Business Update

Airborne in talks with DHL on ground operations; QAD offers to buy back stock

Tempe, AZ — March 24, 2003 — In supply chain-related business news today, Airborne confirmed it is in discussions with DHL regarding a potential sale of Airborne's ground operations, and software company QAD has announced an offer to buy back about 8 percent of its outstanding stock.

Airborne, the holding company for Airborne Express, today said that the deal under discussion would have DHL acquire Airborne's ground operations for cash at a premium to Airborne's current share price. As part of the transaction, Airborne's air operations would become an independent public company that would continue to be wholly owned by Airborne's current shareholders.

In a statement, Airborne said that while the company believes such a transaction would have significant strategic benefits for its customers, employees and shareholders, "no agreement has been reached and there can be no assurance one will be reached."

If an agreement is reached, it will be subject to a number of conditions, including stockholder and regulatory approvals. Airborne said that it does not intend to make any further public announcements regarding the discussions until an agreement is reached or the discussions are terminated.

Meanwhile, QAD, which offers collaboration solutions for manufacturers, has announced plans to repurchase up to 2.6 million shares of its common stock, representing approximately 8 percent of its 34.4 million outstanding shares.

In a statement, the company said that the repurchase will be made through a "modified Dutch auction" tender offer commencing last Friday and consisting of an offer to purchase up to 2.6 million shares of QAD's common stock at a purchase price between $4.75 per share and $5.25 per share net to the seller in cash, without interest.

The closing price for the common stock on NASDAQ on March 20, the last full day of trading prior to the public announcement of this tender offer, was $4.10 per share. The aggregate cost of the transaction would be no greater than $15 million, including related expenses, according to QAD, which said it would finance the tender offer from available cash.

In its statement, QAD said that the company believes that the tender offer is consistent with its long-term corporate goal of increasing stockholder value and is a prudent and efficient means to provide immediate value to its stockholders. In addition, stockholders who elect not to tender their shares may increase their relative percentage ownership in the company.

SG Cowen Securities Corporation is acting as dealer manager for the offer; Morrow & Co., Inc. is the information agent; and American Stock Transfer & Trust Company is the depositary.