Bentley to Acquire Infrasoft Corporation; Software and Services Company Specializes in Infrastructure Solutions for Civil Engineering.

Business Editors/High-Tech Writers

EXTON, Pa. & HORSHAM, U.K.--(BUSINESS WIRE)--Jan. 6, 2003

Bentley Systems, Incorporated today announced that it has executed an agreement to acquire Infrasoft Corporation, a global software and services company with operations based in the United Kingdom.

Since 1994, Infrasoft has provided civil engineering design and infrastructure management solutions to engineering firms, consultants, contractors, infrastructure operators and national, state, provincial, county and municipal government authorities.

In 1996, Infrasoft acquired the operations of MOSS Systems, Ltd., for which it had been the U.S. distributor and integrator. Since the 1980's, MOSS pioneered, and Infrasoft has greatly extended and propagated, the breakthrough "string-based" algorithms for civil engineering.

Infrasoft technology has received numerous awards for innovation, including the British Computer Society IT Award and the 2002 Innovation in Information Technology Award.

"Joining forces with Bentley maximizes the opportunities and return on investment for our MX and Arenium users," said Rick Fiery, Infrasoft CEO. "As a civil engineer, I am truly enthused about Bentley's enhanced resources and prospects that will ultimately benefit our users. I am very pleased that we crafted a transaction that provides a real opportunity for our users and employees and continued substantial equity upside in Bentley stock for our investors."

"Rick Fiery and his team have grown a very significant and successful enterprise since their purchase of the MOSS business from its UK founders," said Greg Bentley, CEO of Bentley. "We are confident that their zeal and creativity will lead to great contributions as new colleagues within Bentley Civil. The MX technologies have become, and will remain for Bentley, the mainstays of civil design in many important and growing regions of the world."

"Infrasoft brings a valuable and complementary new dimension to our business," said Gabe Norona, Senior Vice President of Bentley Civil. "Infrasoft's experienced management, energized staff resources and worldwide scope will further strengthen Bentley Civil's solutions and their deployment. We look forward to augmenting Bentley's solutions with the advantages of Infrasoft's string-based technology and enterprise-level operations applications."

Infrasoft's MX family of civil engineering products and its Arenium collaborative engineering solution are used with Microsoft Windows(R), Bentley(R) MicroStation(R) and AutoCAD(R) platforms in nearly 70 countries around the world. Bentley maintains an ongoing commitment to support the AutoCAD DWG environment as evidenced by its 2002 acquisition of Rebis and its AutoPLANT(R) product portfolio.

Henniker River Group, LLC, a business development firm, acted as consultants to Infrasoft, and helped facilitate the transaction with Bentley. A principal stockholder of Infrasoft is Botts & Company, a London-based private equity group. The acquisition is expected to close in January 2003.

About Bentley

Bentley Systems, Incorporated is a global provider of collaborative software solutions that enable our users to create, manage and publish architectural, engineering and construction (AEC) content. As a part of those solutions, Bentley provides professional services including implementation, integration, customization and training.

For more information, call 1-800-BENTLEY or visit us on the Web at www.bentley.com/civil.

Bentley, the "B" logo, MicroStation are registered trademarks of Bentley Systems, Incorporated or Bentley Software, Inc.. AutoPLANT is a registered trademark of Rebis. Rebis is a wholly owned subsidiary of Bentley Systems, Incorporated. MX and Arenium are trademarks of Infrasoft Corporation. AutoCAD is a registered trademark of Autodesk, Inc. Other brands and product names are trademarks of their respective owners.