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Document Sciences Completes Tender Offer, Plans to Reduce Xerox Stake

Wednesday, March 28, 2001

Press release from the issuing company

CARLSBAD, CA – March 27, 2001 – Document Sciences Corporation (Nasdaq: DOCX), today announced the preliminary results for its $2.00 per share cash tender offer for 6.0 million shares of its common stock, or approximately 55 % of its outstanding common stock. The offer, which was oversubscribed, expired at 5:00p.m., Pacific Time, on March 23, 2001. Based on a preliminary count, approximately 8.2 million shares were tendered and not withdrawn, of which approximately 83,000 were tendered pursuant to notices of guaranteed delivery. We will accept properly tendered shares on a pro rata basis, with a proration factor expected to be approximately 72.8%. The determination of the proration factor is subject to shares tendered pursuant to guaranteed delivery procedures. Payment for accepted shares, and return of all other tendered shares will be made next week by the depositary after the proration factor is finalized. As of March 23, 2001, we had approximately 10.9 million shares of common stock issued and outstanding. As a result of the offer, we expect to have approximately 4.9 million shares of common stock issued and outstanding as of the time immediately following payment for the accepted shares. In addition, we presently anticipate exercising our option to purchase additional shares of our common stock from Xerox at $2.00 per share to reduce its ownership to 19.9% of our outstanding common stock.




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