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FILED BY ELTRAX SYSTEMS, INC.
PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933
COMMISSION FILE NO.: 0-22190
SUBJECT COMPANY:
ELTRAX SYSTEMS, INC.
The following is a letter sent by Eltrax Systems, Inc. to its stockholders on
September 13, 2000.
THE FOLLOWING COMMUNICATION IS FILED PURSUANT TO RULES 165 AND 425 PROMULGATED
UNDER THE SECURITIES ACT OF 1933, AS AMENDED. INVESTORS AND SECURITY HOLDERS ARE
URGED TO READ THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS INCLUDED IN THE
REGISTRATION STATEMENT ON FORM S-4 FILED BY ELTRAX SYSTEMS, INC. WITH THE
SECURITIES AND EXCHANGE COMMISSION IN CONNECTION WITH THE PROPOSED MERGER WITH
CEREUS TECHNOLOGY PARTNERS, INC. BECAUSE IT CONTAINS IMPORTANT INFORMATION.
INVESTORS AND SECURITY HOLDERS MAY OBTAIN A FREE COPY OF THE JOINT PROXY
STATEMENT/PROSPECTUS FILED BY ELTRAX SYSTEMS, INC. WITH THE SEC AT WWW.SEC.GOV.
[ELTRAX SYSTEMS, INC. LETTERHEAD]
IMPORTANT MERGER VOTE
September 13, 2000
DEAR STOCKHOLDER:
We recently mailed to you proxy materials relating to the Annual
Meeting of Eltrax Systems, Inc. stockholders. According to our records, we have
not received your proxy for this meeting.
This year's meeting is of particular importance to Eltrax stockholders
since, in addition to electing directors, approving two amendments to Eltrax's
articles of incorporation and adopting the 1999 Eltrax Employee Stock
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Purchase Plan, stockholders are being asked to consider and approve a merger
agreement which provides for the acquisition, by Eltrax, of Cereus Technology
Partners, Inc. This proposed transaction is described fully in the
prospectus/joint proxy statement previously mailed to you.
Your Board of Directors believes that the merger proposal is in the
best interests of Eltrax and its stockholders and unanimously recommends a vote
FOR its adoption. Your Board's decision was based on several potential benefits
of the merger that it believes will contribute to the future success of the
combined company.
Your vote is extremely important, regardless of the number of shares
you own. Accordingly, you are strongly encouraged to sign, date and mail the
enclosed duplicate proxy at your earliest convenience. You may also vote by
touch-tone telephone or over the Internet by following the instructions on the
enclosed proxy. We hope every stockholder will vote his or her shares.
We appreciate your interest and participation in the affairs of your
company.
Sincerely,
/s/ William P. O'Reilly
WILLIAM P. O'REILLY
Chairman, President and
Chief Executive Officer
