Long-time Fenwick & West client HNC Software Inc. announced today that it had signed a merger agreement under which it would be acquired by Fair, Isaac and Company Inc. Under the terms of the proposed acquisition, which is still subject to SEC and antitrust clearance, HNC's stockholders will acquire approximately 35% of Fair, Isaac's outstanding stock. As announced, the transaction is valued at approximately $810 million.

HNC has been a client of the firm since the late 1980's and went public with Fenwick's assistance in 1995. HNC provides unique predictive software solutions primarily to the financial, insurance and telecommunications industries. HNC's products predict fraudulent use of credit card, evaluate the creditworthiness and future profitability of applicants for credit or subscribers to services (such as cell phone subscribers), evaluate insurance bills and perform other similar decision-making functions. Fair, Isaac is a public company whose stock is traded on the New York Stock Exchange with offices in San Rafael, California and Minneapolis, Minnesota. Although Fair, Isaac has several other product lines, it's best known for its credit scoring algorithms, which are used by most major credit bureaus and credit card processors to evaluate consumer credit.

The Fenwick team was led by Corporate partner Ken Linhares, who was assisted by Firm Chairman Gordon Davidson, partner David Michaels, Of Counsel Kathy Schuda and associates Craig Menden, Nicole Black, Nicole Harper, T.J. Hall, Alexandra Shin and Sylvia Barboze. Partners Michelle Lee, Garry Grossman and Robert Sachs provided assistance with intellectual property issues and were joined by associates Rochelle Levy, Robert Gardner, Diana Lock, Jennifer Fahey, Ines Gonzales, Devin Gensch, Catherine Manley, David Munnecke and Jungyun Sohn. Tax partner Ron Schrotenboer and associate Adam Halpern provided advice with regard to tax issues and partner Mark Ostrau will be providing assistance with ongoing antitrust clearance issues.

For more information on the transaction, please refer to the press release posted on the Fair, Isaac Web site.

Inquiries may be directed to Ken Linhares, 650.858.7235 or Communications Manager, Brian Colucci at 650.858.7616.


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