Tender Offer for Interact

Sage Group PLC
28 March 2001

                   Wednesday 28 March: Embargoed for 7:00am



                              The Sage Group plc

   Recommended tender offer for Interact Commerce Corporation ('Interact')


    There will be a conference call for equity analysts and investors today at
    9.30am. Details can be obtained from Financial Dynamics.

  * Recommended tender offer to acquire Interact, listed on NASDAQ, for $263
    million (£183 million). The tender offer will be financed using a loan
    facility. Interact had net debt at 31 December 2000 of $19 million (£13
    million).
  * The tender offer is $12.00 in cash per share, a premium of 51% to the
    closing market price on 27 March 2001.
  * Interact is a leading player in the US market for CRM (Customer
    Relationship Management) software targeted at small to medium-sized
    enterprises (SMEs). The acquisition of Interact provides Sage with a
    strong position in this strategically important market.
  * Interact has two products: ACT! targeted at small businesses; and
    SalesLogix targeted at medium-sized businesses.
  * Interact distributes its products through an established network of
    value added resellers specialising in CRM software.
  * The acquisition of Interact provides Sage with the opportunity to sell
    Interact's range of market-leading CRM products into Sage's customer base
    of more than 2.5 million customers.

   Commenting on today's announcement, Paul Walker, Chief Executive, said:


        ' The acquisition of Interact presents Sage with significant
        opportunities. Interact is a strong business in its own right and
        gives us a leading position in the strategically important CRM market.
        We are confident that Sage's global presence and channel strength will
        open up additional opportunities for Interact's products in both new
        and existing markets. This acquisition represents a significant
        opportunity to sell additional products and services to Sage's 2.5
        million customers worldwide.'

Enquiries:
The Sage Group plc                                         0191 255 3000
Paul Walker, Chief Executive
Paul Harrison, Finance Director
Phil Branston, Investor Relations
Web-site address: http://www.sage.com

Financial Dynamics                                         020 7831 3113
Giles Sanderson/Harriet Keen



Introduction

The Sage Group plc, the world's leading supplier of business management
solutions and services to SMEs, today announced that it is to launch a tender
offer for Interact, a leading CRM company (NASDAQ: IACT) for $12 a share in an
all cash deal valuing the company's equity at $263 million (£183 million).
Interact has its headquarters in Scottsdale, Arizona. Interact had net debt at
31 December 2000 of $19 million (£13 million). The offer has been recommended
by the Interact board. The transaction is being financed using a loan facility
and is expected to be earnings enhancing in Sage's first full financial year
following completion of the acquisition.

Background

Over the past few years it has become clear that SMEs are looking for a
comprehensive range of highly integrated software applications to help them
manage their core business processes. Sage is already responding to this trend
by offering SMEs an ever broader range of business management software,
support services and e-business solutions, in addition to its traditional
accounting and payroll products.

The acquisition of Interact will further enhance Sage's ability to meet the
growing needs of the SME community worldwide. CRM software is one of the
fastest growing sectors of the business software market and the acquisition of
Interact will enable Sage to offer SMEs a complete range of solutions to
manage and grow their businesses.

CRM Software

CRM software enables businesses to capture and analyse relevant customer data
at all points of interaction between the company and its customers. It helps
businesses generate increased revenues through more effective sales and
marketing, improve customer retention by enhancing customer service; and
reduce costs by making internal processes more efficient.

Sage's accounting systems already store and process customer data, such as
contact details and records of past transactions. By integrating Sage's
accounting systems with Interact's CRM software, SMEs will be able to take a
unified view of their customers and thereby further increase revenues and
improve business efficiency. Sage's acquisition of Interact will offer a level
of integration between accounting and CRM software systems that standalone
competitors will find difficult to match.



Interact

Interact is a leading supplier of CRM software with two product ranges,
targeting both small businesses and mid-market customers. At the entry level,
ACT! is a leading contact management and salesforce automation package, whilst
SalesLogix provides comprehensive CRM functionality, including sales,
marketing, e-commerce and support, to mid-market customers who require a more
sophisticated CRM software solution.

Interact's CEO and founder, Pat Sullivan, has a wealth of CRM experience and
is a highly respected figure within the industry. Over the past few years, Pat
Sullivan has built up a professional management team at Interact and this team
will remain in place post-acquisition to effect Sage's strategic plans for the
future development of Interact's business.

Since its inception in 1993, Interact has built up a significant presence in
the SME CRM software market. To date, ACT! has sold over 3.2 million
individual licences, whilst SalesLogix has in excess of 3,500 corporate
customers. CRM software is one of the fastest growing sectors of the business
software market and Interact's scale and product range means it is well placed
to take advantage of this significant growth.

In the year to 31 December 2000, Interact made an operating profit (before
interest, amortisation and the $30.8 million cost of its investment in
Interact.com), of $6.5 million, on sales of $107.7million. Interact has now
completely exited from the Interact.com venture, and has refocused on selling
its core products through traditional channels. Interact had net assets of
$20.4 million at the year end.

Paul Walker, Sage's Chief Executive, commented: 'The acquisition of Interact
presents Sage with a number of significant opportunities. Interact is a strong
business in its own right and gives us a leading position in the CRM market.
We are confident that Sage's global presence and channel strength will open up
additional opportunities for Interact's products in both new and existing
markets.

This acquisition represents a significant opportunity to sell additional
products and services to Sage's 2.5 million customers worldwide. Whilst
penetration of CRM software amongst Sage customers is currently estimated at
less than 10%, our research suggests that demand is already high and is likely
to grow significantly over the next few years'.

                                                     Exchange rate: £1=$1.434.

Timetable

  * 28 March 2001: offer announced
  * By 4 April: tender offer document circulated to Interact shareholders
  * Interact shareholders have 20 working days to tender their shares
  * By 3 May 2001: first closing date for tender offer

Interim Results announcement date

As a result of this acquisition we will now be announcing our interim results
on the 9th May.

Other Information

This announcement is neither an offer to purchase nor a solicitation of an
offer to sell shares of Interact Commerce Corporation. At the time the offer
is commenced, The Sage Group plc and Interact Commerce Corporation will file a
tender offer statement with the U.S. Securities and Exchange Commission and
Interact Commerce Corporation will file a solicitation/recommendation
statement with respect to the offer. The tender offer statement (including an
offer to purchase, a related letter of transmittal and other offer documents)
and the solicitation/recommendation statement will contain important
information, which should be read carefully before any decision is made with
respect to the offer. The offer to purchase, the related letter of transmittal
and certain other offer documents, as well as the solicitation/recommendation
statement, will be made available to all shareholders of Interact at no
expense to them. The tender offer statement (including the offer to purchase,
the related letter of transmittal and all other offer documents filed with the
Commission) and the solicitation/recommendation statement will also be
available for free at the Commission's website at www.sec.gov.