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ESI GROUP ANNOUNCES ITS INTENT TO ACQUIRE CALCOM, TO STRENGTHEN ITS STRATEGIC POSITION IN CASTING AND INDUSTRIAL METALLURGY
10 February 2003 - ESI Group

ESI Group announces its intention to acquire Calcom. Calcom is a Swiss company specialising in digital simulation for casting and metallurgical industry applications. The company is the editor and European distributor of the calcosoft software product, and also markets the ProCAST software product in Europe.

The acquisition of Calcom is a strategic follow-up to the recent acquisition of ProCAST teams and software in November 2002. ESI Group views this acquisition as an additional step in its consolidation of a leading position in Virtual Manufacturing (VM) as a provider of simulation products for most material and metallurgical processes.

Calcom's privileged collaboration with the Swiss Federal Institute of Technology (EPFL) ensures that the most recent developments in metallurgy and computer science are transferred to its casting and metal forming applications. Agreements between EPFL and Calcom have been strengthened in order to ensure a long-term partnership. With this acquisition, ESI Group strengthens the 'metallurgical' dimension of its business which will eventually include ProCAST and PAM-CAST for casting simulation, calcosoft for continuous casting and ESI Group SYSWELD product for welding and heat treatment.

The complementary nature and the convergence of these various products will enable this specific division to develop and support new high value added 2G solutions, such as the simulation and optimisation of assembly processes for mechanic-welded complex structures.

ESI Group metallurgical business unit will include close to 50 world experts and engineers and will entail significant economies of scale at the level of distribution, technical support and management. This should result in greater efficiency for fiscal year 2003.

Financial terms of the acquisition

The ProCAST acquisition was completed in late December 2002 and involved
the intellectual property, assets and staff required to operate the software. The ProCAST and Calcom acquisitions amount to approximately 4 million euros, paid entirely in cash. The two acquired companies generated sales of around 4.6 million euros in 2002. In accordance with agreements signed on December 24, 2002, ESI Group will consolidate Calcom's sales in the first quarter of 2003.

Alain de Rouvray, ESI Group's CEO, concluded: 'Pursuing our selective acquisition strategy, we are delighted to welcome Calcom into our group. Current and future products resulting from the combination of Calcom and ESI Group, following the integration of ProCAST, will give ESI Group critical mass in casting manufacturing processes, and will complement our existing leadership in stamping and die design. This will allow us to develop a single, global solution for complex assembled products.

Calcom's sales force and highly-skilled technical staff will strengthen ESI Group's business as a distributor and provider of high value added
services.'

About Calcom

Calcom was founded in Lausanne in 1991. The company markets UES Software's ProCAST casting simulation product, along with its own calcosoft continuous casting product. Calcom has many prestigious industrial partners, including ABB, Alcan-Alusuisse, Assan, Corus, Doncasters, Elkem, General Motors, Howmet, Hydro-Aluminium, Hydro-Germany-VAW, Lamitref-MKM, PCC, Pechiney, Rolls-Royce, Snecma and Umicore.

Calcom is also heavily involved in research projects, with academic partners such as EPFL, INPL, INPG, Sintef, TU Delft, and Uni Trondheim. Calcom was awarded ISO9001 certification by SGS International Certification Services AG. In 2002, Calcom generated sales of CHF3.4m, mainly in Europe. Around three quarters of Calcom's revenue comes from distributing ProCAST and calcosoft software; and the rest comes from services. Calcom has 15 employees, and covers the European market using a network of agents and distributors. For further information, visit Calcom's website at www.calcom.ch

http://www.esi-group.com

About: ESI Group
ESI Group is the world leading software editor for the numerical simulation of prototype and manufacturing process engineering in applied mechanics. The key to ESI Group's success is the use of realistic material physics, providing "as good as real" virtual solutions, in order to replace the lengthy trial and error processes on real prototypes.

ESI Group has developed an entire suite of coherent industry-oriented applications to realistically simulate a product's behavior during testing, to fine tune the manufacturing processes in synergy with the desired product performance, and to evaluate the environment's impact on product usage. ESI Group's product portfolio, which has been industrially validated and combined in multi-trade value chains, represents a unique collaborative, virtual engineering solution, known as the Virtual Try-Out Space (VTOS), enabling a continuous improvement on the virtual prototype.

By drastically reducing costs and development lead times, VTOS solutions offer major competitive advantages by progressively eliminating the need for physical prototypes.

A sustained growth

Total consolidated revenue for fiscal year 2003, ending January 31st 2004, increased by 15% in real terms and 22% at constant exchange rates, compared to the previous year reaching 49 million euro.

The software activity remained stable with 73% from licenses and 27% from services.

The major acquisitions made in 2002 and 2003 accounted for 15% of revenue growth and took part in the strengthening of the Group's position on the American market.

As in previous years, ESI Group maintained a strong international presence with 50% of turnover generated outside Europe and 79% of revenue outside.

Listed on the Nouveau Marché of Euronext Paris, ESI Group employs almost 500 high-level specialists worldwide.
ESI Group and its global network of agents provide sales and technical support to customers in more than 30 countries.

A key investment area: Research and Development

ESI Group is making substantial R&D efforts and forms partnerships with leading academic and research laboratories in order to offer state-of-the-art solutions.

ESI Group also provides high value-added services, worldwide through its subsidiaries located in Europe, Asia and Americas. Consulting projects with strategic industrial partners as well as European R&D contracts exemplify ESI Group's strong engineering knowledge and scientific expertise.


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