SOURCE: Perfect Web Technologies, Inc.

May 06, 2008 07:30 ET

Perfect Web Technologies Plans a Spin-Off of Its Willing Subsidiary

BOCA RATON, FL--(Marketwire - May 6, 2008) - Perfect Web Technologies, Inc. (PINKSHEETS: PWBI) announced today that it has received from its board of director approval to spin-off its wholly-owned subsidiary Willing Holding, Inc.

Willing Holding, Inc. is led by its Chairman and CEO Gideon D. Taylor, the former CEO and Chairman of Able Telecom Holding Corp., a telecommunications infrastructure company that Mr. Taylor founded and which later traded on the NASDAQ Stock Market (formally ABTE), grossing over $400,000,000.00 in revenues annually.

The Company anticipates the spin-off will take the form of a tax-free distribution of currently issued and outstanding shares of Willing Holding to PWBI shareholders. The stock certificates will bear a restrictive legend stating that the shares have not been registered under the Securities Act of 1933, as amended, and may not be sold or transferred except in compliance with the Securities Act or an exemption from registration. Perfect Web Technologies, Inc. believes the transaction will meet all of the requirements for a tax-free distribution.

The expected stock distribution ratio is 1 share of Willing for approximately 75 shares of the Class A Common Stock of PWBI. The record date for determining shareholders of record entitled to receive the distribution dividend will be determined at a later date. The Company expects to complete the transaction during the second quarter of fiscal year 2008.

About Perfect Web Technologies, Inc.

Perfect Web Technologies, Inc. is a holding company for a series of integrated technologies that optimize the use of the Internet. It is a provider of web based applications and B2B2C marketing solutions designed for marketers, built through technology development and acquisitions. The Company intends to license its portfolio of six patents and patents pending that represent key Internet and software technologies and business methods. The patents cover electronic document publishing, e-mail management and distribution, e-commerce and marketing tools, access management to electronic documents and electronic document collaboration. For more corporate information visit www.perfectwebtech.com.

About Willing Holding, Inc.

Willing's mortgage and telemarketing group currently manages a call center that employs either a live operator or a recorded message to acquire potential residential and/or commercial mortgages. Willing intends to diversify and expand its existing business with the addition of a telecommunication division which it anticipates will include service capabilities to development, design, engineer, project management, installation, construction, operation and ongoing maintenance services for both telecommunications/communication systems.

Forward-Looking Statements

This release is not an offer to purchase or sell securities and may contain statements that are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current estimates and projections about Sticky Web, Inc.'s business, which are derived in part on assumptions of its management, and are not guarantees of future performance, as such performance is difficult to predict. Actual outcomes and results may differ materially from what is expressed or forecasted in forward-looking statements due to numerous factors. Such factors include, but are not limited to, the Company's ability to execute effectively its business plan, the success of its spin-off plan, the intended tax-free distribution to all PWBI shareholders of record and the success of Willing Holding, Inc.'s ability to execute its business plan. These and other risks should be read in conjunction herewith for a further discussion of important factors that could cause actual results to differ materially from those in the forward-looking statements. The Company assumes no obligation to update information concerning its expectations.

Contact Information

  • Contact:
    Thomas L. DiStefano III
    Perfect Web Technologies, Inc.
    561-955-9295