SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE
SECURITIES EXCHANGE ACT OF 1934
Filed by the Registrant [X]
Filed by a party other than the Registrant [_]
Check the Appropriate Box:
[_] Preliminary Proxy Statement
[_] Confidential, for Use of the Commission only (as permitted by Rule
14a-6(e)(2))
[_] Definitive Proxy Statement
[_] Definitive Additional Materials
[X] Soliciting Material Pursuant to 240.14a-11(c) or 240.14a-12
NETTAXI.COM
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(Name of Registrant as Specified In Its Charter)
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Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required
[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11
(1) Title of each class of securities to which transaction applies: N/A
(2) Aggregate number of securities to which transaction applies: N/A
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined): N/A
(4) Proposed maximum aggregate value of transaction: N/A
(5) Total fee paid: N/A
[_] Fee paid previously with preliminary materials.
[_] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid: N/A
(2) Form, Schedule or Registration Statement No.: N/A
(3) Filing Party: N/A
(4) Date Filed: N/A
NETTAXI.COM CALLS SPECIAL MEETING IN CONNECTION WITH PROPOSED MERGER WITH RAE
SYSTEMS INC.
Campbell, California, March 6, 2002 - Nettaxi.com (OTC BB: NTXY), a community
and portal web site today announced that it has called a Special Meeting of its
stockholders to be held in connection with the proposed merger of Nettaxi with
RAE Systems Inc. Proxy materials are to be circulated to shareholders on or
about March 8, 2002 and the Special Meeting will be held on April 3, 2002.
"We are very pleased that the process of presenting the merger to our
stockholders for their approval is now upon us and we look forward to the
Special Meeting and to submitting the transaction for their vote." said Robert
A. Rositano, Jr. CEO of Nettaxi.
ABOUT NETTAXI.COM
Nettaxi.com is an Internet portal with a range of services and content. Nettaxi
offers members access to broadband content featuring sports, movie clips, movie
trailers and other forms of entertainment. Nettaxi has been seeking a strategic
acquisition of a new and profitable business model that could potentially
increase shareholder value. Nettaxi is found on the Web at
<http://www.nettaxi.com/> www.nettaxi.com.
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ABOUT RAE SYSTEMS
RAE Systems Inc. was established in 1991. RAE Systems is recognized as a leading
manufacturer of technologically advanced single and multiple sensor atmospheric
monitors, photo-ionization detectors, gas detection tubes, sampling pumps, and
wirelessly connected gas detection and security monitoring systems. Based
in the heart of "Silicon Valley", RAE Systems is a progressive, high-tech
company with manufacturing and distribution networks spanning the entire globe.
IMPORTANT INFORMATION
This letter does not constitute a request for a proxy. Nettaxi has filed a
proxy statement with the Securities and Exchange Commission relating to
Nettaxi's solicitation of proxies from the stockholders of Nettaxi with respect
to the Nettaxi 2002 special meeting of stockholders. NETTAXI ADVISES SECURITY
HOLDERS TO READ ITS PROXY STATEMENT, BECAUSE IT CONTAINS IMPORTANT INFORMATION.
Nettaxi's proxy statement and other relevant documents are available for free at
www.sec.gov. You may also obtain a free copy of Nettaxi's proxy statement by
writing to Nettaxi at1875 South Bascom Ave., No. 116, Campbell, CA 95008.
Detailed information regarding the names, affiliation and interests of
individuals who may be deemed participants in the solicitation of proxies of
Nettaxi's shareholders are available in the soliciting materials on Schedule 14A
filed by Nettaxi with the SEC.
SAFE HARBOR STATEMENT
The matters discussed in this communication include forward-looking statements
such as statements relating to our ability to successfully complete the
transactions contemplated by the merger agreement and statements relative to the
merger regarding whether the merger will add value to our business. These
forward looking statements are subject to various risks, uncertainties, and
other factors that could cause actual results to vary materially from the
results anticipated in such forward-looking statements. Such risks and
uncertainties include, but are not limited to the possibility that we will be
unable to obtain shareholder approval of the transaction or that we will be
unable to close the transaction contemplated. The inability to accurately
predict the success of our combined companies and other risks are detailed from
time to time in our filings with the Securities and Exchange Commission
represents our judgment as of the date of this release. We disclaim any intent
or obligation to update these forward-looking statements.