| Timoteo: Hey, buddy ...it's all over but the crying ...  Now what? 
 biz.yahoo.com
 
 Tuesday January 18, 8:31 pm Eastern Time
 
 Company Press Release
 
 Viasoft and Compuware Terminate Merger Agreement
 
 PHOENIX--(BUSINESS WIRE)--Jan. 18, 2000--Viasoft Inc. (Nasdaq: VIAS - news) Tuesday announced that Viasoft and Compuware Corp. (Nasdaq: CPWR - news) will not complete their proposed merger, originally announced on July 15, 1999.
 
 Viasoft and Compuware have agreed to terminate the Agreement and Plan of Merger between Compuware and Viasoft, effective today.
 
 ''We are disappointed that the parties' various discussions were not successful in producing a settlement with the Department of Justice (DOJ),'' said Steven D. Whiteman, Viasoft chairman, president and chief executive officer.
 
 ''The Board of Directors did not believe that continuing the litigation, with its inherent risks, substantial costs and potential irreparable damage to our business and relationships with customers, distributors and employees, was in the best interests of Viasoft shareholders.
 
 ''Viasoft announced its second quarter results earlier this afternoon, and we are quite pleased with them, given the difficult conditions we have been working under. Revenues were $15.5 million, with net income of $1.0 million and earnings of $0.06 per share, and our cash and investment position remains at approximately $88.0 million.
 
 ''There will be a one-time charge in our fiscal third quarter of approximately $1.1 million, relating to the costs and expenses of the terminated Compuware transaction.
 
 ''I believe we have weathered the last six months well, given the difficulties and delays encountered since the announcement of the DOJ's antitrust concerns about the Compuware transaction last August. In particular, our balance sheet remains strong and current revenue consists primarily of revenue from our core ESW, Rochade and e-Business solutions, rather than year 2000 activities.
 
 ''While we are disappointed that the transaction will not occur, we are confident in the continued value and growth potential of Viasoft's solutions and look forward to moving ahead with the Viasoft business.''
 
 Shares already tendered will be returned to shareholders by Compuware as promptly as possible. If you have any questions related to tendered shares, please contact Innisfree M&A Inc., the Information Agent for the Offer, at 888/750-5834.
 
 About Viasoft
 
 Viasoft is a leader in understanding enterprise applications to help companies realize the greatest return on their information technology investments. The company provides business solutions consisting of specialized professional services and award-winning software, designed to enable customers worldwide to cost-effectively manage and evolve their information technology assets.
 
 Headquartered in Phoenix, Viasoft provides sales and professional services through regional offices in the United States, Canada, Australia, Europe and a network of international distributors and resellers. For more information on Viasoft's services and technology, please visit the Company's World Wide Web site at www.viasoft.com.
 
 The statements made in this press release that are not historical facts contain forward-looking information that involves risks and uncertainties.
 
 Important factors that may cause actual results to differ include, but are not limited to, risks associated with the termination of the Compuware transaction, market demand and acceptance, the impact of competitive products and services, risks associated with results and timing of technology development and commercialization, the company's ability to manage growth and acquisitions of technology or businesses, the effect of economic and business conditions including risks inherent in international operations and the ability to attract and retain technical personnel, risks associated with, as well as the Company's ability to manage, a consulting services business and other risks detailed from time to time in the company's Securities and Exchange Commission filings.
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