Fair, Isaac and HNC Software Receive Request for Additional Information from the Department of Justice.Business Editors SAN RAFAEL San Rafael (săn rəfĕl`), residential city (1990 pop. 48,404), seat of Marin co., W Calif., a suburb of San Francisco on the northern shore of San Francisco Bay; inc. 1913. , Calif. & SAN DIEGO--(BUSINESS WIRE)--June 11, 2002 Fair, Isaac and Company, Incorporated (NYSE NYSE See: New York Stock Exchange :FIC FIC First International Computer FIC Fogarty International Center (John E. Fogarty International Center for Advanced Study in the Health Sciences; National Institutes of Health) FIC Fellowship for Intentional Community ) and HNC (HNC Software Inc., San Diego, CA) A software company that specialized in products that detect credit card fraud, manage merchant risk, automate lending decisions and home valuations and manage retail inventories. Founded in 1986 by Robert Hecht-Nielsen and Todd W. Software Inc. (Nasdaq:HNCS HNCS Host Naval Computer System HNCS Host Navy Combat Systems ) announced today that they have received a request for additional information from the U.S. Department of Justice (DOJ (Department Of Justice) The legal arm of the U.S. government that represents the public interest of the United States. It is headed by the Attorney General. ) relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the previously announced merger between Fair, Isaac and HNC. The companies intend to respond promptly to the information request. A "second request" extends the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act The Hart-Scott-Rodino Antitrust Improvements Act of 1976 (Public Law 94-435, known commonly as the HSR Act) is a set of amendments to the antitrust laws of the United States, principally the Clayton Antitrust Act. The HSR Act was signed into law by President Gerald R. of 1976 during which the DOJ is permitted to review a transaction. While the companies cannot estimate how long it will take to comply with the second request, they continue to anticipate the merger will close in the third calendar quarter of 2002, as announced previously. About Fair, Isaac Fair, Isaac is the preeminent provider of creative analytics that unlock value for people, businesses and industries. The company's predictive modeling, decision analysis, intelligence management and decision engine systems power more than 14 billion decisions a year. Founded in 1956, Fair, Isaac helps thousands of companies in over 60 countries acquire customers more efficiently, increase customer value, reduce risk and credit losses, lower operating expenses Operating expenses The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted. and enter new markets more profitably. Most leading banks and credit card issuers rely on Fair, Isaac's analytic solutions, as do insurers, retailers, telecommunications providers and other customer-oriented companies. Through the www.myfico.com Web site, consumers use the company's FICO FICO See: Financing corporation (R) scores, the standard measure of credit risk, to manage their financial health. Headquartered in San Rafael, California San Rafael (IPA: /ˌsænrəˈfɛl/; originally IPA: [sɑn rɑfeˈɛl]), is the county seat of Marin County, California, United States. , Fair, Isaac is traded on the New York Stock Exchange New York Stock Exchange (NYSE) World's largest marketplace for securities. The exchange began as an informal meeting of 24 men in 1792 on what is now Wall Street in New York City. (NYSE:FIC) and for the fiscal year ended September 30, 2001, reported net income of $46 million on revenues of $329 million. For more information, visit www.fairisaac.com. About HNC HNC is a leading provider of high-end analytic and decision management software that enables global companies to manage customer interactions by converting data and customer transactions into real time recommendations. HNC's proven software empowers Global 2000 companies in the financial services The examples and perspective in this article or section may not represent a worldwide view of the subject. Please [ improve this article] or discuss the issue on the talk page. , insurance, telecommunications, healthcare industries and government agencies to make millions of the right mission-critical customer decisions designed to increase revenues and decrease risk. For more information, visit www.HNC.com. Fair, Isaac and FICO are trademarks or registered trademarks of Fair, Isaac and Company, Inc., in the United States and/or in other countries. Other product and company names herein may be trademarks of their respective owners. Forward-Looking Statements This news release contains forward-looking statements that involve risks, uncertainties and assumptions. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. For example, statements about the expected timing of closing and responses to information requests from the DOJ are forward-looking statements. Risks, uncertainties and assumptions include the possibility that the transaction does not close or that the companies may be required to modify aspects of the transaction to achieve regulatory approval; that prior to the closing of the proposed merger, the businesses of the companies suffer due to uncertainty; that the parties are unable to successfully execute their integration strategies, or achieve planned synergies; other risks that are described from time to time in Fair, Isaac's registration statement on Form S-4 filed May 29, 2002, and its SEC reports (including but not limited to its annual report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the year ended September 30, 2001, and subsequently filed reports); and other risks that are described from time to time in HNC's SEC reports (including but not limited to its annual report on Form 10-K for the year ended December 31, 2001, and subsequently filed reports). If any of these risks or uncertainties materializes or any of these assumptions proves incorrect, Fair, Isaac's and HNC's results could differ materially from Fair, Isaac's and HNC's expectations in these statements. Fair, Isaac and HNC assume no obligation and do not intend to update these forward-looking statements. Additional Information About The Merger And Where To Find It Fair, Isaac and HNC have filed with the Securities and Exchange Commission a preliminary joint proxy statement/prospectus and other relevant materials in connection with the merger. The information contained in these preliminary filings is not complete and may be changed. Before making any voting or investment decision with respect to the merger, investors and stockholders of Fair, Isaac and HNC are urged to read the definitive joint proxy statement/prospectus when it becomes available and any other relevant materials filed with the SEC because they will contain important information about Fair, Isaac, HNC and the merger. The definitive joint proxy statement/prospectus will be mailed to the stockholders of Fair, Isaac and HNC. The definitive joint proxy statement/prospectus and other relevant materials (when they become available), and any other documents filed by Fair, Isaac and HNC with the SEC, may be obtained free of charge at the SEC's Web site at www.sec.gov. In addition, investors and stockholders of Fair, Isaac may obtain free copies of the documents filed with the SEC by Fair, Isaac by contacting Fair, Isaac Investor Relations Investor relations The process by which the corporation communicates with its investors. , 200 Smith Ranch Road, San Rafael, CA 94903-5551, 415/492-5309. Investors and stockholders of HNC may obtain free copies of documents filed with the SEC by HNC by contacting HNC Investor Relations, 5935 Cornerstone Court West, San Diego, CA 92121, 858/546-8877. Fair, Isaac, HNC and their respective executive officers and directors may be deemed to be participants in the solicitation of proxies from the stockholders of Fair, Isaac and HNC in favor of the merger. Information concerning the interests of Fair, Isaac's executive officers and directors in the merger, including their ownership of Fair, Isaac common stock, is contained in its Proxy Statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. for its Annual Meeting of Stockholders held on February 5, 2002 and in the preliminary joint proxy statement/prospectus. Information concerning the interests of HNC's executive officers and directors in the merger, including their ownership of HNC common stock, is contained in its Proxy Statement for its Annual Meeting of Stockholders held on May 28, 2002 and in the preliminary joint proxy statement/prospectus. Copies of such Proxy Statements may be obtained without charge at the SEC's Web site at www.sec.gov. |
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