CT Holdings, Inc. CT Holdings, Inc.

  Company Contact:

Steven B. Solomon, CEO

214.521.3443

 

Press Contact: Dian Griesel, Ph.D.

Investor Relations Group

212.736.2650

CT HOLDINGS RELEASES UPDATE ON COMPANY STATUS AND POSSIBLE DELISTING FROM NASDAQ SMALLCAP MARKET

DALLAS, Texas - (December 27, 2000) - CT Holdings, Inc. (NASDAQ:CITN), today announced that it has received notice dated December 15, 2000 from The Nasdaq Stock Market that the Company's common stock has failed to maintain a minimum bid price of $1.00 per share over the last 30 consecutive trading days as required for continued listing on Nasdaq's SmallCap Market. The Company was notified by Nasdaq that the Company has 90 calendar days, or until March 15, 2001, to regain compliance with Nasdaq’s  rules by having the bid price of the Company's common stock equal at least $1.00 per share for a minimum of 10 consecutive trading days.

"We remain optimistic about our holdings and their future prospects. Parago continues to expand its business and technology, recording record revenues and growing its client base. We believe that Parago's ability to raise additional funds in the current environment is indicative of its strong business model and management team. River Logic, offering leading edge solutions, continues to be well–received by its clients," commented Steven B. Solomon, President and Chief Executive Officer of CT Holdings.

Mr. Solomon continued, "While we were disappointed to receive the Nasdaq notice regarding the possible delisting, we continue to take steps to maximize shareholder value, and we are hopeful that we can maintain our Nasdaq listing by complying with the listing requirements in the next couple of months.  We believe that our holdings are not being fairly valued by the marketplace and that prevailing market conditions coupled with year-end tax selling has adversely impacted the market price of our common stock."

 Recent highlights for CT Holdings' incubator projects include the following:

 ·         For its quarter ended September 30, 2000, Parago reported record revenues of approximately $5,600,000, a 137% increase over the 1999 third quarter and a 40% sequential increase from the second quarter of 2000. Parago has also increased the number of its clients to approximately 180 as of September 30, 2000, which include leading national retailers, manufacturers and service providers, from approximately 160 clients at the end of the prior quarter.

 ·         Also in Q3 2000, Parago received an additional $15 million in venture capital funds, through a sale of Series D Convertible Preferred Stock to two of its existing venture capital investors.

 ·         Parago currently has approximately 350 employees. Parago recently hired a new Executive Vice President of Sales, Steve Blum. Previously, Steve was Vice President, The Americas, for Mentor Graphics Corporation, an electronic design automation software firm with approximately $560 million in annual revenues, where he managed 250 sales and support personnel.

 ·         At the end of Q3 2000, Parago rolled out its first upsell/cross-sell technology application, which Parago has branded ValueRewards(SM). ValueRewards is now part of Parago's regular product offering, and to date Parago has signed four clients to the program. Parago expects to begin seeing revenue from this exciting application in the near future. 

 ·         In addition to ValueRewards, in Q3 2000 Parago piloted its KnowledgeCenter(TM) technology, a robust data warehousing application for analyzing promotional effectiveness. Five of Parago's clients are currently testing the application, and Parago will begin marketing this product later in Q4 2000.

 ·         In November, Parago rolled out a new Parago web site (www.parago.com), which Parago believes more effectively conveys the unique aspects of its business model and incorporates a more appealing presentation.

 ·         Parago is currently pursuing COPC certification for its operations and customer service organizations (COPC is similar to Malcolm Baldridge's ISO 9000 but designed specifically for Parago's type of business). Parago believes that COPC certification is a hallmark of a world class operation and is a competitive advantage for those who obtain it.

 ·         Parago continues to talk with investment banks about Parago and the best timing for a successful IPO. Parago intends to pursue an IPO when market conditions permit.

 ·         In July 2000, River Logic closed a $3 million private placement of shares of its Series B preferred stock to a venture capital firm that specializes in early stage technology firms that offer B2B Internet solutions that provide strong value-oriented models for their prospective market-space.

 ·         In addition, one of River Logic's resellers, Heads Up! Systems, LLC, and Price Waterhouse Coopers, LLC entered into a strategic alliance offering clients of process- and supply-chain modeling applications reliability in the use of enterprise modeling tools. New software such as COR Technology(C) by River Logic, provides business planners and managers with the ability to identify profit improvement opportunities, design and communicate supply chain and business process information, and to develop model-based tactical and strategic plans.

 Recent highlights for CT Holdings include the following:

 ·         CT Holdings announced the appointment of Phil Romano, a leading serial entrepreneur in the Restaurant and Technology Industries, to its Board of Directors.

 ·         Two of CT Holdings' directors acquired 2.5 million shares of CT Holdings common stock in the quarter ended September 30, 2000.

 If the Company is unable to demonstrate compliance with Nasdaq’s price-related listing requirements on or before March 15, 2001, Nasdaq will provide the Company with written notice that the Nasdaq has determined to delist the Company's common stock.  At that time, the Company may request a review of the Nasdaq's determination.

 About CT Holdings

 CT Holdings, Inc. (NASDAQ: CITN), is an incubator of early stage Internet companies.  (www.ct-holdings.com).

 About Parago

 Parago's patent-pending technology platform and processes represent an innovative approach designed to improve the promotional marketing industry.  Parago provides a range of Internet-based customer relationship management products, PromoCenter, InfoCenter and KnowledgeCenter, that are created to increase sales, reduce costs, enhance customer retention for its clients, and improve loyalty. These products comprise Parago's Continuous Customer InteractionSM model, which helps retailers, manufacturers and service organizations reduce the cost of conducting promotions and drive incremental revenue by cross-selling and upselling new products and services.  During the relationship management process, Parago captures fresh, accurate, and usable transaction and buyer demographic data that can be used by its clients to improve their promotional marketing programs.  Parago, Inc. is a subsidiary of CT Holdings, Inc. (NASDAQ: CITN) and maintains a web site at www.parago.com.

 About River Logic

 River Logic, Inc. develops and supports 3rd Generation Internet Network Solutions customized for vertical market segments. Network Solutions contain a suite of value-added applications, management tools, and standard network components that connect domain experts and end-users to premium expertise knowledge that allow organizations to optimally leverage their intellectual assets to gain decisive competitive edge. River Logic is headquartered at 800 Cummings Center, Suite 355W, Beverly, MA 01915 and has just added an office in Atlanta, GA located at 100 Mansell Center East, Suite 225, Roswell, GA 30076. More information is available at www.riverlogic.com or via email at info@riverlogic.com, or at  (978)753-5029. 

 For more information on CT Holdings, its Internet subsidiaries, and its Citadel Technology line of security software products, please visit our Web site at http://www.ct-holdings.com. For information on purchasing products, contact us directly by writing or calling: CT Holdings, 3811 Turtle Creek Blvd., Suite 770, Dallas, Texas 75219; phone: 214/520.9292; fax: 214/520.9293. For media or investor relations contact: Shayne Payne or Dian Griesel Ph.D. at The Investor Relations Group. 212/736.2650. 

 Forward-Looking Statements: This news release contains forward-looking statements, which involve risks and uncertainties. Accordingly, no assurances can be given that the actual events and results will not be materially different that the anticipated results described in the forward-looking statements. There are a number of important factors that could cause actual results to differ materially from those expressed in any forward-looking statement made by us. These factors include our and our subsidiaries’ success in integrating the business and operations of acquired companies and interests; no assurances of an initial public offering based on market conditions and suitable underwriters; availability of suitable incubator companies; implementation of Internet strategies; the activities of new or existing competitors; the ability to attract and retain employees and strategic partners; application of state unclaimed property or escheat laws; the availability of capital on terms acceptable to the Company; the ability to maintain or regain compliance with Nasdaq listing criteria; general economic conditions; and litigation costs. Investors are also directed to consider other risks and uncertainties discussed in documents we file with the Securities and Exchange Commission. 

The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.