SOURCE: Markland Technologies

July 05, 2006 15:02 ET

Markland Technologies Announces Technest Holdings Common Stock Dividend Payout Ratio

WARWICK, RI -- (MARKET WIRE) -- July 5, 2006 -- Markland Technologies, Inc. (PINKSHEETS: MRKL), a company transforming advanced laboratory technology into real-world products, announced today the payout ratio for its planned dividend of shares of Technest Holdings Inc. common stock. Markland common stock holders of record on May 1, 2006 will receive 1 share of Technest common stock for every 194 shares of Markland common stock they owned as of May 1, 2006. No fractional shares will be paid out and holders with fewer than 194 shares will receive no dividend stock.

On May 1, 2006, the record date for the dividend distribution, there were 485,944,539 shares of Markland common stock outstanding (determined on an as-converted basis, taking into consideration the conversion of all Markland Series D Preferred Stock outstanding on such date, which by its terms is entitled to participate in such distribution). Markland will distribute 2,500,000 shares of Technest common stock to Markland stockholders of record as of the record date following the effective date of a registration on SEC Form SB-2 covering the distribution of such dividend shares. Of the 2,500,000 Technest shares to be issued as part of the dividend distribution, approximately 325,743 shares will be issued to holders of Markland Series D Preferred Stock outstanding on the record date. On June 29, 2006, Technest filed with the SEC a registration statement on Form SB-2 covering the distribution of these dividend shares. Following the effectiveness of such registration statement, the dividend shares will be distributed to stockholders of record as of the record date.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The distribution will be made only by means of the written prospectus forming part of the effective registration statement.

About Markland Technologies

Markland Technologies, Inc. is engaged in the identification of advanced technologies currently under development in laboratories, universities and in private industry, and in the transformation of those technologies into next-generation products. Markland's solutions support military, law enforcement and homeland security personnel to protect the nation's citizens, borders and critical infrastructure assets from the threat of terrorism and other dangers. Through strategic development, Markland focuses on the creation of dual-use technology and products with applications in both the defense market and civilian homeland security and law enforcement fields. The Company is a Board Member of the Homeland Security Industries Association. For more information about the company and its products, please visit the Markland home page at

"Forward-Looking Statements''

Investors are cautioned that certain statements contained in this press release as well as some statements in periodic press releases and some oral statements of Markland Technologies officers and directors during presentations about Markland Technologies, are "forward-looking'' statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Act''). Forward-looking statements include statements which are predictive in nature, which depend upon or refer to future events or conditions, which include words such as "expects,'' "anticipates,'' "intends,'' "plans,'' "believes,'' "estimates,'' or similar expressions. In addition, any statements concerning future financial performance (including future revenues, earnings or growth rates), ongoing business strategies or prospects, and possible future actions, which may be provided by management, are also forward-looking statements as defined by the Act. Some of the factors that could significantly impact the forward-looking statements in this press release include, but are not limited to: a reduction in order rates from the Army's Night Vision and Electronic Surveillance Directorate, insufficient cash flow to continue to fund the development and marketing of the Company's products and technology; a rejection of the Company's products and technologies by the marketplace, and disputes as to the Company's intellectual property rights. Forward-looking statements are based upon current expectations and projections about future events and are subject to risks, uncertainties, and assumptions about Markland Technologies, its products, economic and market factors and the industries in which Markland Technologies does business, among other things. These statements are not guarantees of future performance and Markland Technologies has no specific intention to update these statements. More detailed information about those factors is contained in Markland Technologies filings with the Securities and Exchange Commission.

Contact Information

  • Contact:
    Investor Relations
    Consulting For Strategic Growth 1 Ltd.
    Stanley Wunderlich
    Tel: 800-625-2236
    Fax: 212-337-8089