CPI CORP. 
By Ivan Capital Joins CPI's Two Largest, Unaffiliated Stockholders, Century Management and Lafitte Capital Management, In Supporting CPI's Director Nominees
Ivan Capital joins CPI's two largest, unaffiliated stockholders, Century Management and its affiliate, Van Den Berg Management, and Lafitte Capital Management in pledging to vote their shares for CPI's director nominees. Century Management and Lafitte Capital in the aggregate owned approximately 23% of the Company's outstanding shares as of the
The full text of the
"Dear David:
As a significant investor in CPI, we have a substantial interest in the election of directors at the upcoming Annual Meeting and in the Company's future strategy, operations and business development plans. Accordingly, we have spent a significant amount of time analyzing the statements and positions of both CPI and Ramius Group.
After careful deliberation, we believe that our interests are best served by the election of the six nominees proposed by CPI.
Furthermore, as we considered the CPI director nominees in comparison to those put forth by Ramius, it became apparent that CPI's candidates would better serve shareholder interest.
Accordingly, Ivan Capital intends to vote its shares in favor of CPI's six director nominees.
Sincerely,
President
Ivan Capital Management Inc."
CPI also noted that three proxy advisory firms, Glass Lewis & Co., Egan-Jones Proxy Services and PROXY Governance Inc., have recommended that CPI stockholders do not support the dissident slate of nominees. Two of the proxy advisory firms, Glass Lewis and Egan-Jones, have recommended that CPI stockholders vote for all six of CPI's director nominees at CPI's Annual Meeting. Additionally, PROXY Governance, recommended that CPI stockholders not support the Ramius nominees and vote the WHITE proxy card for four of CPI's nominees. Glass Lewis, Egan-Jones and PROXY Governance are proxy advisory firms whose recommendations are relied upon by hundreds of major institutional investment firms, mutual funds and other fiduciaries.
CPI urges stockholders to follow the example of Ivan Capital, Century Management and Lafitte Capital Management and the recommendation of Glass Lewis and Egan-Jones, by voting by telephone or Internet according to the instructions on the WHITE proxy card today. Stockholders with any questions or in need of assistance voting their shares should contact CPI's proxy solicitor, MacKenzie Partners, Inc., by toll-free telephone at 800-322-2885 or by e-mail at proxy@mackenziepartners.com.
Important Information
CPI Corp. has filed a definitive Proxy Statement with the Securities and Exchange Commission ("SEC") and has furnished to its stockholders a Proxy Statement in connection with the solicitation of proxies for the 2009 Annual Meeting of stockholders. The Company advises its stockholders to read the Proxy Statement relating to the 2009 Annual Meeting because it contains important information. Stockholders may obtain a free copy of the Proxy Statement and other documents that CPI files with the SEC at the SEC's website at www.sec.gov. The Proxy Statement and these other documents may also be obtained for free from CPI by directing a request to CPI Corp., 1706 Washington Avenue,
Certain Information Concerning Participants
CPI Corp. and its directors and executive officers (other than
Forward-Looking Statements
The statements contained herein that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and involve risks and uncertainties. The Company identifies forward-looking statements by using words such as "preliminary," "plan," "expect," "looking ahead," "anticipate," "estimate," "believe," "should," "intend" and other similar expressions. Management wishes to caution the reader that these forward-looking statements, such as the Company's outlook for portrait studios, net income, future cash requirements, cost savings, compliance with debt covenants, valuation allowances, reserves for charges and impairments and capital expenditures, are only predictions or expectations; actual events or results may differ materially as a result of risks facing the Company. Such risks include, but are not limited to: the Company's dependence on Sears and Walmart, the approval of the Company's business practices and operations by Sears and Walmart, the termination, breach, limitation or increase of the Company's expenses by Sears under the license agreements, or Wal-Mart under the lease and license agreements, customer demand for the Company's products and services, the economic recession and resulting decrease in consumer spending, compliance with the NYSE listing requirements, manufacturing interruptions, dependence on certain suppliers, competition, dependence on key personnel, fluctuations in operating results, a significant increase in piracy of the Company's photographs, widespread equipment failure, compliance with debt covenants, high level of indebtedness, implementation of marketing and operating strategies, outcome of litigation and other claims, impact of declines in global equity markets to pension plans and impact of foreign currency translation. The risks described above do not include events that the Company does not currently anticipate or that it currently deems immaterial, which may also affect its results of operations and financial condition. The Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
About CPI Corp.
CPI Corp. has been dedicated to helping families conveniently create cherished photography portrait keepsakes that capture a lifetime of memories for more than 60 years. CPI Corp. provides portrait photography services in approximately 3,000 locations, principally in Sears and Walmart stores. As the first in the category to convert to a fully digital format, CPI Corp. studios offer unique posing options, creative photography selections, a wide variety of sizes and an unparalleled assortment of enhancements to customize each portrait - all for an affordable price. CPI Corp. is based in
SOURCE CPI Corp.
