TTI Completes Initial Public Offering and Acquisition of Tecmar.

WESTLAKE VILLAGE, Calif--(BUSINESS WIRE)--March 4, 1998--TTI Holdings Inc., the parent company of Anaheim, Calif.-based Transitional Technology Inc. (TTI), Wednesday announced that it has completed an initial public offering generating US$16.77 million to fund company operations and the acquisition of Tecmar Technologies Inc., a Longmont, Colo.-based provider of high-performance tape storage solutions.

Trading in TTI stock commenced on Feb. 26, 1998 on the SMB list of the Oslo Stock Exchange. Investor interest in the offering of 8,385,577 shares of common stock at a subscription price of US$2.00 per share was strong with 12,793,067 shares subscribed for, an over-subscription of 53 percent.

The offering was made by an underwriting group jointly managed by Norden, Enskilda Securities and Norse Securities AS, all based in Oslo, Norway.

The company said that certain proceeds from the offering have been used to fund the acquisition of Tecmar, which was completed on Feb. 17, 1998, as well as for working capital needs as the company expands its operations and ramps production of a new line of Travan NS tape drive products from Longmont and tape storage solutions from Anaheim.

"Our vision for TTI is to become an industry-leading storage solutions integrator in the network storage market," said TTI Chairman Martin S. Albert.

"The successful public offering and acquisition of Tecmar are significant steps in achieving this vision with the combined companies having industry leadership in technology, quality and customer satisfaction, while providing significant value to our shareholders."

The company's corporate offices will be based in Longmont and TTI will retain its operating divisions in Anaheim; Banbury, England; Aldermaston, England; Weisbaden, Germany; and Singapore. The company's staff now totals 116 employees.

As a result of the IPO and Tecmar acquisition, a number of changes and additions have taken place in the senior management and board positions.

Ernest H. Wassmann, president and chief executive officer of Tecmar, will assume all duties as president, CEO and a director of TTI. Mike Spencer, president of TTI, has been appointed as general manager of European operations and director.

Willy Wiik, a partner of Amerscan based in Oslo, will serve as director. Dennis Waid, president of Peripheral Strategies of Santa Barbara, Calif., will complete the five-member board of directors for TTI. The company is currently interviewing for the chief financial officer position and will make the appointment in the next few weeks.

"The acquisition of Tecmar provides TTI with essential capabilities needed to achieve its growth objectives," said Wassmann. "The sales force and purchasing power of the combined company gives TTI the critical mass required to remain a top-tier vendor in the network storage market.

"The addition of the Tecmar executive team strengthens the proven storage industry experience of TTI management," Wassmann said. "TTI has a ten-year history of profitability and growth and we expect that trend to continue with the strengthened company.

"New products and markets are the life blood of growth in this industry. To meet this need TTI gains access to the Tecmar R&D team for the development of future products," said Wassmann. "Tecmar's R&D efforts over the past 18 months have delivered seven new products to the market with DDS3, DDS3 Autoloader, Travan NS8 and NS20 being first to market.

"We expect new product development at TTI to drive growth, along with moving the company's products into new sales channels by leveraging Tecmar's strength in distribution and OEM channels.

"The acquisition was equally attractive to Tecmar," said Wassmann. "Tecmar has made great strides in the past year achieving several industry firsts in the tape storage market, yet there has been a concern about the financial ability of the company, as Tecmar has rebuilt itself since the acquisition of Rexon out of bankruptcy in March of 1996.

"During this period the company has reduced expenses and headcount, divested itself of non-core businesses and improved gross margins, with Tecmar recently having break-even operations in December 1997."

According to Wassmann, "The combined company is profitable, debt free, has sufficient working capital, a strong balance sheet, a strong management team, with established products and established customers. With all of these pieces in place the company feels it has addressed this concern."

Tecmar is a leading provider of high-performance tape storage solutions for the networking storage environments. The company's product line features Travan NS minicartridge drives with 8GB to 20GB capacity, WangDAT 4mm DAT tape drives ranging from 2GB to 200GB of storage capacity, Wangtek quarter-inch cartridge drives with 525MB to 2.5GB of storage capacity, and QualityTape, a comprehensive line of 4mm, DC6000 and Travan media.

Tecmar products are sold worldwide to original equipment manufacturers (OEMs), distributors and value-added resellers. The company's home page on the World Wide Web is http://www.tecmar.com.

Transitional Technology was founded in 1987 to provide innovative and quality tape storage for the mid-range and workstation markets, as well as to offer unsurpassed service and reliability to its customers. TTI is a recognized leader in the unattended backup storage market.

TTI's product line includes a full range of tape backup subsystems and libraries using 4mm, 8mm, AIT, DLT and DTF drive technologies, as well as the new PRISM RAID disk array family. TTI designs and manufactures storage systems for Digital Equipment Corp., Hewlett-Packard, Apollo, Apple, IBM RS/6000, Sequent, IBM AS/400, IBM PC and compatibles, Sun, Silicon Graphics and other SCSI workstations.

Transitional Technologies has headquarters in Anaheim. For more information, see TTI's corporate Web site at www.ttech.com. -0-

Except for the factual statements made herein, the information contained in this news release consists of forward-looking statements that involve risks and uncertainties. The company's actual results could differ materially from those contained in such statements. Factors that could cause or contribute to such differences include unexpected shortages of critical components, rescheduling or cancellation of customer orders, the timing and market acceptance of new product introductions by the company and its competitors, and general competition and price pressures in the marketplace. Reference is also made to other factors set forth in the company's filings with the Oslo Stock Exchange, including the "Risk Factors," "Management's Discussion and Analysis" and other sections of the company's Prospectus.

CONTACT: TTI Holdings Inc., Longmont

Ernest H. Wassman, 303/702-7015

[e-mail]

www.tecmar.com

or

JPR Communications

Judy Smith, 818/386-0403

[e-mail]

www.jprcom.com