PTC Completes Acquisition Of CoCreate

NEEDHAM, MA – December 3, 2007 – PTC (Nasdaq: PMTC), the Product Development Company®, today announced it has completed its acquisition of CoCreate Software GmbH, a provider of product development solutions, for approximately $250 million net of cash acquired and excluding transaction fees. CoCreate, based in Sindelfingen, Germany, has 280 employees and more than 5,000 customers globally including Agilent, Canon, Molex, Fujitsu, HP, Liebherr, Matsushita Electric, NEC, Olympus, Phoenix Contact and Seiko Epson.

“The acquisition of CoCreate enables PTC to broaden its customer base, its distribution channel, and its product offering,” said C. Richard Harrison, president and chief executive officer, PTC. “Additionally, we expect the acquisition will be immediately accretive to our non-GAAP operating margins and earnings.”

Customer satisfaction has been a top priority for PTC and we expect CoCreate customers to benefit from this focus. PTC is committed to maintaining, enhancing and further developing all CoCreate products indefinitely, including OneSpace Modeling, OneSpace Drafting, OneSpace Model Manager, OneSpace Drawing Manager, OneSpace Live! and OneSpace.net. PTC will continue to offer all CoCreate solutions as stand-alone offerings. Additionally, PTC plans to integrate CoCreate solutions with the PTC Product Development System (PDS) in order to offer CoCreate customers complementary product development capabilities including engineering calculations, dynamic publishing, visualization, high-speed machining, and enterprise content and process management.

“Intermec has been a long-standing customer of both PTC and CoCreate solutions,” said Ryan White, mechanical engineering manager at Intermec, a leading supply chain technology provider. “We believe we will benefit not only by being able to purchase these solutions from one vendor, but also from the planned integration of the solutions, which should enable us to lower our total cost of ownership and ease transfer of files between tools.”

With this acquisition, PTC embraces all the accepted approaches to mechanical modeling – parametric, explicit, derived and 2D – and is the only vendor to offer all of them based upon a customer’s specific needs. Any of these modeling techniques combined with the PTC PDS offers customers a competitive advantage unmatched by any other vendor in the industry.

“PTC’s acquisition of CoCreate will provide significant value for end users,” said Allan A. Fotinopoulos, senior business product lifecycle development architect at Pitney Bowes, a global provider of mailstream technology. “We look forward to seeing how the tools will complement each other to provide added value to various product development programs at Pitney Bowes, as well as seeing integration plans to assist us in adopting a complete PLM solution in the future.”

PTC financed the acquisition and related expenses with a combination of $50 million of cash and $220 million of debt from its existing revolving credit facility. PTC expects to repay the loan within two years.

Wachovia Securities acted as exclusive financial adviser to PTC in the transaction. CoCreate was a portfolio company affiliated with HBK Capital Management.

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