Ascential Software Acquires Torrent Systems, Inc. -- Brings Unlimited Scalability to Data Integration Market.

Business Editors

WESTBORO, Mass.--(BUSINESS WIRE)--Nov. 28, 2001

Ascential(TM) Software Corporation (NASDAQ: ASCL), the leading provider of Information Asset Management (IAM) software, today announced that it has acquired privately held Torrent(R) Systems, Inc. of Cambridge, Mass., for $46 million (USD) in cash.

Torrent is a technology leader in highly scalable parallel processing infrastructure software for the development and execution of data warehousing, business intelligence and analytical applications. Parallel processing dramatically improves the performance of software by simultaneously harnessing the power of hundreds or thousands of computer processors.

Ascential will immediately incorporate most of Torrent's 60 employees into its operations and Torrent technology into the Ascential DataStage(R) product line.

"Torrent's patented and proven parallel processing technology is a perfect complement to the rich feature set within our data integration solution, DataStage," said Ascential Chairman and Chief Executive Officer Peter Gyenes. "The combination allows us to immediately come to market with an integrated, high-end offering rather than developing it internally and delaying time to market. We believe this will significantly strengthen our position in the fastest growing segment of the market, high-end data integration, and represents the achievement of a major milestone in our strategy to establish Ascential as the dominant supplier of data integration infrastructure solutions."

Expands Addressable Market

META Group estimates that the worldwide market for data integration will grow from $900 million in 2001 to $1.3 billion in 2004. Including the market of customers that create their own solutions, the market opportunity expands to $4 billion in 2004. According to Doug Laney, META Group vice president, Application Delivery Strategies, "The fastest growing component of this opportunity is at the high-end of the market, which is characterized by multi-national enterprises with large customer bases, multiple business units, several product lines, a range of partners and suppliers, and wide geographic dispersion."

Further illustrating this market opportunity, Gartner Inc. predicts that the average large enterprise will need to manage and integrate up to 500 terabytes of data by 2005.

Addresses Common Data Integration Demand Spanning All Industries

Ascential customers are large organizations that span a wide range of industries, including financial services, government, education, communications, retail, media/entertainment, transportation and manufacturing, all of which share a common need to integrate vast amounts of disparate, complex data from multiple sources.

As the result of the existing Ascential/Torrent relationship, which was announced in March 2001, Ascential has integrated Torrent's technology into the DataStage XE product line. The integrated offering combines Torrent's virtually unlimited processing performance with Ascential's proven rich functionality in data transformation, meta data management and data quality assurance, enabling customers to integrate data of virtually any volume and complexity, with infinite scalability, turning their ever growing amounts of data into valuable information assets.

"At United, we analyze `astronomical' amounts of data every day through our Orion system to determine the optimum seat availability and price across tens of millions of passenger itineraries," said Bob Bongiorno, managing director of applications development for United Airlines, a Torrent customer. " For Orion and our other data-intensive applications, we demand a parallel processing technology that is robust and reliable enough to process massive data volumes on very large systems and will provide a state-of-the-art data integration foundation that helps us manage all our disparate data sources and accelerates the development of new applications. The combination of technologies from Torrent and Ascential holds great promise for meeting the data processing needs of customer-centric organizations like United."

"The issue of scalability for data warehousing and the broader corporate information infrastructure often is driven not by the physical storage of the data but by the applications and operations that move and transform the data for business use," said Henry Morris, vice president for Applications and Information Access at IDC. "With this acquisition, Ascential gains critical parallel software technology to improve the scalability of DataStage and other data- intensive applications."

"As a strategic business partner of Ascential, we at Torrent have been working in close harmony for many months, and are proud to join the Ascential and DataStage team," said Torrent Founder Robert Utzschneider who is joining Ascential to lead the company's strategic OEM Business Development team. "This is a timely marriage of highly complementary and synergistic technologies, as high data volumes are becoming the norm, and parallel processing technology becomes critical to infrastructure solutions for data-intensive applications with ever-shrinking processing windows."

Related Financial Guidance

Ascential intends to account for this transaction as a purchase business combination. As such, costs incurred in acquiring Torrent and integrating its operations into Ascential, such as professional fees and severance costs, are accounted for as part of the purchase price and are expected to be approximately $2 million. The company is currently evaluating the magnitude of a potential fourth quarter charge for in-process research and development. Ascential management continues to expect that revenues in the fourth quarter will increase 5 to 15 percent sequentially from third quarter 2001 levels and will continue to record sequential increases throughout 2002, barring unforeseen circumstances. Assuming an improved economic environment during the second half of 2002, operating profitability remains projected for the fourth quarter. Ascential expects the acquisition of Torrent Systems to add at a minimum $5 million to $10 million to its revenue base and to become accretive to the company's earnings during the course of 2002. Therefore, Ascential believes the acquisition of Torrent Systems meets the acquisition criteria established by the management of Ascential Software -- that it be an evident strategic fit with Ascential, that Ascential be ready to integrate the acquired company into its operations, and that the transaction be accretive to the company's earnings within one year.

About Ascential Software Corporation

Ascential Software Corporation is the leading provider of Information Asset Management solutions to the Global 2000. Customers use Ascential products to turn vast amounts of disparate, unrefined data into reusable information assets that drive business success. Ascential's unique framework for Information Asset Management enables customers to easily collect, validate, organize, administer and deliver information assets to realize more value from their enterprise data, reduce costs and increase profitability. Headquartered in Westboro, MA, Ascential has offices worldwide and supports more than 1,800 customers in such industries as telecommunications, insurance, financial services, healthcare, media/entertainment and retail. More information on Ascential Software can be found on the Web at www.ascentialsoftware.com.

Analysts and Editors Note: Ascential Software management will host a conference call at 10:30 AM (EDT) today (Nov. 28) to discuss this transaction and how it fits into the Company's strategy. The call will be broadcast live through a link on the Investor Relations page on the Ascential Web site, www.ascentialsoftware.com/investors. Please go to the Web site at least fifteen minutes prior to the call to register, download and install any necessary audio software. There will be a replay of the call available on the Ascential Web site, as well as by telephone. The number for the replay is 800-756-6991 (domestic) or 402-998-0457 (international).

This release contains forward-looking statements based on current expectations or beliefs, as well as a number of assumptions about future events, and these statements are subject to important factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. The forward-looking statements in this release address a variety of subjects including, for example, the expected financial and other consequences resulting from the transaction, the expected functionality and interoperability of the combination of Ascential's and Torrent's technologies, products and resources, and the impact of the acquisition on financial results and projected financial results. The following factors, among others, could cause actual results to differ materially from those described in these forward-looking statements: the risk that Ascential's business, products and technologies will not successfully combine and interoperate with those of Torrent, difficulties integrating technologies, operations and personnel of Torrent, increased competition and technological changes in the markets in which Ascential competes, any failure of acquired systems or technologies, the impact of negative economic conditions on financial results, any unforeseen costs, charges or expenses associated with the transaction and inability to account for the transaction as intended. For a detailed discussion of these and other cautionary statements, please refer to the filings made by Ascential with the Securities and Exchange Commission, including the fiscal 2000 Annual Report on Form 10-K and most recently filed Quarterly Report on Form 10-Q.

(c)2001 Ascential Software. All rights reserved. Ascential is a trademark and DataStage is a registered trademark of Ascential Software Corporation and/or its affiliates and may be registered in other jurisdictions. Other trademarks are the property of the owners of those marks.