTS AND
 CONTINGENCIES

SHAREHOLDERS' EQUITY:
  Common stock                   17          19           (19)           17
  Capital contributions           -       1,000        (1,000)            -
  Additional paid-in
   capital                  129,457      28,060       (28,060)      129,457
  Retained earnings
   (accumulated deficit)    (90,061)    (42,711)       42,846       (89,926)
  Accumulated other
   comprehensive income         686       1,656        (1,660)          682
  Treasury stock               (125)          -             -          (125)
                          ---------  ----------  ------------  ------------
      Total shareholders'
       equity                39,974     (11,976)       12,107        40,105
                          ---------  ----------  ------------  ------------
      Total liabilities
       and shareholders'
       equity             $ 104,372  $   47,682  $    (11,308) $    140,746
                          =========  ==========  ============  ============

(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, 2014.

Company Contact:

Michael C. Willoughby
Chief Executive Officer
or
Thomas J. Madden
Chief Financial Officer
Tel 972-881-2900

Investor Relations:

Liolios Group Inc.
Scott Liolios or Sean Mansouri
Tel 949-574-3860
Email Contact

Source: PFSweb, Inc.



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