Two HNC Directors Appointed To Fair, Isaac Board

SAN RAFAEL, Calif., Aug 5, 2002 (BUSINESS WIRE) -- Fair, Isaac and Company, Incorporated (NYSE:FIC) announced today that it has completed its previously announced merger with HNC Software Inc. The move expands Fair, Isaac's global leadership in analytics and decision management technologies, and positions the company to deliver the most powerful line of solutions and software that help businesses build customer relationships, increase profits and manage risk.

Today's announcement follows receipt of regulatory clearance for the merger plan on August 1st, 2002, and approval by the stockholders of Fair, Isaac and HNC on July 23rd, 2002. Under the terms of the agreement between the two companies, HNC shareholders will receive 0.519 of a newly issued share of Fair, Isaac common stock for every share of HNC common stock.

"This powerful combination of talent and products will redefine the world of business analytics while creating tremendous value for companies looking for smarter ways to improve performance and serve customers," said Tom Grudnowski, CEO of Fair, Isaac. "We announced this merger in April, believing that this combination holds the promise of great value for our shareholders, employees and the industries we serve. Thanks to the hard work and dedication of integration teams from both companies over the past three months, we believe we are poised to start delivering on that promise."

The merger combines two technology leaders with complementary visions, products and innovation-driven cultures. Fair, Isaac brings a strong heritage of delivering advanced analytic solutions that drive smart business decisions and powerful customer strategies. HNC has been a leading provider of software that supports mission-critical decisions and minimizes risk and fraud. The combination creates synergies that will meet increasing demands for solutions that deliver vital customer insight and bottom-line business value. To support the development and delivery of these solutions, the merged company will draw talent and leadership from all levels of Fair, Isaac and HNC.

New Appointees Broaden Fair, Isaac Board

In conjunction with the merger's closing, Fair, Isaac announced the appointment of two HNC directors to Fair, Isaac's board of directors. Fair, Isaac's board now totals nine members. The new board members include:

• Alex "Pete" Hart has been an HNC director since October 1998. Currently, Hart is an independent consultant to the consumer financial services industry specializing in emerging payment and distribution systems within the consumer banking industry. Hart previously served as CEO of Advanta Corp. and as president and CEO of MasterCard International. He also serves on the boards of Sachez Computer Associates, Global Payments, Actrade Financial Technologies, and Silicon Valley Bank, as well as a number of privately held companies.

• Thomas Farb is general partner and chief financial officer for the Boston office of Summit Partners, one of the country's largest investment firms. Farb served on the HNC board and Audit Committee since 1987. Previously, Farb held the position of Chief Financial Officer for Indevus Pharmaceuticals and Cytyc Corporation, a medical device and diagnostics company.

"We welcome the talents of Pete and Tom to our board at this key juncture in our company's history, and look forward to their guidance and contributions as we continue to grow and innovate in business analytics and decision technology," said Grudnowski.

Fair, Isaac will host a live webcast conference call today, Monday, August 5th, at 2:00 p.m. Pacific Time / 5:00 p.m. Eastern Time to discuss the closing of the merger. The call can be accessed live on the Investor Relations section of Fair, Isaac's Web site at www.fairisaac.com and will be archived on the site for approximately 3 weeks following the call. All interested parties are welcome to attend.

About Fair, Isaac

Fair, Isaac and Company (NYSE:FIC) is the preeminent provider of creative analytics that unlock value for people, businesses and industries. The company's predictive modeling, decision analysis, intelligence management, decision management systems and consulting services power more than 14 billion mission-critical customer decisions a year. Founded in 1956, Fair, Isaac helps thousands of companies in over 60 countries acquire customers more efficiently, increase customer value, reduce fraud and credit losses, lower operating expenses and enter new markets more profitably. Most leading banks and credit card issuers rely on Fair, Isaac solutions, as do insurers, retailers, telecommunications providers, healthcare organizations and government agencies. Through the www.myfico.com Web site, consumers use the company's FICO(R) scores, the standard measure of credit risk, to manage their financial health. As of July 2002, HNC Software Inc., a leading provider of high-end analytic and decision management software, is part of Fair, Isaac. For more information, visit www.fairisaac.com.

Headquartered in San Rafael, Calif., Fair, Isaac is traded on the New York Stock Exchange (NYSE:FIC) and for the fiscal year ended September 30, 2001, reported net income of $46 million on revenues of $329 million.

Forward-Looking Statements

Except for historical information contained herein, the statements contained in this press release that relate to Fair, Isaac, including statements regarding the future performance of its products, the expected benefits of the merger with HNC to stockholders, and the competitive ability and position of the combined company, are forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including the company's ability to recruit and retain key technical and managerial personnel, the maintenance of its existing relationships with key alliance partners, its ability to continue to develop new and enhanced products and services, competition, regulatory changes applicable to the use of consumer credit and other data, the possibility that the anticipated benefits of the merger, including expected synergies, cannot be fully realized, the possibility that costs or difficulties related to the integration of our businesses will be greater than expected, and other risks described from time to time in Fair, Isaac's SEC reports, including its Annual Report on Form 10-K for the year ended September 30, 2001, and Form 10-Q for the period ended March 31, 2002 and other risks that are described from time to time in HNC's SEC reports, including its Annual Report on Form 10-K for the year ended December 31, 2001, and Form 10-Q for the period ended March 31, 2002. If any of these risks or uncertainties materializes or any of these assumptions proves incorrect, Fair, Isaac's results could differ materially from Fair, Isaac's expectations in these statements. Fair, Isaac disclaims any intent or obligation to update these forward-looking statements.

Note to Editors: Fair, Isaac and FICO are 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.

CONTACT:
Fair, Isaac and Company, Incorporated
Debbie McGowan, 415/492-5309 (Investors & Analysts)
dmcgowan@fairisaac.com
Brian Kane, 651/766-2905 (Media)
briankane@fairisaac.com

URL:
http://www.businesswire.com

Today's News On The Net - Business Wire's full file on the Internet with Hyperlinks to your home page.

Copyright (C) 2002 Business Wire. All rights reserved.