Stamps.com Stockholders Vote in Favor Of Measure to Protect $95 Million Tax Asset
All Stockholders Owning or Considering Owning 5% Must Contact the Company Immediately
LOS ANGELES – May 23, 2008 – Stamps.com® (Nasdaq:STMP), the intelligent online postage alternative to a postage meter, today announced that the previously proposed restrictions on transfer of shares of its stock (the “NOL Protective Measures”) became effective today. These measures, designed to protect the Company’s significant tax net operating losses, were approved by 98% of the stockholders who voted on the matter at the annual meeting on May 22, 2008.
Under the new NOL Protective Measures, there is no change to the way that existing Stamps.com shares are held or traded, but all shareholders must now comply with the following:
- Any person, company or investment firm which wishes to become a “5% shareholder” of Stamps.com, must first obtain a waiver from the Company’s board of directors.
- Any person, company or investment firm which is already a “5% shareholder” of Stamps.com cannot make any additional purchases of Stamps.com stock without a waiver from the Company’s board of directors.
- Stockholders of Stamps.com who are not a “5% shareholder”, and do not wish to become a “5% shareholder”, do not need do anything at this time.
- Because the ownership calculations can be complicated, Stamps.com strongly urges that any stockholder contemplating owning more than 775,000 shares contact the Company before doing so.
Stamps.com currently has approximately $250M in Federal NOLs and $150M in State NOLs, with a potential value of up to $95M in tax savings over the next 15 years. The value of these NOLs could be significantly impaired unless the Company avoids potential transfers of its stock that could trigger such an “ownership change” under Section 382. For more details about the NOL Protective Measures, please see Proposal 2 in the Proxy Statement for the 2008 Annual Meeting of Stockholders of Stamps.com, which is available at sec.gov.
About Stamps.com and PhotoStamps
Stamps.com (Nasdaq: STMP) is a leading provider of Internet-based postage services. Stamps.com’s online postage service enables small businesses, enterprises, and consumers to print U.S. Postal Service-approved postage with just a PC, printer and Internet connection, right from their home or office. The Company targets its services to small businesses and home offices, and currently has PC Postage partnerships with Microsoft, EarthLink, HP, NCR, Office Depot, the U.S. Postal Service and others.
PhotoStamps is a patented Stamps.com product that couples the technology of PC Postage with the simplicity of a web-based image upload and order process. PhotoStamps is currently available under authorization of the U.S. Postal Service for its fourth phase market test with an authorization through May 16, 2008. Customers may create full custom PhotoStamps with their own digital photograph, or they may choose a licensed image from one of many PhotoStamps collections such as NFL®, Collegiate, and now the limited edition American Idol® collection. Since launching PhotoStamps in May 2005, more than 57 million individual PhotoStamps have been shipped to customers. Stamps.com currently has PhotoStamps partnerships with Apple, Google/Picassa, HP/Snapfish, Adobe, and others.
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: This release includes forward-looking statements about our anticipated results and our PhotoStamps spend that involve risks and uncertainties. Important factors, including the Company’s ability to complete and ship its products, maintain desirable economics for its products and obtain or maintain regulatory approval, which could cause actual results to differ materially from those in the forward-looking statements, are detailed in filings with the Securities and Exchange Commission made from time to time by Stamps.com, including its Annual Report on Form 10-K for the year ended December 31, 2007, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. Stamps.com undertakes no obligation to release publicly any revisions to any forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
Stamps.com, the Stamps.com logo and PhotoStamps are trademarks or registered trademarks of Stamps.com Inc. All other brands and names are property of their respective owners.
Stamps.com Investor Contact:
Stamps.com Investor Relations
Brew Media Relations