Parallax Capital Partners and Golden Gate Capital Buy SCT Process Manufacturing Software Division

IRVINE, CA – April 11, 2002: Parallax Capital Partners, LLC announced today the signing of a definitive agreement with SCT Corporation (Nasdaq: SCTC) to acquire the process manufacturing software business of SCT. Parallax and Golden Gate have appointed Jim Schaper, a 25-year software industry veteran, to be the CEO of the newly independent company, and will retain the existing management team and division staff. Parallax again partnered with Golden Gate Capital, a private investment firm with $700 million under management. The consummation of the transaction is subject to customary closing conditions and required approvals.

“Our investment will provide the capital necessary to strengthen the company’s balance sheet and to further enhance the technology and functionality of its software products which are currently used by more than 200 of the leading process manufacturing companies,” said David Dominik, a managing director of Golden Gate Capital. “In addition, strong senior leadership and committed investors will enable the company to augment its product offerings, better service its customers and extend its technology leadership within the process manufacturing software market.”

The company will continue to build upon its advanced set of software solutions that address the unique needs of the process manufacturing industry, including supply chain management, supply chain execution and other ERP applications such as forecasting, inventory management, procurement, formula and process management, and customer order management.

“The process manufacturing and consumer packaged goods target markets, comprised of more than 8,000 manufacturers, are under-served by traditional ERP vendors who designed their products for discrete manufacturing,” said Mr. Schaper, the newly named CEO. “Manufacturing spans the continuum from discrete to pure process — ‘discrete’ companies assemble and fabricate, whereas ‘process’ companies mix, blend, chemically react and disassemble. Without our solution set, process manufacturers would have to spend enormous amounts of time, money and energy to adapt their ERP and supply chain systems to suit their specific business needs.”

Mr. Schaper, was previously the president and CEO of Dun & Bradstreet Software, and most recently the chairman and CEO of Primis, a financial services company which was sold to LandAmerica Financial Services Corp. (NYSE: LFG). Mr. Schaper has also held senior management positions with Banyan Systems and Medaphis Corporation (now Per-se Technologies). Schaper, who first worked with Golden Gate Capital’s managing directors in 1996 while at Dun & Bradstreet, has subsequently advised the partners on several buyout opportunities.

“Parallax and Golden Gate are committed to dedicating the appropriate financial and strategic resources necessary to grow the business and better serve customers,” said James Hale, managing partner of Parallax Capital. “We expect to gain market share in all sectors of the process manufacturing software business, including food, beverage, pharmaceuticals, chemicals and CPG.”

Customers of the company’s “iProcess” business solution are leading manufacturers, including Godiva, Horizon Organic, Valvoline, Bristol-Myers Squibb/Mead Johnson, Coca Cola Fountain USA, Eastman Kodak, Miller Brewing Company, Molson, GlaxoSmithKline, The Kroger Company and Safeway.

About the investors
Golden Gate Capital (http://www.goldengatecap.com) is a San Francisco-based private equity investment firm with approximately $700 million of capital under management. Golden Gate is dedicated to partnering with world-class management teams to invest in change-intensive, growth businesses. They target investments of up to $100 million in situations where there is a demonstrable opportunity to significantly enhance a company’s value. The principals of Golden Gate have a long and successful history of investing with management partners across a wide range of industries and transaction types, including leveraged buyouts, and recapitalizations, corporate divestitures and spin-offs, build-ups and venture-stage investing.

Parallax Capital Partners, LLC, based in Irvine, CA, is a private operating company that dedicates its resources to acquiring and managing technology-related businesses. Parallax focuses on middle-market companies that generate revenues of $10 to $250 million. To assist its operating companies in building long-term value, Parallax has established an extensive operational infrastructure, which includes accounting and finance, worldwide sales and marketing, research and development, customer support and human resources. These resources give Parallax the ability to acquire and transition whole companies, business units, product lines and technology. Together, Parallax and its partners have participated in over 200 transactions ranging in size from $5 million to over $1 billion. For more information, visit http://www.parallaxcap.com.