Arbor Software and Hyperion Software Shareholders Approve Merger.SUNNYVALE, Calif. and STAMFORD, Conn.--(BUSINESS WIRE)--August 24, 1998--Arbor Software Corporation (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :ARSW ARSW Annual Report of the Secretary of War ) and Hyperion Software Corporation (NASDAQ:HYSW) today announced that shareholders of both companies have approved the merger of Arbor Software See Hyperion. and Hyperion Software at separate meetings held in Sunnyvale, California Sunnyvale ([sʌniveil]) is a city in Santa Clara County, California, United States. It is one of the major cities that make up the Silicon Valley. As of the 2000 census, the city population was 131,760. and Stamford, Connecticut Stamford is a city in Fairfield County, Connecticut, United States. According to 2006 Census Bureau estimates, the population of the city is 119,261, making it the fourth largest city in the state. . The companies have received all required regulatory approvals and it is anticipated that the merger will become effective today, Monday, August 24, 1998. The combined company will operate under the name Hyperion Solutions Corporation, with headquarters in Sunnyvale, Calif. Hyperion Solutions will trade on the Nasdaq National Market under the symbol "HYSL" beginning Tuesday, August 25. The merger, announced on May 26, 1998, creates the global leader in the analytic application software market, with more than $375 million in combined revenues for fiscal year 1998. Hyperion will have more than 1,800 employees, operations in 26 countries and more than 4,000 customers, including more than 60 percent of the Fortune 100 and 40 percent of the Financial Times European Top 100. "We are extremely pleased that Arbor's shareholders voted to approve our merger with Hyperion Software," said John Dillon, chairman and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of Arbor Software. "With a wave of endorsements from customers, partners and analysts, we are eager to begin operations as Hyperion Solutions and implement our strategy to lead the analytic application software market." "The approval of Hyperion's shareholders confirms the vision shared by Arbor and Hyperion Software and the strength we will bring to our markets as a combined company," said Jim Perakis, chairman and CEO of Hyperion Software. "We can now turn our attention to executing our plans and delivering a wide range of products and services to our customers." In conjunction with the merger, shareholders of both companies approved the issuance of 0.95 shares of Arbor Software Corporation common stock for each share of Hyperion Software Corporation common stock. The transaction will be accounted for as a pooling of interests Pooling of Interests An accounting method, used in mergers and acquisitions, where the balance sheet items of the two companies are simply added together. Notes: The opposite of pooling of interests is the purchase acquisition method. . Arbor shareholders will own approximately 40 percent of the continuing company while Hyperion shareholders will own approximately 60 percent. More information on Hyperion Solutions Corporation will be available on the Web at http://www.hyperion.com. Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. Statement under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995: Statements in this press release regarding Arbor Software Corporation's or Hyperion Software Corporation's business, which are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the companies' filings with the Securities and Exchange Commission. Media/Industry Analyst Hotline: For media and industry analyst inquires regarding today's announcement, please dial (408) 220-8130. Investor Relations Investor relations The process by which the corporation communicates with its investors. : For shareholder or financial analyst inquiries, please contact James Budge at (408) 744-9500 or Lisa Williams at (203) 703-3415. Note to Editors: Arbor is a registered trademark of Arbor Software Corporation. Hyperion and Hyperion Software are registered trademarks of Hyperion Software Operations Inc., a wholly-owned subsidiary of Hyperion Software Corporation. Any other product or company names may be trademarks or registered trademarks of their respective owners. CONTACT: Hyperion Solutions Joanna McMillan, 408/220-8075 joanna_mcmillan@hyperion.com or Hyperion Solutions Alan Mangelsdorf, 203/703-3137 alan_mangelsdorf@hyperion.com |
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