Accelrys Announces Merger with SciTegic

Accelrys, Inc. (NASDAQ:ACCL) today announced the signing of a definitive agreement to merge SciTegic, Inc., a leading provider of workflow software solutions for the research science market, with a wholly-owned subsidiary of Accelrys. SciTegic shareholders will receive $12.25 million of cash and approximately 1,040,119 shares of Accelrys common stock in exchange for their Scitegic shares at closing, and approximately 334,324 additional Accelrys common shares over the next two years subject to certain conditions. SciTegic will become a wholly-owned subsidiary of Accelrys. The transaction is valued at about $21.5 million.

The merger is subject to the approval of SciTegic shareholders. The two founders of SciTegic will become employees of Accelrys after the merger. They and other SciTegic shareholders, who own approximately 90% of the SciTegic shares outstanding, have agreed to vote their shares in favor of the merger. It is anticipated that the transaction will close during September, 2004 subject to customary conditions of closing.

“We believe the merger of these two market-leading companies will enable significant advancements in the scientific software market,” commented Mark Emkjer, Accelrys’ president and chief executive officer. “The addition of SciTegic’s innovative workflow technology, Pipeline Pilotâ„¢, to Accelrys’ already robust product portfolio will not only provide customers with superior software solutions, but it will also create a compelling value proposition for our shareholders, employees and partners.

“The Accelrys global install base is nearly ten times the size of the current SciTegic install base,” continued Emkjer. “Our opportunity is to utilize our joint worldwide distribution system to reach all Accelrys customers. Thus, the potential for Pipeline Pilot is very exciting.”

www.accelrys.com