Fair, Isaac, HNC Software to merge

<p>SAN RAFAEL and SAN DIEGO, Calif. – Fair, Isaac and Company, Inc. announced plans to merge with HNC Software, a leading developer of high end analytic and decision management software. The companies said the agreement “will create an industry powerhouse in business analytics and decision management technology solutions.” The companies will merge under the Fair, Isaac name. Under the terms of the merger agreement approved by both company’s boards, the owners of HNC will receive 0.346 of a newly issued Fair, Isaac share for each share of HNC. HNC stockholders will own approximately 35% of the total outstanding capital stock of the merged company. Two directors from HNC will join the Fair, Isaac board, bringing the total number of board members to nine. Tom Grudnowski will remain CEO of Fair, Isaac. The overall transaction is valued at approximately $810 million, based on the closing price of Fair, Isaac stock on April 26, 2002.</p>