Thursday, December 01, 2005

Seamless Technology Inc. Announces an Agreement to Acquire Online Development Associates

Seamless Technology Inc.'s (OTC: SLSX) wholly own subsidiary,
MerchandiZer Software Inc., announced today the signing of a letter of
intent to acquire Online Development Associates and the addition of a
control panel feature for search engine optimization of ecommerce
websites. The new Online Development Department of MerchandiZer is
expected to add to the exiting revenue of Seamless Technology an
additional $1,334,933.00 in 2006.

As a result of its recently signed agreement with a 90-day option to
acquire Online Development Associates (www.webpage-development.com),
Merchandizer Software, Inc. (www.Merchandizer.com) unveiled plans for
a two-pronged answer to the search engine placement dilemma and a
creative new component to their online services portfolio -- the
Office of Online Development ("OOD"). Software development began
immediately following the signing of yesterday's agreement on an
integrated software solution and a stand-alone version to bring the
two spheres of successful ecommerce together for MerchandiZer
merchants -- cutting-edge ecommerce software and effective, ethical
website design and optimization for better performance in search
engines.

The initial product improvement will be available exclusively to
MerchandiZer existing merchants and future clients as a totally
integrated plug-in package of uncomplicated yet effective tools.
Focused and crafted to optimize a client's website's pages for maximum
exposure in the search results, these tools are precise and are based
on current search engine criteria (algorithms) and the rapid
amendments to these algorithms. The second implementation of the new
software will be a stand-alone version of the product and will be
available to all ecommerce websites no matter what shopping cart
system or hosting setup is used. Already bringing stunning results,
the current suite of MerchandiZer products are paying off for many of
MerchandiZer's clients, such as www.gotoforms.com which has over
40,000 products that are not only indexed in the search engines, but
also placing very well in the organic results on the search results
pages (SERPs). The agreement with Online Development means that these
existing features will be greatly expanded and improved in 2006,
debuting early in the year with an intuitive user interface and
available personalized Online Development services. The MerchandiZer
Software, Inc., / Online Development Associates agreement enables
MerchandiZer Software, Inc, to keep abreast of the rapid changes in
technology in the online marketing arenas.

Mr. Krister Martinez, President of the MerchandiZer Software
subsidiary, in announcing the agreement to acquire Online Development
Associates and the joint development of a proprietary control panel
feature for online marketing and search engine optimization, stated:
"We have been working very hard in the last few months to build on our
award-winning software's reputation by adding an Online Marketing
Control Panel feature to our software suite. Unlike our competitors,
our software has integrated marketing tools that any merchant can use,
and allows clients, like Gotoforms and many others, to have better
exposure not only in the search engines organic search results, but
also to use other online marketing strategies such as visitor
categorization for better targeted campaigns. We are now focusing on
our marketing development to bring the features of MerchandiZer and
its Online Marketing Control Panel feature to a broadening client base
in the next few months. This new proprietary Online Marketing Control
Panel feature should allow the Company to achieve additional gross
revenues of $1,334,933.00 in 2006."

ABOUT SEAMLESS TECHNOLGY INC.:

Seamless Technology is a public holding company for Internet-based
technology companies. It presently owns two established technology
companies with excellent industry name recognition and reputations.
The Company has located other synergistic businesses that it intends
to acquire prior to the end of 2005.

The first subsidiary owned by Seamless is Pinneast Inc.
(www.pinneast.com), a eleven-year-old e-Learning services provider,
which is one of the only e-Learning companies that survived the
shakeout caused by the bursting of the Internet bubble, because of its
large government and Fortune 500 clients. The Company will recognize
gross revenues in 2005 of a minimum of $1.4 million with an EBITDA of
approximately $400,000. The Company's projected revenues should
increase to a minimum of $2.265 million in 2006 and $3.3 million in
2007, with projected EBITDA of $823,000 in 2006 and $1.347,402 in
2007. The Company has achieved a sustainable level of profitability
due to the multi-year contracts that it has with its clients.
Furthermore, the Company has a present order backlog exceeding $1.3m,
including 2 contracts from the US Army. Other customers of Pinneast
include Dow Chemical, Wachovia, Volvo Trucks, Delta Airlines and
Johnson and Johnson, among others. The Company offers web based course
management, learning management systems, LMS hosting and e-Learning
technical support. Unlike its competitors, who offer a product that is
one size fits all, Pinneast is capable of designing e-Learning
products that are tailored to the specific needs of each client.

The second subsidiary is MerchandiZer Inc. (www.merchandizer.com),
which is a seven-year-old eCommerce software company and service
provider that provides end to end online services for small to
medium-sized companies that want to expand their marketing to the
Internet sales channel. The Company's clients number approximately
3,000, with such well-known names as Dole Plantations, Total Discount
Vitamins, Go-To Forms and Kids Customs. The Company's software has
been awarded the PC Magazine's Editor's Choice Award as tops in its
field. The key feature of the software is that it allows users to add
customized design features, as opposed to most of its competitors that
require that the merchant/client have a store that looks like all
other stores utilizing the same software. MerchandiZer keeps its
software up-to-date with the latest advances in Internet marketing,
and its ecommerce software has an exclusive Internet marketing feature
built into its software that allows the merchants/clients to optimize
their entire catalog and categories for search engines, and achieve
very high ranking, including the first and second pages in the search
engines, such as Google and Yahoo! MerchandiZer also provides a wide
range of templates that enable web designers to customize sites.

This allows merchants/clients, without design flair, to build a
respectable looking eCommerce site by simply picking pre-packaged
design themes, and then choosing from the 30 built-in templates
designed to suit every catalog layout requirement. The Company also
aids its clients with web promotion and online marketing services,
including Search Engine Optimization that increases the presence of
the site on the web, and thereby attracts more customers to the
client's site. The Company will recognize gross revenues in 2005 of
approximately $200,000 with an EBITDA of $50,000. The Company is
projecting gross revenues in 2006 of $1,800,000 increasing to gross
revenues of $2,572,000 in 2007, with a projected EBITDA of $723,385 in
2006 and $1,470,000 in 2007.

Seamless has consolidated gross assets of over $4,400,000 and net
shareholders' equity of $3,100,000. The Company's consolidated
revenues have increased from $388,000 in 2004, and a loss of
($451,000) to 2005 gross revenues of $1,600,000 and an EBITDA of
$350,000. The Company, without considering the imminent strategic
acquisitions mentioned above, is projected to increase gross revenues
to $4,065,000 in 2006 and $4,873,000 in 2007, with projected EBITDA of
approximately $1,366,000 in 2006 and 2,500,000 in 2007.

www.marketwire.com

4 comments:

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