EX-99.1 2 file002.htm PRESS RELEASE


CLARUS CORPORATION ANNOUNCES NASDAQ DELISTING EFFECTIVE OCTOBER 5, 2004


     STAMFORD, Conn., Oct. 1, 2004 -- Clarus Corporation (Nasdaq: CLRS) today
announced that the Nasdaq Listing Qualifications Panel (the "Panel") today
notified the Company that the Company's securities will be delisted from the
Nasdaq National Market effective with the open of business on Tuesday, October
5, 2004. The notice follows the Company's disclosure on September 30, 2004, that
it had terminated its previously announced negotiations to acquire a significant
operating company. As a result of the termination of such negotiations, the
Company was unable to fulfill previously disclosed conditions imposed by the
Panel for the Company's securities to remain listed on the Nasdaq National
Market.

     Because the delisting of the Company's securities from Nasdaq is being made
pursuant to Marketplace Rules 4300 and 4330(a)(3), the Company's securities are
not eligible for immediate quotation on the OTC Bulletin Board (the "OTCBB") or
the Pink Sheets Electronic Quotation Service (the "Pink Sheets") and application
for listing must be made by a market-maker using the standard listing
procedures. The Company has not determined whether it intends at a future date
to coordinate with a market-maker in the Company's securities in order to
initiate trading of the Company's common stock on either the OTCBB or the Pink
Sheets. However, the Company fully intends to remain compliant with its
reporting requirements under the Securities Exchange Act of 1934, as amended
(the "Exchange Act").

     The Company's common stock is currently subject to acquisition restrictions
in order to help assure the preservation of its net operating loss
carry-forwards. The Company's certificate of incorporation generally restricts
direct and indirect acquisitions of its equity securities if such acquisition
will affect the percentage of the Company's capital stock owned by a 5%
stockholder, as defined in the certificate of incorporation.

     This press release contains forward-looking statements within the meaning
of the Securities Act of 1933 and the Exchange Act. Information in this release
includes Clarus' beliefs, expectations, intentions and strategies regarding
Clarus and its future. Assumptions relating to the forward-looking statements
involve judgments with respect to, among other things, future economic,
competitive and market conditions, and future business decisions all of which
are difficult or impossible to predict accurately and many of which are beyond
our control. Actual results could differ materially from those projected in the
forward-looking statements as a result of certain risks. All forward-looking
statements contained in this release are based on information available to
Clarus as of the date of this release and Clarus assumes no obligation to update
the forward-looking statements contained herein.