CFI ProServices, Inc. to Acquire ULTRADATA Corporation for $7.50 Per Share in Cash.

PORTLAND, Ore.--(BUSINESS WIRE)--May 17, 1999--

CFI ProServices, Inc. (Nasdaq:PROI) today announced that it will acquire ULTRADATA Corp. (Nasdaq:ULTD), a leading provider of information management solutions for relationship-oriented financial institutions. CFI is paying $7.50 a share in cash for ULTRADATA, which had 1998 revenues of $30.8 million. The transaction is expected to close early in the third quarter after shareholder and regulatory approvals.

The acquisition will enable CFI to offer real-time host processing and information management capabilities to banks, and offer technology-driven, integrated, end-to-end solutions for banks and credit unions (ULTRADATA's traditional customer base). The combined entity will operate under a new name that has yet to be chosen. ULTRADATA will be the name of the credit union division of the Company.

"With ULTRADATA, we have completed our strategic host acquisition strategy -- we have searched for a long time for the best host processing capability to offer our 6,000 customers. ULTRADATA is it. We are now capable of offering institutions of all sizes an integrated information management solution combining real-time host processing with our branch, call center, and e-commerce technology that addresses every point of contact a financial institution has with its customers," said Matt Chapman, Chairman and Chief Executive Officer of CFI ProServices, Inc. "Our technology solutions will help transition financial institutions to the new, real-time standard in host processing which they need to survive and thrive in the 21st century."

"This combination strengthens and accelerates our ability to fulfill our mission," said Robert J. Majteles, President and CEO of ULTRADATA. "We are a pioneer in providing relationship-oriented financial institutions such as credit unions with information management solutions that help them create long-term, mutually beneficial relationships with their members. This merger allows us to expand into the commercial bank markets and offer best of breed solutions to complement our information management systems without diluting our focus on our core market. CFI will take our technology and, with us, extend it to their banking clients."

"In ULTRADATA we have found a company that shares our commitment to open systems. CFI is the open systems alternative, offering financial institutions the technology tools with which to effectively leverage customer opportunities and address the competition," said CFI's Chapman.

With these acquisitions, CFI will be the first software provider to have over one million consumers using its technology to perform online banking functions through their financial institutions. This makes CFI the undisputed leader in all aspects of home banking. CFI is taking the lead by combining, in one company, information management technology with all aspects of branch and online financial services -- from PC banking and bill payment to personal financial management and e-commerce. The new CFI will offer back office core processing software that provides financial institutions of all types with true information management capabilities, together with software solutions for branch automation, loan origination, new account opening, cross selling, servicing, and call centers.

U.S. Bancorp Libra, a member of the U.S. Bancorp family that also includes Piper Jaffray, will be arranging the financing for the transaction.

CFI ProServices, Inc. of Portland, Oregon is a leading provider of integrated, PC-based software to financial institutions including back office accounting, branch automation, loan origination, new account opening, call centers, cross-selling and electronic banking. Over 6,000 financial institutions of all sizes use CFI's software. CFI has offices in nine additional cities across the country. Its World Wide Web address is www.cfipro.com.

ULTRADATA provides information management solutions for relationship-oriented financial institutions. The Company has over 425 customers nationwide with a total of $30 billion in assets and 5.7 million members using its technology in an in-house or service bureau environment. ULTRADATA develops, markets and supports ULTRAFIS(R), an advanced information management engine, the Financial Services Platform suite of information management modules and the Ultra-Access(R) suite of remote banking products. CFI anticipates retaining ULTRADATA's 175 employees at their current locations.

Except for historical information contained herein, the matters discussed in this news release are forward-looking statements that involve risks and uncertainties which could cause results to differ materially from those projected, including the timely availability and acceptance of new products, the impact of competitive products and pricing, the management of growth, the management of the Company's software backlog, and other risks detailed from time to time in the Company's SEC reports, including the Company's most recent reports on Form 10-K and 10-Q.