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PrimeSource Announces Completion of Acquisition by Fuji Photo Film

Tuesday, October 16, 2001

Press release from the issuing company

PENNSAUKEN, N.J.- Oct. 15, 2001--PrimeSource Corporation, the leading distributor and digital workflow integrator to the printing and publishing industry announced today the completion of the acquisition of all of its outstanding common stock (and associated rights) by Fuji Photo Film U.S.A., Inc. ("Fuji'') through its wholly-owned subsidiary, FPF Acquisition Corp. The acquisition was completed by the merger of FPF Acquisition Corp. into PrimeSource, making PrimeSource a wholly-owned subsidiary of Enovation Graphic Systems, Inc., Fuji's newly formed national distribution subsidiary. As a result of the merger which became effective today, all outstanding shares of PrimeSource common stock (and associated rights) which were not tendered in the tender offer which expired at 12:00 midnight, New York City time, on Tuesday, October 9, 2001, are entitled to receive $10.00 in cash for each share, the same price paid in the tender offer. Based on information provided by American Stock Transfer & Trust Company, the depository in the tender offer, 5,805,885 shares of PrimeSource common stock, or approximately 91% of the total outstanding shares, were tendered to Fuji and purchased in the tender offer. The shareholders who did not tender their shares in the tender offer will be mailed promptly a formal notice of the merger and instructions to follow in order to obtain the cash payments they are entitled to receive as a result of the merger or to exercise dissenters rights under Pennsylvania law. As a result of the merger PrimeSource common stock will no longer be traded on the NASDAQ National Market. PrimeSource provides more than 200,000 line items from 500 manufacturers to over 20,000 customers from locations throughout the United States. Fuji Photo Film U.S.A., Inc. is the U.S. marketing subsidiary of Fuji Photo Film Co., Ltd. of Tokyo, a leading global manufacturer of imaging and information products providing a complete portfolio of imaging and information products, services and e-solutions to retailers, consumers, professionals and business customers.




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