The Company

Company. Founded in 1987, Transition/1 has been providing compliance and performance improvement solutions with eProcessManager® since 2001. Transition/1’s clientele includes over 250 companies including ILX Resorts, J2Gobal, Cliff Castle Casino, Disney, Boral Material Technologies, Inc., and Sage Software. The company is privately held and is headquartered in Long Beach, California.

Executive Summary

Transition/1 is a leading provider of corporate compliance and performance management solutions. We help organizations identify, manage, and monitor business practices to ensure the transparency, integrity and reliability of the financial reporting and disclosure process based on the 2002 Sarbanes-Oxley Act. Our clients improve corporate accountability while reducing risk by proactively monitoring business practices, commitments and legal obligations. The results are improved decision-making and better visibility into business performance.

Market Overview.

In response to several high profile corporate failures, Congress introduced the Sarbanes-Oxley Act of 2002. This legislation is no doubt the most comprehensive and sweeping legislation to affect financial reporting, disclosure and internal controls in years. It is fundamentally designed to ensure the integrity of the financial reporting process and increase investor confidence. Executive and financial management are now required to identify, define and attest their financial reporting processes and also define and disclose controls and procedures to ensure the integrity of the reporting process along with early detection of material events that affect the corporation.

AMR Research, based on recent survey (December 2003), estimates that 2004 Sarbanes- Oxley spending will be $5.5B. This represents total dollars to be spent related to compliance, not just IT spending, as this budget will assuredly be spread across different organizations, especially for internal labor costs. However, money will need to be earmarked to pay external staff, with technology expenditures exceeding $1B in total.

The Challenge.

A proliferation of early market solutions has been deployed to address section 404 of the Sarbanes-Oxley definition and disclosure of business procedures and records management. However, inadequate systems to monitor, manage and provide for actionable- steps via compliance dashboards are stifling and inhibiting their bottom line value. Business procedures and financial process contain complex financial terms and conditions that vary over time based on certain events, formulas and ongoing refinement. The complexity presents two problems. First, it does not fit within the rigid framework of traditional ERP systems and thus errors are frequent and tedious to correct. Second, manual tracking methods such as spreadsheets and in-house database applications cope poorly with administrative details, systems integration and confound even the most diligent manager. The wasted time prevents them from focusing on strategies that support core business operations, add bottom-line value and increase investor confidence.

The Solution.

Transition/1 compliance and performance management solutions improve corporate transparency and create a predictive business environment by proactively monitoring and managing corporate financial and business processes. This will reduce administrative cycle times, improve cost efficiencies and increase performance in 3 critical ways:

1. Compliance Framework. The solution establishes and centralizes a COSO-based framework that defines corporate policy and governance. This foundation for business process management, documentation and records management and risk assessments drives organizational alignment and process improvement.

2. Enterprise Integration. Transition/1 solutions integrate with all major ERP and business applications to streamline measurements of Key Performance Indicators (KPI’s) and compliance tracking.

3. Continuous Improvement. The software offers a sophisticated monitoring environment and notification engine that e-mails alerts based on predefined thresholds of compliance tolerance. In addition, automated workflow ensures actions, events and obligations are followed according to the Compliance Framework. The solution enables real-time benchmarking of Key Performance and Compliance Indicators (KPI’s) and balanced scorecards to support continuous improvement and refinement of financial reporting process and policy.

The results are real. AMR Research estimates more than half - nearly $3B in hard expenditures - could affect companies bottom-line performance.

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