Company Contact:
Michael Liss
WARP Technology Holdings, Inc.
610-715-5656
mliss@warpsolutions.com
Public Relations Contact:
Domenick Cilea
Springboard Public Relations
732-863-1900 x.102
dcilea@SpringboardPR.com

For Immediate Release:

WARP Technology Holdings Announces Intention
to Acquire iMimic Networking, Inc.

NEW YORK (April 24, 2003) – WARP Technology Holdings, Inc. (OTC BB: WRPT) a leading developer of application acceleration solutions for distributed Web applications, today announced that it has signed a letter of intention (LOI) to acquire iMimic Networking, Inc., a leading provider of caching and edge content management solutions. The acquisition would expand WARP’s offerings to cover a more complete spectrum of customer requirements, including best of breed static caching, content pre-positioning management, and configuration tools for edge applications, thus broadening the capabilities of WARP’s strategic vision, “GTEN” Global Transaction Enabled Network. The combined operation would serve a $500 million market, which is growing at over 40% CAGR. WARP is targeting 10% market-share over the next 18 months. The transaction, which is valued at approximately $7 million, is expected to close in mid to late summer 2003.

Under the terms of the LOI agreement, Willy Zwaenepoel will join the Board of WARP Technology Holdings. WARP will also retain iMimic’s 9 employees, and maintain its Houston office. Several of iMimic’s founders, directors, and management team will serve on the newly developed Technology Advisory Board, which will be chaired by WARP’s CTO, Greg Parker. Working with Greg Parker and Alan L. Cox, iMimic’s CTO, the Technology Advisory Board includes Vivek Pai, Vijay Pai, Y. Charlie Hu, and Steve Wallach. Each will serve an important role for the company’s strategic technology direction, leveraging their academic and technology expertise.

“We see great synergy in the powerful combination of WARP and iMimic,” stated Karl Douglas, CEO of WARP Technology Holdings. “This intended acquisition reinforces our commitment to strengthening support for the OEM and reseller channels, and will extend the support to cover additional WARP products, such as our SpiderSoftware web acceleration line.”

“iMimic Networking produces one of the most feature-rich static caching technologies available on the market today,” said Parker. “WARP will complement its current product offerings with iMimic’s product line, benefiting from iMimic’s open platform, including Linux and FreeBSD, to maximize the significant opportunities in the static caching and content prepositioning market. Additionally, iMimic’s technology will enable WARP to integrate other value added services, such as content filtering via its open API.”

Filip Vandenbussche, COO of iMimic Networking commented, “In addition to the market penetration the company has achieved through OEMs, major recent industry changes in technolgy offerings provide a huge business opportunity for the new combined entity. Customers are looking for a credible replacement for their existing caching technologies that are no longer supported by other vendors. The combination of WARP and iMimic creates that viable replacement solution.”

“WARP intends to immediately launch the iMimic DataReactor, Control Room and StreamReactor products,” commented Gus Bottazzi, Vice President of Sales. “For a limited time, WARP has developed special incentive replacement pricing for iMimic’s products aimed at customers using Inktomi Traffic Manager and other caching technologies which are in transition.”

WARP will offer the iMimic product line as hardware appliances and as software. The DataReactor solution has been benchmarked repeatedly over the last few years. The solution has consistently ranked in the top two positions in terms of hit ratio, throughput, response time improvement and bandwidth savings. For more information about DataReactor benchmarks, visit the Measurement Factory website at:

http://www.measurement-factory.com/results/public/cacheoff/N03/report.by-alph.html#Sec:Results

“We are excited about the synergy between the two companies, not only at the product level but also at corporate culture level,” explained Willy Zwaeneoel, CEO of iMimic Networking. “This announcement is an ideal fit and enables us to continue to enhance our OEM business model, and introduce our award-winning products to a broader market.”

“Our Board has tasked Greg Parker, with building the most advanced application acceleration framework available on the market today,” added Douglas. “Since January, Greg has dramatically improved our GTEN product line with a broad range of features that customers have requested such as partial page caching. The combination of WARP and iMimic will help to expand our this technology roadmap and deliver advanced techniques such as dynamic caching, TCP/IP session management, static caching, and wireless web acceleration.”

iMimic has deployed over 2000 installations running in production worldwide. To date, iMimic’s sales have been delivered through its extensive network of OEM partners such as Stratacache and Storigen in the United States, Microbits in Australia, Pyramid in Germany, Longshine in China, and CinTel in the Asian markets.

About WARP Technology Holdings, Inc.

WARP Technology Holdings (OTC BB: WRPT) is a leading provider of network and application acceleration technology solutions. Through its subsidiaries WARP Solutions, Inc. and SpiderSoftware, Inc., and its licensing arrangement with iMimic Networking, Inc., the company offers a strategic portfolio of software and hardware solutions to significantly improve the speed, performance, and reliability of business-critical applications and content delivered over IP-based networks. For information, contact 877-688-9277.

Cautionary Statement

Statements contained herein which are not historical information are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties. Actual results could differ materially from those included in the forward-looking statements for a variety of reasons, including the level of acceptance of the WARP 2063e product by the marketplace, the ability of the product to achieve the results for which it is designed, the ability of the company to raise capital to fund operations and marketing programs for this product, competition from other approaches to application acceleration and network architecture, and other risks described in the Company’s filings with the Securities and Exchange Commission. These statements are not guarantees of future performance and readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. The Company undertakes no obligation to update publicly any forward-looking statements.



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