Sep 06 2000

Amendment of asset acquisition offer by Dassault Systemes for Spatial's ACIS® Business

Offer to Acquire Assets of Spatial’s 3D software component business Increased to $25 million with expanded joint partnership agreements



Boulder (Colorado) and Suresnes (France), September 6, 2000 – Dassault Systemes (Nasdaq: DASTY) and Spatial Inc. (AMEX: STY) announce that the previously reported offer by Dassault Systemes to acquire the 3D software component business of Spatial has been increased to a $25 million cash transaction, along with additional partnership and technology agreements to those previously announced.

Subject to stockholder approval and finalization of the transaction, Spatial’s Web business will operate under the name of PlanetCAD Inc., and will focus on the developing Web infrastructure market by providing application services and technology for the digital manufacturing supply chain. PlanetCAD will benefit from cross licensing, technology sharing, and marketing agreements with Dassault Systemes and SolidWorks. Spatial’s 3D software component business will become Dassault Systemes' new technology company operating under the Spatial name. The new company will offer best-of-breed 3D components addressing the exponential requirements for 3D in Internet based e-commerce and Business-to-Business (B2B) applications.

The amended agreements include a perpetual license to PlanetCAD for Spatial’s component technologies, a co-branding agreement for Spatial’s 3Dshare.com model interoperability service on Dassault Systemes’ and SolidWorks’ web sites, a license agreement under which PlanetCAD will be able to host Dassault Systemes and SolidWorks file translation, interoperability tools and application services, a joint development agreement under which the two companies will share engineering data translation and healing technologies, a CATIA Application Architecture (CAA) Agreement for PlanetCAD’s Prescient Q/A products, and reseller agreements under which Dassault Systemes will sell enterprise versions of PlanetCAD services and PlanetCAD will sell the IntraVISION Viewer in end user markets. Under the terms of the revised proposal, Spatial will accelerate the introduction of a new pricing model for its 3D software component business to largely eliminate up front license fees and concentrate on building recurring royalty and maintenance fees.

The changes to the agreement occurred subsequent to receipt by Spatial of a competing offer to purchase the assets of its 3D software component business from a Dassault Systemes competitor.

The preliminary proxy statement pertaining to this planned asset sale has been filed with the Securities and Exchange Commission (SEC) and is available free of charge from the SEC at its Internet Website (www.sec.gov) or from Spatial by request to Spatial Inc. Investor Relations: Geoff High, Pfeiffer Public Relations (303) 393-7044, geoff@pfeifferpr.com. The transaction is subject to stockholder approval and will require a majority vote of Spatial’s stockholders prior to closing. A proxy statement will be sent to Spatial’s stockholders as soon as practicable. When it is available, stockholders should read the proxy statement in its entirety because it will contain important information about the transaction.