IBM and Ascential Software Corporation announced the two companies have entered into a definitive agreement for IBM to acquire the equity of Ascential Software in an all cash transaction at a price of approximately $1.1 billion or $18.50 per share. The acquisition is subject to Ascential Software shareholder and regulatory approvals and other customary closing conditions, and is expected to close in the second quarter of 2005. The acquisition complements IBM’s information integration business, a key part of the company’s information management efforts and a unit that produced triple-digit growth in 2004. Ascential Software’s ability to gather, move and enhance the quality of large amounts of data complements IBM’s WebSphere Information Integrator product portfolio. WebSphere Information Integrator software enables customers to centrally manage and access data that is stored across a variety of structured and unstructured sources, from IBM and non-IBM vendors. IBM will: establish Ascential Software’s operations as a business unit within IBM’s Information Management software division; incorporate Ascential Software technology and solutions into IBM’s Information Management and Software Group offerings; and market and sell Ascential Software products through IBM’s and Ascential Software’s worldwide sales channels and Business Partners. www.ibm.com, www.ascential.com

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