Published: June 14, 2010
Vitacost.com Announces its Slate of Director Nominees for Election by Stockholders at 2010 Annual Meeting
BOCA RATON, Fla. - (BUSINESS WIRE) - Vitacost.com Inc. (NASDAQ: VITC), a leading online retailer and direct
marketer of health and wellness products, today announced that its
Annual Meeting of Stockholders will be held on Thursday, August 26,
2010. The company also announced that its Board of Directors has
nominated the following slate of seven directors for submission to the
company's stockholders for election at the 2010 annual meeting: Barbara
R. Allen, Sheryle Bolton, Alan V. Gallantar, Stewart
L. Gitler, Ira P. Kerker, Edwin J. Kozlowski, and Lawrence A.
Pabst, M.D.
"We are excited to propose such a strong slate of directors, which
includes several new, highly qualified and diverse nominees. We believe
their experience, successful track records and demonstrated corporate
leadership will greatly benefit the company and its stockholders,"
stated Ira P. Kerker, Chief Executive Officer.
"As we announced over six weeks ago, the company recognized that the
Board needed compositional change and that we were conducting a
comprehensive search to identify, interview and select the best
candidates we could find. We have now concluded this process and we are
pleased to nominate four accomplished candidates, including two with
experience in the health and wellness products industry," said Mr.
Kerker.
Ms. Allen, Ms. Bolton, Mr. Gallantar and Mr. Kozlowski have all notified
the company in their consent to serve as directors that they will not
serve on the Board of Directors if more than two of the nominees named
by Great Hill Equity Partners IV, L.P. and its affiliates in its
definitive consent solicitation statement filed with the SEC on May 25,
2010 are elected.
If the company's director-nominees are elected at the 2010 annual
meeting, they will continue to focus on improving operations, they
intend to adopt and implement best corporate governance practices, and
they will work to position the company for revenue growth and continued
profitability.
Additional Information on the Nominees
Barbara R. Allen, 57, retired as President of Proactive Partners in
September 2008, after three years with the company. Ms. Allen was a
former Partner with The Everest Group, a strategy and general management
consulting firm, from 2003 through October 2005. For 23 years, Ms. Allen
held various executive management positions with The Quaker Oats Company
including Executive Vice President, International Foods responsible for
Quaker's food business outside the United States; Vice President,
Corporate Strategic Planning responsible for development of worldwide
strategic plans and annual operating budgets; President, Frozen Foods
Division and Vice President Marketing. Additionally, Ms. Allen served as
President of the Corporate Supplier Division for Corporate Express and
as CEO for the WUSA, the women's pro-soccer league start-up. Ms. Allen
serves on the Board of Directors of RLI Corporation. She is a former
director for publicly traded companies Maytag Corporation, Lance, Inc.,
Tyson, and Chart House Enterprises as well as for Converse Inc. and
Coty, Inc. serving on the audit and compensation committees. Ms. Allen
has a Bachelor of Science in Psychology from the University of
Illinois-Champaign and a Master's degree in Marketing and Finance from
the University of Chicago.
Sheryle Bolton, 63, has advised U.S. and international technology
companies on growth and funding strategies since 2007, and from 2002 to
2005. From 2005 to 2007, Ms. Bolton was Chief Executive Officer of
QUIXIT, Inc., an online brain fitness company, which was acquired in
2007. From 1996 to 2002, Ms. Bolton was Chairman and Chief Executive
Officer of Scientific Learning Corporation (NASDAQ: SCIL), a health care
and educational technology company, where she led a highly successful
public offering. Ms. Bolton has also had experience serving as a
director on boards of public and private companies and mutual funds,
including LiveDeal, Inc. (NASDAQ: LIVE) from 2008 to present, Bridge
Capital Holdings (NASDAQ: BBNK) from 2007 to 2008 and 30 domestic and
international Scudder-Kemper Mutual Funds, representing $60 billion of
assets under management, from 1995 to 2001. Earlier in her career, Ms.
Bolton was President and Chief Operating Officer of Physicians' Online,
Inc.; a Vice President in Merrill Lynch's investment banking division;
Senior Executive at Rockefeller & Co. Global Asset Management; and
Director of Strategy of HBO, Inc. Ms. Bolton holds a Bachelor's Degree
in English and a Master's Degree in Linguistics from the University of
Georgia and an M.B.A. from Harvard Business School.
Alan V. Gallantar, CPA, 52, served as Chief Financial Officer of Ivivi
Technologies, Inc., a publicly traded medical device corporation, from
2006 to 2009. From 2004 until 2006, Mr. Gallantar served as an executive
consultant to a variety of clients, providing management consulting and
chief financial officer services. From 1999 until 2004, Mr. Gallantar
served as Chief Financial Officer of Advanced Viral Research Corp., a
publicly traded biotech corporation. Mr. Gallantar served as Treasurer
and Controller of AMBI, Inc. (currently Nutrition 21, Inc.), a publicly
traded nutraceutical corporation, from 1998 to 1999, and as Senior Vice
President and Chief Financial Officer of Bradley Pharmaceuticals, Inc.,
a publicly traded pharmaceutical distributor, from 1992 to 1997. Mr.
Gallantar also served in senior financial positions at PaineWebber
Incorporated (currently UBS), Chase Bank (currently JPMorgan Chase),
Phillip Morris, Inc. (currently Altria Group) and Deloitte & Touche LLP.
Mr. Gallantar is a Certified Public Accountant and received a B.A. in
accounting from Queens College in 1979.
Edwin J. Kozlowski, 61, has served on the Board of Directors of Help A
Child since 2005 and as the Chairman of the board since 2006. Mr.
Kozlowski served as Executive Vice President and Chief Operating Officer
of Retail Ventures, Inc. from 2001 to 2004 and as Senior Vice President
and Chief Financial Officer-Chief Operating Officer of DSW in 2001.
Prior to joining Retail Ventures, Inc., Mr. Kozlowski served as
Executive Vice President and Chief Financial Officer of General
Nutrition Companies, Inc. from 1990 to 2000. From 1978 to 1990, Mr.
Kozlowski held various management positions within General Nutrition
Companies, Inc. Mr. Kozlowski also served in senior financial positions
at H.K. Porter Company and Arthur Young, LLP. Mr. Kozlowski was an
officer with the United States Secret Service and served in the United
State Army. Mr. Kozlowski received a B.S. in accounting from Robert
Morris University in 1975.
Ira P. Kerker, 47, was appointed Chief Executive Officer and Director of
Vitacost.com in January 2007. From February 2005 through January 2007,
Mr. Kerker served as the company's General Counsel where he acted as a
member of the executive management team. From December 2003 through
February 2005, Mr. Kerker performed legal services, on a contract basis,
for Fireman's Fund Insurance and USAA Insurance. From September 1995 to
September 2004, Mr. Kerker was a financial representative of MetLife/New
England Financial. From 2001 through September 2003, Mr. Kerker was a
financial representative and Managing Partner of MetLife/New England
Financial. Mr. Kerker received a B.S. in Business Administration from
the University of Florida and his J.D. from Whittier College School of
Law.
Stewart L. Gitler, 51, has served as a Director of Vitacost.com since
September 2008 and was appointed Chairman of the Board in June 2009. Mr.
Gitler has over 25 years legal experience in handling intellectual
property matters on both a national and international level at Hoffman,
Wasson & Gitler, P.C., where he has served as managing partner since
2000. Mr. Gitler concentrates on matters concerning patents, trademarks
and copyrights. Since 2008, Mr. Gitler has also served as General
Counsel to Charge Anywhere, LLC, an electronic payment solutions
provider. Mr. Gitler is registered to practice before the U.S. Patent
and Trademark Office. Mr. Gitler has a BChE in Chemical Engineering from
The Cooper Union for the Advancement of Science and Art and a J.D. from
Hofstra University Law School. He is a member of the State of New York,
Commonwealth of Virginia and District of Columbia Bars.
Lawrence A. Pabst, M.D., 59, has served as a Director of Vitacost.com
since April 2007. Dr. Pabst is also a member of the company's scientific
advisory board. Dr. Pabst developed an orthopedic group practice and
associated entities in Galion, Ohio from 1979 to January 2008, when the
practice was merged with Galion Community Hospital. Dr. Pabst continues
to be affiliated with Galion Community Hospital, where he served as the
Chief of Staff in 1985 and 1995. Dr. Pabst is also an owner, together
with other partners, of three Wendy's restaurant franchises and real
estate related to such franchises. From 1983 to 2007, Dr. Pabst was a
controlling owner of PN Investments, a privately held real estate
development company. Dr. Pabst is board certified by the American
Academy of Orthopedic Surgeons. Dr. Pabst attended the University of
Michigan and received his M.D. from The Ohio State University College of
Medicine.
About Vitacost.com Inc.
Vitacost.com Inc. (Symbol: VITC) is a leading online retailer and direct
marketer of health and wellness products, including dietary supplements
such as vitamins, minerals, herbs or other botanicals, amino acids and
metabolites, as well as cosmetics, organic body and personal care
products, sports nutrition and health foods. Vitacost.com Inc. sells
these products directly to consumers through its website, www.vitacost.com,
as well as through its catalogs. Vitacost.com Inc. strives to offer its
customers the broadest product selection of healthy living products,
while providing superior customer service and timely and accurate
delivery.
Additional Information and Where to Find It
In connection with Vitacost.com Inc.'s solicitation of proxies for use
at the company's 2010 Annual Meeting of Stockholders, the company
intends to file a proxy statement (and related proxy materials) on
Schedule 14A with the Securities and Exchange Commission (the "SEC" ) and
furnish to its stockholders its proxy statement (and related proxy
materials). INVESTORS AND STOCKHOLDERS ARE ADVISED TO READ THE
DEFINITIVE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS TO BE FILED WITH
THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT VITACOST.COM INC. AND THE 2010 ANNUAL MEETING OF
STOCKHOLDERS. The definitive proxy statement (when it becomes available)
will be mailed to Vitacost.com Inc. stockholders. Investors and
stockholders may obtain a free copy of these documents (when available)
and other documents filed by Vitacost.com Inc. at the SEC's website at www.sec.gov
and at the Investor Relations section of the company's website at www.vitacost.com.
The definitive proxy statement and such other documents may also be
obtained for free from Vitacost.com Inc. by directing such request to
Vitacost.com Inc., Attention: Kathleen Reed, 5400 Broken Sound Blvd.,
NW, Suite 500, Boca Raton, Florida 33487, Telephone: 561-982-4180.
Vitacost.com Inc. and its directors, director-nominees and executive
officers may be deemed to be participants in the solicitation of proxies
from its stockholders in connection with the 2010 Annual Meeting of
Stockholders. Information about Vitacost.com Inc.'s directors,
director-nominees and executive officers will be set forth in
Vitacost.com Inc.'s proxy statement on Schedule 14A which the company
intends to file with the SEC and furnish to its stockholders.
Forward-Looking Statements
Except for historical information contained herein, the statements in
this release are forward-looking and made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements made herein, which include beliefs concerning
new nominees to our Board of Directors and continuing service of
existing board members, involve known and unknown risks and
uncertainties, which may cause Vitacost.com Inc.'s actual results in
current or future periods to differ materially from future results.
Those risks and uncertainties include, among other things, the current
global economic downturn or recession; difficulty expanding its
manufacturing and distribution facilities; significant competition in
its industry; unfavorable publicity or consumer perception of its
products on the Internet; the incurrence of material product liability
and product recall costs; inability to defend intellectual property
claims; costs of compliance and its failure to comply with government
regulations; its failure to keep pace with the demands of customers for
new products; disruptions in its manufacturing system, including
information technology systems, or losses of manufacturing
certifications; and the lack of long-term experience with human
consumption of some of its products with innovative ingredients. Those
and other risks are more fully described in Vitacost.com Inc.'s filings
with the SEC, including the Registration Statement on Form S-1, as
amended, filed in connection with the company's initial public offering
as well as the company's Form 10-K filed for the full year ended
December 31, 2009.

Investor Contact:
Vitacost.com
Kathleen Reed
Director of
Investor Relations
561-982-4180
or
ICR, Inc.
John
Mills
Senior Managing Director
310-954-1105
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