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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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) February 15, 2011
FAIR ISAAC CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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1-11689
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94-1499887 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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901 Marquette Avenue, Suite 3200
Minneapolis, Minnesota
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55402-3232 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code 612-758-5200
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 2.05. Costs Associated with Exit or Disposal Activities.
On February 16, 2011, Fair Isaac Corporation (the Company) announced additional actions
being taken pursuant to its existing reengineering program, which was originally announced on April
1, 2008. The additional actions were committed to by the Companys management on February 15, 2011,
and are primarily aimed at reducing costs through headcount reductions, facility consolidations,
and reductions in certain marketing activities and discretionary spending. The Company expects the
additional actions to result in an aggregate pre-tax restructuring charge of approximately $10
million in the second quarter of fiscal 2011, all of which will result in future cash expenditures.
As part of the additional actions under the reengineering program, the Company has identified
and is eliminating approximately 200 positions across the Company. The headcount reduction is
anticipated to result in severance and related pre-tax charges of approximately $6.5 million in the
second quarter of fiscal 2011. In addition, the Company is vacating all or portions of certain of
its facilities. The Company expects this to result in pre-tax charges of approximately $3.5 million
in the second quarter of fiscal 2011, which represent future cash lease obligations, net of
anticipated sublease income.
Item 7.01. Regulation FD Disclosure.
On February 16, 2011, the Company issued a press release announcing the additional actions
under the reengineering program described above. The full text of that press release is furnished
herewith as Exhibit 99 and incorporated by reference into this Item 7.01.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit |
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Description |
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99
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Press Release dated February 16, 2011 |
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SIGNATURE
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 hereunto duly authorized.
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FAIR ISAAC CORPORATION
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By |
/s/ MICHAEL J. PUNG
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Michael J. Pung |
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Senior Vice President and
Chief Financial Officer |
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Date: February 16, 2011
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EXHIBIT INDEX
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Exhibit No. |
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Description |
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Manner of Filing |
99
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Press Release dated February 16, 2011
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Filed Electronically |
exv99
Exhibit 99
Contacts:
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Investors/Analysts:
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Media: |
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Steven Weber
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Steve Astle |
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FICO
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FICO |
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+1 800 213 5542
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+1 415 446 6204 |
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investor@fico.com
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stephenastle@fico.com |
FICO Announces Cost Reductions to Drive Profitable Growth
Management reaffirms revenue guidance, boosts net income and EPS projections
MINNEAPOLISFebruary 16, 2011FICO (NYSE:FICO), the leading provider of analytics and
decision management technology, today announced cost reductions as part of its ongoing
reengineering program designed to concentrate resources in areas with the greatest potential for
growth and profitability. The company is also revising upward fiscal 2011 earnings guidance.
The company expects to reduce operating expenses through staffing reductions, facility
consolidations, and reductions in discretionary spending. In connection with these actions, the
company expects to eliminate approximately 200 positions and record a pre-tax restructuring charge
of approximately $10 million in the second quarter of fiscal 2011, or $0.18 per share. Specific
actions include:
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Integrating and streamlining the sales and professional services organizations,
eliminating redundant management layers while preserving client-facing staff |
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Concentrating research & development resources in areas with the greatest potential for
growth |
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Continued rationalization of the product portfolio |
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Reducing finance, legal and human resources corporate expenses |
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Curtailing certain marketing activities and reducing discretionary costs |
Weve seen the beginnings of growth in recent quarters, and have chosen to maintain our cost
reengineering discipline in this improving environment in order to compete more aggressively and
win more deals, said CEO Mark Greene. Weve made it a priority to allocate resources toward
product innovation, client service and revenue-producing activity. While any staff reductions are
painful, were confident that these actions will allow us to bring the greatest possible value to
our clients and shareholders, and to ensure the companys long-term financial health and success.
Outlook
The company is providing the following revised financial guidance for fiscal 2011:
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Previous Fiscal 2011 |
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Revised Fiscal 2011 |
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Guidance |
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Guidance |
Revenue |
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$620 million - $625 million |
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$620 million - $625 million |
GAAP Net Income |
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$65 million - $67 million |
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$70 million - $73 million |
Non-GAAP Net Income, excluding
restructuring
charge |
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Not applicable |
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$76 million - $80 million |
GAAP Earnings Per
Share (assumes 39.9
million outstanding
shares) |
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1.63 - $1.68 |
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1.75 - $1.83 |
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Non-GAAP Earnings
Per Share,
excluding
restructuring
charge (assumes
39.9 million
outstanding shares) |
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Not applicable |
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1.90 - $2.00 |
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Company to Host Conference Call
The company will host a webcast today at 5:00 p.m. Eastern Time (4:00 p.m. Central / 2:00 p.m.
Pacific) to recap this announcement and answer questions about these actions. The call can be
accessed at www.FICO.com (follow the instructions on the Investor Relations page). A replay of the
webcast will be available through March 16, 2011. The webcast will also be distributed through the
Thomson StreetEvents Network to both institutional and individual investors. Individual investors
can listen to the call at www.fulldisclosure.com, Thomson/CCBNs individual investor portal,
powered by StreetEvents. Institutional investors can access the call via Thomsons
password-protected event management site, StreetEvents (www.streetevents.com).
About FICO
FICO (NYSE:FICO) transforms business by making every decision count. FICOs Decision Management
solutions combine trusted advice, world-class analytics and innovative applications to give
organizations the power to automate, improve and connect decisions across their
business. Clients
in 80 countries work with FICO to increase customer loyalty and profitability, cut fraud losses,
manage credit risk, meet regulatory and competitive demands, and rapidly build market share. FICO
also helps millions of individuals manage their credit health through the www.myFICO.com website.
Learn more about FICO at www.fico.com.
Statement Concerning Forward-Looking Information
Except for historical information contained herein, the statements contained in this news release
that relate to FICO or its business 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 success of the Companys Decision Management strategy and reengineering
initiative, the maintenance of its existing relationships and ability to create new relationships
with customers and key alliance partners, its ability to continue to develop new and enhanced
products and services, its ability to recruit and retain key technical and managerial personnel,
competition, regulatory changes applicable to the use of consumer credit and other data, the
failure to realize the anticipated benefits of any acquisitions, continuing material adverse
developments in global economic conditions, and other risks described from time to time in FICOs
SEC reports, including its Annual Report on Form 10-K for the year ended September 30, 2010. If any
of these risks or uncertainties materializes, FICOs results could differ materially from its
expectations. FICO disclaims any intent or obligation to update these forward-looking statements.
FICO is a trademark or registered trademark of Fair Isaac Corporation in the United States and
in other countries.
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