For more information or to set up an interview, please contact Erica LeBorgne, Spyglass Public Relations Coordinator at 630-245-6624. Spyglass Strengthens Information Appliance Focus in Transaction to Sell SurfWatch Software Division Spyglass Signs Definitive Agreement to Sell SurfWatch Software Division to JSB Software Technologies PLC Naperville, Ill. - Tuesday, September 21, 1999 - In a strategic move to focus the Company's management and financial resources on the expanding information appliance market, Spyglass* Inc. (NASDAQ: SPYG) announced today that it has signed a definitive agreement to sell its SurfWatch Software division to JSB Software Technologies PLC, (AIM: JSB), a leading provider of the Internet access management software, surfCONTROL, headquartered in Scotts Valley, Calif. Upon closing of the transaction, Spyglass will receive consideration of $17 million cash and $12 million in JSB equity securities. Spyglass anticipates the transaction will result in a pre-tax gain on the sale of SurfWatch of approximately $27 million. The transaction is expected to close simultaneously with JSB's anticipated public offering of JSB equity securities on the Easdaq Stock Market in Europe in mid-November. Closing of the transaction is subject to the completion of JSB's equity offering. Commenting on the transaction, Spyglass Chairman and CEO Douglas Colbeth stated, "The sale of SurfWatch allows us to focus our efforts and resources on the information appliance market. The capital received in this transaction will enhance our ability to aggressively pursue opportunities in the interactive television and wireless data services markets, and will enable us to make additional strategic investments," Colbeth added. "We are also excited to have an ongoing equity interest in the combined entity of JSB and SurfWatch." "SurfWatch is truly a perfect fit for us," stated Robert Barrow, Group Chief Executive of JSB. "Back in April, we announced the acquisition of Kansmen Corporation and the company's pioneering Internet filtering software, LittleBrother. In July, IDC ranked surfCONTROL as the No. 1 player in the Corporate Filtering space. This most recent transaction will further allow JSB to become the premier provider of Internet access management software. Moving forward, we plan to play a major role in providing educational institutions and businesses with the market's premier tools for safe and effective access to the Internet." Under a separate agreement, JSB has licensed Spyglass' patent on Web filtering technology for a minimum of $2 million. Spyglass will retain its U.S. Patent for its proprietary Web filtering technology and processes issued by the U.S. Patent Office in March 1999. Following completion of the transaction, Spyglass will be a reseller of SurfWatch software to customers in the interactive television market on a worldwide basis. To date, Spyglass has agreements with several interactive television customers including Microsoft WebTV, Comcast, Worldgate, [email protected], American Interactive Media and NTL. About JSB'S surfCONTROL surfCONTROL, a division of JSB Software Technologies plc, is the foremost authority on Corporate Filtering, providing the market's premier Internet access management software. Based on sophisticated "Expert Filtering" and "Pass-By" technologies, the surfCONTROL family ensures that corporate "Internet Access is Business Access." This comprehensive line of Internet monitoring, management and filtering offerings - now including the entire LittleBrother product line from the company's recent acquisition of Kansmen Corporation -- address many of the key issues raised by corporate Internet access, such as productivity, legal liability, infrastructure bandwidth, and network security. surfCONTROL (www.surfcontrol.com) is a division of JSB Software Technologies plc (www.jsb.com), the prime architect for the Windows Sockets standard and provider of innovative communications technology for the world's leading ISVs. surfCONTROL works with a range of strategic partners, including Check Point Software (NASDAQ: CHKP), Hewlett Packard (NASDAQ: HWP), IBM (NASDAQ: IBM), ICSA, ISS, Inc. (NASDAQ: ISSX), Microsoft (NASDAQ: MSFT), NCR Corporation (NYSE: NCR), and Tivoli Systems. Headquartered in Scotts Valley, Calif. and Manchester, UK, JSB is quoted on the London Stock Exchange (AIM) as 'JSB'. About Spyglass Internet pioneer Spyglass (NASDAQ: SPYG) provides solutions for the expanding information appliance market. The company provides expertise, software, and services primarily to the interactive television and mobile data segments. Spyglass solutions are used by market-leading companies including: GTE, General Instrument, Microsoft, Motorola, NEC, Nokia, Sony, Thomson Consumer Electronics (RCA) and Xerox. Spyglass is headquartered in Naperville, Ill. and has regional offices in Lexington, Mass., Silicon Valley, Calif., London and Tokyo. Visit http://www.spyglass.com for more information. -30- (September 1999) Spyglass and the Spyglass logo are trademarks or registered trademarks of Spyglass, Inc., in the United States and other countries. Mosaic is a trademark of the University of Illinois. SurfWatch is a registered trademark of SurfWatch Software, a division of Spyglass, Inc. (Other technologies and brand names are trademarks or registered trademarks of their respective companies.) This release contains information about management's future expectations, plans and prospects that constitute forward-looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors including uncertainty related to consummation of the proposed transaction, the ability of JSB Software Technologies PLC to complete its anticipated public offering on the Easdaq Stock Market, owning equity securities in JSB Software Technologies PLC, consummation of binding agreements with prospective business partners, competition, development of the marketplace, the timing of the execution and recognition of revenues under new agreements, the ability to close and execute large multi-year contracts, product development, technological change and other factors that are discussed in the company's annual report on Form 10-K for the year ended September 30, 1998 and other documents periodically filed with the SEC.
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