ANCC Airnet Communications (MM)

INSCI Announces Board Changes; Date for Annual Stockholders Meeting Expands Size of Board to 10, Including Five Outside Directors WESTBOROUGH, Mass., Dec. 30 /PRNewswire-FirstCall/ -- INSCI Corp. (BULLETIN BOARD: INSS) , a leading provider of enterprise content management (ECM) solutions, today announced that, effective immediately, the Company's Board has been strengthened with the appointment of five new directors. The new directors include Steven Morgenthal, George M. Calhoun, Ph.D., Adi Raviv, Thomas G. Rebar and Amit Avnet. These appointments filled three open positions and two vacancies created by the resignation of Winston J. Churchill and Robert G. Yablunsky. As a result, the size of the Board increased from seven directors to 10 and the number of outside directors increased to five. INSCI also announced that its annual meeting of stockholders is to be held Thursday, January 29, 2004, at 10:00 AM. The meeting will be held at INSCI's corporate offices in Westborough, MA, and all shareholders are invited to attend. The following proposals will be voted on at the meeting: the election of 10 directors to serve for the ensuing year; the ratification of the appointment of Goldstein and Morris Certified Public Accountants as the Company's independent public accountants, and the approval of a proposal to increase the authorized number of stock options under the Company's 1997 Equity Incentive Plan. INSCI CEO Henry Nelson said, "We are pleased that these individuals are joining the Board. Their financial, technological and operational experience and expertise will be valuable in helping to implement and execute our growth strategy. Our recent acquisition of the assets of WebWare expanded our customer base and product offerings. The counsel of these new Board members will assist us in making the most of these new market opportunities." Morgenthal, 44, has more than 20 years of experience in the management and facilitation of high-tech companies and is currently an Executive-in-Residence with Selway Partners. Most recently, he was President and CEO of Paramus, NJ-based Regenative Network Management Systems, a developer of sophisticated network and systems management solutions and a Selway Partners company. Prior to that, Morgenthal held executive positions with a number of high-tech companies in the product and services areas and has been active in the venture investment communities. Morgenthal began his career at AT&T Bell Labs. Dr. Calhoun, 51, has spent 25 years in the high-tech segment of the wireless communications industry and is an Executive-in-Residence at Hoboken, NJ-based Stevens Institute of Technology, where he teaches in the Undergraduate Program for Business & Technology, at the Howe School of Technology Management. He is one of the co-founders of King of Prussia, PA based InterDigital Communications Corporation (NASDAQ:IDCC), where he was involved for 12 years in the pioneering development of digital cellular technology. Subsequently, he was Vice-Chairman of Debary, FL-based Geotek Communications, and was Chairman of an engineering joint venture based in Israel. Most recently, Dr. Calhoun was the Chairman and CEO of Mount Prospect, IL-based ISCO International, Inc. (AMEX:ISO), a company focused on the application of high-temperature superconducting materials and advanced signal-processing techniques. He is also a Board member and Audit Committee Chairman for Melbourne, FL-based Airnet Communications (NASDAQ:ANCC), a smart antenna and software-defined radio technology company. Dr. Calhoun holds one patent (on wireless system architectures) and has published several books on wireless communications. Raviv, 48, is Executive Vice President and Chief Financial Officer of US Wireless Data Inc. (OTC:USWE) (BULLETIN BOARD: USWE) . Prior to that, he served as the Co-Chairman and CFO of New York City-based THCG, Inc. (OTC:THCG), a technology merchant banking and consulting company. Raviv also spent more than 14 years in investment banking. He worked at Lehman Brothers from 1987-1993 and then served as the head of Global Investment Banking at Oscar Gruss & Son Inc. from 1994-1996. From 1996-2001, Raviv was a Managing Director of Tower Hill Securities, Inc., the successor of the U.S. investment banking arm of Hambros Bank Limited. Rebar, 40, is a partner of Wayne, PA-based SCP Private Equity Partners II, LP and has been with the firm since its inception. He has more than 15 years of experience in private equity, investment banking, mergers and acquisitions and leveraged buyout financing. Prior to joining SCP, Rebar was a Senior Vice President at Charterhouse Inc., the U.S. investment banking arm of Charterhouse PLC, a leading U.K. merchant bank. Before joining Charterhouse, Rebar was a member of the corporate finance department at Bankers Trust Company. He is a director of several companies, including New York City-based Index Stock Imagery, Inc., Westchester, PA based Vis.align, LLC, and Campbell, CA-based Pentech Financial Services, Inc. Avnet, 31, is a finance and management professional at SCP Private Equity Partners II, LP. With more than 10 years of diverse experience in corporate finance, merchant banking, venture capital and strategic business development, Avnet has worked in a variety of environments ranging from one of Israel's largest conglomerates to merchant banking and venture capital activities with companies in their earliest stages of development. Avnet currently serves on the Board of Directors of Paramus, NJ-based Dvtel Inc. Former positions include Vice President at THCG Inc., Financial Advisor to the CEO at Ofer Brothers Group and Staff Officer at the Budget Department of the Israeli Ministry of Defense. About INSCI INSCI Corp. (OTC:INSS) (BULLETIN BOARD: INSS) is a leading provider of solutions for the enterprise content management (ECM) market. INSCI's technology provides a strong foundation enabling companies to manage the full spectrum of enterprise content, from documents to e-mail, graphics and video. INSCI's ESP+ Solutions Suite enables financial services companies, call centers, health insurance organizations, utilities and government to provide Internet-based access for virtually unlimited users to their banking and financial statements, customer bills and similar content. INSCI's WebWare ActiveMedia products provide a powerful platform for integrating rich media into enterprise content management systems, marketing and communication portals, web publishing systems, and e-commerce portals. WebWare was named by eContent Magazine in its 2002 eContent 100 list of leading digital content industry companies, and recently was named the 2003 Product of the Year for excellence in information and communication technology by industry analysts Frost & Sullivan. The award will be formally presented in 2004. For more information about INSCI, visit http://www.insci.com/. There are statements in this news release that contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These include all statements that are not statements of historical fact and relate to the intent, belief, plans or expectations of INSCI, their management, and their customers. Words like "plans," "intends," "believes," "signifies," "estimates," "anticipate," "will," "expect," and words of similar meaning are intended to identify forward-looking statements. Actual results may vary significantly from the forward-looking statements as discussed in detail in the Company's filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year-ended March 31, 2003, and its Quarterly Reports on Form 10-Q for the periods ending June 30, 2003 and September 30, 2003. Actual results, events and performance may differ materially. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company undertakes no obligation to release publicly the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. For further information please contact: Susan Worthy of INSCI, +1-508-870-4225, ; or investors, Jill Bertotti of Allen & Caron Inc., +1-949-474-4300, , for INSCI. DATASOURCE: INSCI Corp. CONTACT: Susan Worthy of INSCI, +1-508-870-4225, ; or investors, Jill Bertotti of Allen & Caron Inc., +1-949-474-4300, , for INSCI Web site: http://www.insci.com/

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