EXHIBIT D (2 PAGES) March 30, 1998 via FACSIMILE --------- Vance M. Arnold Executive Vice President Renaissance Capital Group, Inc. 8080 N. Central Expressway Suite 210-LB 59 Dallas, TX 75206-1857 Dear Mr. Arnold: Scientific Software-Intercomp, Inc....Acquisition Agreement • April 13th, 1998 • Scientific Software Intercomp Inc • Services-prepackaged software
Scientific Software-Intercomp, Inc. on March 27, 1998 signed an agreement for its acquisition by Baker Hughes Incorporated. That agreement is conditioned upon the acceptance by Renaissance Partners II Ltd. (Renaissance) at the closing of the acquisition of a promissory note for $1.3 million in satisfaction of the $1.5 million of principal plus accrued interest (and any other charges) which will be owed to Renaissance at closing and in satisfaction of warrants held by Renaissance to purchase up to 450,000 shares of common stock of SSI. The promissory note will bear simple interest of seven percent per annum and the note will become payable on July 1, 1999.
J:Legal\BHS Files\SSI\SSI-LOI4.doc EXHIBIT B (18 PAGES) March 27, 1998 CONFIDENTIAL ------------ Scientific Software-Intercomp, Inc. 1801 California Street Suite 295 Denver, Colorado 80202 Attention: Mr. George Steel, President and CEO Re: Letter...Letter Agreement • April 13th, 1998 • Scientific Software Intercomp Inc • Services-prepackaged software • Texas
EXHIBIT C (2 PAGES) March 30, 1998 via FACSIMILE --------- Eric Ryback, President Ryback Management Corporation 7711 Carondelet, Suite 7000 St. Louis, MO 63105 Dear Mr. Ryback: Scientific Software-Intercomp, Inc. on March 27, 1998 signed an agreement...Acquisition Agreement • April 13th, 1998 • Scientific Software Intercomp Inc • Services-prepackaged software
Scientific Software-Intercomp, Inc. on March 27, 1998 signed an agreement for its acquisition by Baker Hughes Incorporated. That agreement is conditioned upon the acceptance by the Lindner Funds (Lindner) at the closing of the acquisition of $1.4 million cash in satisfaction of the $5 million of principal plus accrued interest (and any other charges) which will be owed to Lindner at closing and in satisfaction of warrants held by Lindner to purchase up to 1,500,000 shares of common stock of SSI.
