$25.6 Million in First Closing of Mezzanine Round Financing Raised by Foodservice E-business Leader, Instill; Octane Capital Management Leads Round.

Business Editors/High-tech Writers

REDWOOD CITY, Calif.--(BUSINESS WIRE)--June 27, 2000

Instill Corporation, a leading provider of e-business services for the $376 billion foodservice industry, today announced it has raised $25.6 million in the first closing on its mezzanine round of financing, bringing Instill's total financing raised to date to $71.8 million.

A premier group of institutional investors and partners participated in this round, including lead investor Octane Capital Management and Instill customers Procter & Gamble and Applebee's International, Inc. Additional investors were also part of the mix, including existing investors Altos Ventures, Charles River Ventures, Chase Capital Partners, Ohio Partners, Piper Jaffray Ventures, and The Mayfield Fund.

Instill will use the additional funds to enhance working capital and for strategic initiatives, including fueling additional sales growth and marketing efforts, and continuing expansion of services that address the needs of the entire foodservice supply chain. Emeric J. McDonald, co-founder of Octane Capital Management said, "Instill's efforts to date have made them a leader in the foodservice industry's fundamental shift toward e-business. With their strong executive and operational teams, Instill is exceptionally well positioned to deliver innovative solutions that will have a powerful impact on this important industry."

Steve Lumpkin, executive vice president of strategic development and leader of Applebee's e-business strategy, agrees. "Because of Instill's longstanding work and knowledge of the foodservice industry, and its strong potential for additional future growth and impact, we felt it was important to support Instill's strategic direction in order to achieve their objectives and ours," said Lumpkin. "Also, we look forward to benefiting from Instill's domain expertise and value-added business solutions which will help us improve efficiency and effectiveness in our business applications."

About The Instill Foodservice Network

The Instill Foodservice Network provides core services and technology from Instill and value-add partner services to all segments of the foodservice supply chain. Services include Instill(R) Purchase Web(SM) and Instill Purchase Insight(SM), Instill's flagship e-procurement and analysis reporting services for large chain environments. Foodscape(SM), the company's newest service, is a portal designed for small chains and independent restaurant operators. Foodscape.com users can quickly gain access to relevant news, tools and services, community, e-commerce offerings, as well as educational tools specifically provided by The National Restaurant Association Educational Foundation. For distributors, from broadline to specialty, the Instill Foodservice Network delivers electronic purchase transactions that automate fast and easy ordering to their customers. With Instill Market Intelligence(SM), manufacturers of all sizes can benefit from aggregated market data across industry segments.

"This round of financing once again demonstrates the investor community's belief in our products and services," said Mack Tilling, Instill's CEO and co-founder. "With these additional funds, we believe that Instill will be able to continue researching and developing top quality online services to meet the needs and expectations of the rapidly changing foodservice industry."

About Instill Corporation

Instill has been providing e-Business services to the foodservice industry since 1993, delivering e-commerce and information services to the restaurant supply chain including operators, distributors, and manufacturers. Instill's suite of Internet services enable more efficient procurement processes and business intelligence. Instill consolidates industry-wide data and provides business intelligence capabilities for improving the profitability and market positions of its customers.

The company services and links thousands of operators with their key distributors. Some of the operators using Instill services include Applebee's Neighborhood Grill and Bar, Brinker International, Delaware North, Fine Host, Lettuce Entertain You, Marie Callender's and Sodexho Marriott Services. Instill also provides services today to many of the major food manufacturers, and has strategic alliances with such partners as The National Restaurant Association, Procter & Gamble and Technomic. With over 180 employees, Instill is headquartered in Redwood City, California, with offices in Atlanta, Chicago, New York, Philadelphia, Southern California and Washington DC. Instill can be reached at 888-Instill or visit their Web site at www.instill.com.

Note to Editors: Instill is a registered trademark and Instill Purchase Insight, Instill Purchase Web, Foodscape and Instill Market Intelligence are service marks of Instill Corporation.