EXHIBIT 99
FOR IMMEDIATE RELEASE
Contacts: Xxxx X. Xxxxxxxxxx XXX X. Xxxxxx Xxxxxxx
Vice President and Chief Sr. Vice President
Financial Officer Xxxxx Systems, Inc.
The Continuum Company, Inc. 214/788-7933
512/345-5700
THE CONTINUUM COMPANY AND XXXXX SYSTEMS AGREE
TO REVISED MERGER AGREEMENT
----------------------------------------------
The Continuum Company, Inc. (NYSE-CNU) and Xxxxx Systems, Inc. (NASDAQ-HOGN)
today announced a modification to the terms of their previously announced merger
agreement. In that agreement each share of Xxxxx'x stock was to be converted
into the right to receive 0.355555 of a share of Continuum stock. Under the
revised agreement each share of Xxxxx stock will be exchanged for 0.315 of a
share of Continuum stock. This revision to the merger agreement resolves a
dispute between the two companies that arose after Xxxxx reported third fiscal
quarter operating results for the period ended December 31, 1995, that were
substantially less than expected by Continuum. As part of the resolution, the
parties have agreed that Xxxxx operating performance will not form the basis for
any further action to postpone, terminate or amend the merger agreement.
Continuum and Xxxxx expect to distribute proxy materials next week for
shareholder meetings to be held on or about March 15, 1996.
The parties also announced today that the waiting period under the
Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of l976 has expired.
X. Xxxxxxx Xxxx, Chief Executive Officer of Continuum and Xxxxxxx X. Xxxxxxxx,
Chairman and Chief Executive Officer of Xxxxx, expressed that the merger
transaction is in the best interest of their respective shareholders and is in
the long term strategic interests of both companies.
Xxxxx Systems, Inc. develops, market and supports integrated on-line
applications software and related services in use by more than 130 financial
institutions in 20 countries. The company provides sales and support from
offices in Australia, United Kingdom, and German as well as its Dallas, Texas
headquarters.
The Continuum Company, Inc. is an international consulting and computer services
firm headquartered in Austin, Texas with offices in 17 countries serving the
needs of the global financial services industry for computer software services.
-6-
