8-K/AOther Events

FAIR ISAAC CORP 8-K/A Report (Oct 22, 2002)

Filed October 22, 2002For Securities:FICO

Summary

This filing is an amendment (8-K/A) to a previous Current Report on Form 8-K filed by Fair, Isaac and Company, Incorporated (FICO) on October 21, 2002. The primary purpose of this amendment is to provide the detailed financial statements and pro forma information required for the previously reported merger with HNC Software Inc. (HNC), which closed on August 19, 2002. This filing makes available the audited financial statements of HNC for fiscal years 2001, 2000, and 1999, as well as interim financial statements for the six months ended June 30, 2002. Additionally, it includes unaudited pro forma combined financial information reflecting the merger's impact. For investors, this filing is crucial for understanding the financial performance and position of the combined entity post-merger. While the original 8-K announced the merger's closing, this amendment provides the underlying historical financial data of the acquired company, HNC, and the projected financial state of the consolidated business. This allows for a more comprehensive analysis of the merger's strategic and financial implications, including potential synergies and the overall financial health of the newly combined Fair Isaac.

Key Highlights

  • 1Amendment to a prior 8-K filing (filed October 21, 2002) to provide complete financial information regarding the merger with HNC Software Inc.
  • 2The merger of Fair Isaac's subsidiary with HNC Software Inc. was completed on August 19, 2002, making HNC a wholly-owned subsidiary.
  • 3Provides audited consolidated financial statements for HNC Software Inc. for the years ended December 31, 2001, 2000, and 1999.
  • 4Includes unaudited interim financial statements for HNC Software Inc. as of and for the six months ended June 30, 2002.
  • 5Presents unaudited pro forma condensed combined consolidated financial information as of June 30, 2002, and for periods ending June 30, 2002, and September 30, 2001.
  • 6The filing incorporates by reference certain HNC financial statements previously filed by HNC Software Inc. on Form 8-K and Form 10-Q.
  • 7Includes the consent of PricewaterhouseCoopers LLP as an exhibit.

Frequently Asked Questions

This filing is an amendment to a previous 8-K report to provide the necessary financial statements of the acquired company, HNC Software Inc., and pro forma combined financial information following Fair Isaac's merger with HNC, which closed on August 19, 2002.

The filing includes audited consolidated balance sheets for HNC as of December 31, 2001, and 2000, and audited consolidated statements of operations, shareholders' equity, and cash flows for the years ended December 31, 2001, 2000, and 1999. It also provides unaudited interim financial statements for the six months ended June 30, 2002.

The unaudited pro forma financial information presents a hypothetical combined financial picture of Fair Isaac and HNC Software Inc. as if the merger had occurred at an earlier specified date. This helps investors understand the financial impact and potential combined performance of the two entities post-merger.

The filing states that the historical financial statements of HNC are incorporated by reference to HNC Software Inc.'s previous filings (Current Report on Form 8-K filed May 24, 2002, and Quarterly Report on Form 10-Q filed August 14, 2002). This amendment primarily serves to include them in the context of the merger disclosure for Fair Isaac.