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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13
OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (date of earliest event reported): APRIL 8, 1999
Commission File Number
0-16439
FAIR, ISAAC AND COMPANY, INCORPORATED
(Exact name of registrant as specified in its charter)
DELAWARE 94-1499887
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
120 North Redwood Drive, San Rafael, California 94903
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (415) 472-2211
ITEM 5. Other Events
On April 8, 1999, the Registrant issued the press release attached hereto
as Exhibit 99.1 and incorporated herein by reference.
ITEM 7. Financial Statements and Exhibits
(c) Exhibits
99.1 Press Release of the Registrant dated April 8, 1999
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
FAIR, ISAAC AND COMPANY, INCORPORATED
DATE: April 12, 1999
By: /s/ PETER L. McCORKELL
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Peter L. McCorkell
Senior Vice President,
Secretary and General Counsel
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Exhibit Index
To Fair, Isaac and Company, Incorporated
Report on Form 8-K dated April 8, 1999
Sequentially
Exhibit No. Exhibit Numbered Page
- ----------- ------- -------------
99.1 Press Release dated April 8, 1999. 4
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Contacts: Investors & Analysts: Peter L. McCorkell (415)491-5101
Media: Sondra Harris (415)491-7000
e-mail: SondraHarris@fairisaac.com
Fair, Isaac Announces Larry Rosenberger to Become Head of R&D Unit
and Resign as CEO
SAN RAFAEL, CALIFORNIA--April 8, 1999--Fair, Isaac and Company, Incorporated
(NYSE: FIC) today announced that Larry E. Rosenberger will resign as the
company's president and chief executive officer and assume the role of director
of the company's Development Unit which is responsible for all research and
development efforts, company-wide. The board of directors has initiated a search
to find a new CEO. Mr. Rosenberger is a member of the search committee, and he
will remain CEO until a successor is found.
Chairman Robert M. Oliver said, "Over the past eight years Larry has done a
superb job leading Fair, Isaac from $25 million in revenues in 1990 to nearly
$250 million last year. During that time, shareholder value has increased even
more, from a market capitalization of just over $35 million to more than $500
million today. However, the Board of Directors decided that, in the next phase
of the company's development, it would benefit from the leadership of a CEO who
has experience with the sort of rapid growth and pervasive change called for by
the new strategic plan we announced last month. Research and development will
play a pivotal role in our efforts to become a leader in new markets, and we are
delighted that Larry will provide the direction we need in that area."
Mr. Rosenberger, who joined Fair, Isaac in 1974, headed the company's research
and development unit prior to becoming president and CEO in 1991. He added, "I
feel very good about what Fair, Isaac has accomplished over the last eight
years, and I remain committed to contributing to our future success. I am
looking forward to applying my skills to the critical area of research and
development and am excited by the challenges that my new role will bring."
Since 1956, Fair, Isaac has helped businesses maximize the value of data for
strategic decision making. The Company pioneered the commercial development of
empirically derived predictive models for the credit industry and popularized
their use in lending decisions. Today, Fair, Isaac and its subsidiaries provide
data-driven decision support solutions to a variety of industries, worldwide,
including financial services, direct marketing, personal lines insurance,
retail, health care, and telecommunications. Primary areas of focus include
customer and operational data management and modeling, information analysis,
strategy design, and software. Headquartered in San Rafael, California, Fair,
Isaac employs more than 1,500 people and has offices throughout the United
States and Europe as well as in Canada, Mexico, Brazil, South Africa, and Japan.
For the fiscal year ended September 30, 1998, the Company recorded net income of
$24.3 million ($1.68 per share, diluted) on revenues of $245.5 million. For the
quarter ended December 31, 1998, net income was $7.0 million ($.49 per share,
diluted) on revenues of $68.0 million.
This press release contains certain forward-looking statements regarding events
and trends that may affect the Company's future results. Such statements are
subject to risks and uncertainties that could
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cause the Company's actual results to differ materially. Such factors include,
but are not limited to, the Company's ability to recruit and maintain 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, and market demand. For a more
complete description of these and other factors see the Company's annual and
quarterly reports to stockholders and its annual report on Form 10-K and other
reports filed with the Securities and Exchange Commission.
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