UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934
Filed by the Registrant | o | |
Filed by a Party other than the Registrant | x |
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o | Preliminary Proxy Statement | |
o | Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
o | Definitive Proxy Statement | |
o | Definitive Additional Materials | |
x | Soliciting Materials Pursuant to Section 240.14a-12 | |
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PARLUX FRAGRANCES, INC.
(Name of Registrant as Specified in its Charter)
GLENN NUSSDORF
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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CERTAIN INFORMATION CONCERNING PARTICIPANTS
IN SOLICITATION OF CONSENTS BY GLENN NUSSDORF
FROM STOCKHOLDERS OF PARLUX FRAGRANCES, INC.
Glenn Nussdorf and certain persons named below are deemed to be participants in the solicitation of consents by Glenn Nussdorf from stockholders of Parlux Fragrances, Inc. (the "Company").
Participants in this solicitation include Michael Katz, the President and Chief Executive Officer of E Com Ventures, Inc. ("ECMV"), and Alfred Paliani, the General Counsel of Quality King Distributors, Inc., a privately-held corporation controlled by Glenn Nussdorf, Stephen Nussdorf and Arlene Nussdorf-Mark. Michael Katz also serves as a director and executive officer of certain other private companies controlled by the Nussdorf family. Glenn Nussdorf, Stephen Nussdorf and Arlene Nussdorf-Mark are siblings.
Participants in this solicitation also include the following persons who, together with Glenn Nussdorf and Michael Katz, are Glenn Nussdorf's nominees to stand for election to the Company's Board of Directors: Joshua Angel, Anthony D'Agostino, Neil Katz and Robert Mitzman. There is no family relationship between Michael Katz and Neil Katz.
As of January 11, 2007, Glenn Nussdorf is the beneficial owner of 2,212,629 shares of the Company's common stock. As of such date, no other participant is the record or beneficial owner of any shares of the Company's common stock.
Additional information about persons who are deemed to be participants in Glenn Nussdorf's solicitation of consents from stockholders of the Company is set forth in Glenn Nussdorf's revised preliminary consent statement filed with the Securities and Exchange Commission on January 11, 2007.
According to the Company's definitive proxy statement filed with the Securities and Exchange Commission on August 25, 2006, the Company had net sales to Perfumania, Inc. ("Perfumania") of $23,517,313, $35,330,772, and $31,964,407 during the fiscal years ended March 31, 2006, 2005 and 2004, respectively. Perfumania is one of the Company's largest customers and is a wholly-owned subsidiary of ECMV. Glenn Nussdorf and Stephen Nussdorf beneficially own an aggregate of approximately 45% of the shares of common stock of ECMV. Stephen Nussdorf is Chairman of the Board and a director of ECMV and Michael Katz is President, Chief Executive Officer and a director of ECMV. On November 10, 2006, Model Reorg., Inc. ("Model"), a privately-held holding corporation controlled by Glenn Nussdorf, Stephen Nussdorf and Arlene Nussdorf-Mark, made a proposal to the Board of Directors of ECMV whereby Model would be acquired by ECMV and all of Model's outstanding common stock would be converted into 6,396,649 shares of ECMV common stock. Following this conversion, Glenn Nussdorf and Stephen Nussdorf would beneficially own an aggregate of approximately 80.20% of ECMV's outstanding common stock.
Five Star Fragrance Company, Inc. ("Five Star"), a wholly-owned subsidiary of Model, had net sales of $927,288 (which does not reflect a $150,000 credit issued to the Company during 2006) to the Company during the period from September 2003 through April 2006 (at which time the relationship terminated) representing the sale of Royal Copenhagen branded merchandise.
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