Parametric Technology to Acquire InPart, an Enterprise Software and Content Provider Serving the Mechanical Engineering Market

Business Wire, Sept 10, 1998

WALTHAM, Mass.--(BUSINESS WIRE)--Sept. 10, 1998--Parametric Technology Corporation (NASDAQ: PMTC), one of the world's leading providers of software solutions for mechanical product development and enterprise information management, announced today that it has signed a definitive agreement to acquire privately-held InPart Design, Inc. of Saratoga, Calif.

Under the terms of the acquisition, approximately 2.4 million shares of Parametric Technology common stock will be exchanged for all outstanding shares and options of InPart, with the possibility of additional shares being issued in September 1999 under certain conditions. In connection with the acquisition, Parametric Technology will record a one-time, non-cash charge against earnings during its first quarter of fiscal 1999 related to the write-off of in-process research and development. The acquisition should be completed early in October 1998 and is subject to certain conditions to closing.

InPart provides Web-based enterprise software and three-dimensional (3D) computer-aided design (CAD) model libraries of standard mechanical components to improve product development cycles and reduce component expenses for manufacturing companies. InPart offers these libraries containing 3D geometry, accompanying technical specifications, and component selection software to mechanical engineers via the Internet.

InPart's first product, DesignSuite, was launched in February 1998. DesignSuite is the largest repository of 3D component data in the world, with models and detailed technical specifications for more than 200,000 mechanical components and nearly three million associated technical details from leading U.S. component suppliers. In addition, InPart has an advanced, fully Web-based solution architecture that allows for the creation, customization and delivery of selected models directly to individual users.

"DesignSuite is a valuable addition to Parametric's product line because it enables mechanical engineers to quickly and easily search for and obtain standard component data over the Internet," noted Steven C. Walske, chairman and chief executive officer of Parametric Technology. "In a more strategic context, the acquisition of InPart also provides PTC with additional technical expertise in the area of Web-based applications software development. The skills and focus of the InPart development team are highly complementary to our own efforts on behalf of Windchill(TM), PTC's Internet-architecture-based foundation for enterprise information management applications."

Walske added, "InPart has already done extensive development work in the areas of component classification, data searching and retrieval, and strategic sourcing of standard and custom components. The company's content and technology provide a natural bridge between design, procurement and the broader supply chain. We believe this expertise can leverage, as well as extend, our existing Windchill development resources, which in turn will enable us to satisfy more quickly the complete, enterprise-wide product lifecycle management requirements of our customers."

"We see a merger with PTC as an outstanding opportunity to immediately leverage our products throughout the mechanical CAD market and we are excited about integrating our technology into the Windchill architecture," said Stacey Lawson, InPart's founder and vice president of marketing. "We believe that this transaction will provide great benefits to our customers, manufacturing partners and employees."

Lawson added, "InPart will continue to work with its manufacturing partners to expand its content offerings, supporting multiple formats and standards including PTC's Pro/ENGINEER, STEP, IGES, and DXF. Accelerating the development and delivery of content products to the market is essential in providing value to our manufacturing end users. With the marketing, professional services and development support of PTC, we expect the content library to grow even faster than before."

About the Company

Parametric Technology Corporation develops, markets and supports a complete family of product development and information management solutions. The Company's Pro/ENGINEER(R) Solutions automate the complete product development process within the mechanical computer-aided design, manufacturing and engineering (CAD/CAM/CAE) industry. The Company's products within the enterprise information management industry include the web-centric, Java-based product information management tools of Windchill(TM), with applications including Foundation, Enterprise Document Manager and Enterprise Configuration Manager. All software solutions are supported and complemented by the strength and experience of the Company's professional services organization which includes training, consulting and customer support.

Except for the historical information contained herein, matters discussed in this news release may constitute forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties, including integration of operations upon the merger, product integration and market acceptance of the product, are detailed from time to time in reports filed by PTC with the Securities and Exchange Commission, including the Company's most recent reports on Form 10-K and 10-Q.