SPIN-OFF/IPO.......CITN
Just saw this one...but its a BB stock
may be worth some DD @ 1 1/2 !!!!!!!!!
Tuesday January 26, 8:31 am Eastern Time
Company Press Release
Citadel Announces Record Date for
Spin-Off Dividend
Plans IPO for Internet Subsidiary: Shoppingwave.com
March 1, 1999 Declared as Record Date for Stock Dividend
DALLAS--(BUSINESS WIRE)--Jan. 26, 1999--Citadel Technology, Inc. (OTC BB:CITN), a
provider of network and desktop security software products, announced today that it has set March
1, 1999 as the record date for the internet spin off stock dividend for Shoppingwave.com and that it
has decided to pursue an initial public offering (IPO) for the new internet subsidiary. The Company
plans to apply for a listing for Shoppingwave.com on the NASDAQ markets simultaneously with the
IPO. Citadel is in the process of preparing the filings for the registration statement with the SEC and
management is currently in negotiations with several investment bankers for the planned IPO.
As previously announced, Citadel's Board of Directors approved a stock dividend of 750,000
shares of Shoppingwave.com's common stock (15% of the subsidiary's outstanding stock), of which
the record date is now set for March 1, 1999 for the dividend. Payment date of distribution will be
set after the company has completed its filing and review process with SEC and distribution of the
information statement to shareholders. Citadel stockholders, as of the record date, will receive
shares of the internet subsidiary spin-off dividend based on their pro rata Citadel holdings. The
Company intends to register the dividend shares simultaneously with the IPO and these shares will
become registered upon the effectiveness of the IPO.
Steven B. Solomon, Citadel President and CEO said, ''We believe the market is positioned and
ready to access an internet site that can provide complete on-line training and information on
everything from ''how to'' in almost any topic which will also include a service model available for
customized training programs for businesses, governments and schools allowing them now to train
more efficiently and cost effectively over the internet. This model allows people to train anytime,
anywhere - seven days a week, 24 hours a day. It is our mission to deliver the most comprehensive
and highest quality on-line, e-commerce training site ever developed that will also include the ability
for users to purchase accessory items and products related directly or indirectly to their ''how to''
experience. Corporate training expenditures alone, in 1998, exceeded $60 billion. On average, 19%
of training was delivered by computer on either a CD-ROM, diskette, or internal network. The site
will encompass not only corporate training, but will include ''how to'' titles that would appeal to all
ages, from children through adults, where users can easily find, review and purchase their ''how to''
instruction through on-line courses and information on how to do almost anything.''
Solomon continued, ''The second site currently under development for Shoppingwave.com is an
on-line outlet mall that the Company believes will create a new paradigm for e-commerce in the
future. The response to our announced spin-off is validation of our belief that Citadel and
Shoppingwave.com will separately be able to compete in their respective markets and deliver
increased shareholder value.''
Citadel Technology Inc. is a developer and marketer of computer software products including
security and management utilities for networks and personal computers. The Company's products
are designed to secure and manage personal computers (PCs) and local area networks (LANs) and
enable network administrators to more efficiently manage the networks. Company products are
designed to reduce client costs, improve accuracy of clients' information, maintain the operation of
the network, secure the network from fraud or unauthorized use, and generally enable the
administrator to devote more time to improving service to the network rather than focusing on
operational details.
For more information on Citadel Technology products, visit the Company's homepage at
citadel.com. For information on purchasing products, contact the Company directly by
writing or calling: Citadel Technology, 3811 Turtle Creek Blvd., Ste. 600, Dallas, TX 75219; phone
214/520-9292, fax 214/520-9293. For media or investor relations contact: The Investor Relations
Group at 212/664-8489.
The above statements are not strictly historical facts and include forward-looking statements that
involve a number of risks and uncertainties. The actual results of the future events described in such
forward-looking statements could differ materially as a result of, among other things, the following:
timing and delays related to distribution of an information statement based on the SEC review
process, no assurances of an initial public offering based on market conditions and suitable
underwriters, no guarantee of a NASDAQ listing approval, implementation of internet strategies,
integration of technology, transition of selling and distribution methods, the availability of capital on
terms acceptable to the Company, general economic conditions, competition, the market for the
network software products, software development costs and possible future litigation, as well as the
risks and uncertainties discussed in the Company's public reports and filings and public statements.
Contact:
Citadel Technology, Inc.
Steve Solomon, 214/520-9292
or
The Investor Relations Group
Dian Griesel Ph.D. or Richard Land, 212/664-8489
Jim in CT.... |
