In July 1997, the Securities and Exchange Commission (“SEC”) issued a formal order of private investigation of the Company and certain unidentified other entities and persons with respect to non-specified accounting matters, public disclosures and trading activity in the Company’s securities. During the course of the investigation, the Company learned that the investigation concerned the events leading to the restatement of the Company’s financial statements, including fiscal years 1994, 1995 and 1996, that was publicly announced in November 1997. The Company and the SEC have entered into a settlement of the investigation as to the Company. Pursuant to the settlement, the Company consented to the entry by the SEC of an Order Instituting Public Administrative Proceedings Pursuant to Section 8A of the Securities Act of 1933 and Section 21C of the Securities Exchange Act of 1934, Making Findings, and Imposing a Cease and Desist Order (the “Order”). The Order was issued by the SEC on January 11, 2000. Pursuant to the Order, the Company neither admitted nor denied the findings, except as to jurisdiction, contained in the Order. See “Factors Affecting Operating Results – Settlement of SEC investigation could harm our business.”

RESULTS OF OPERATIONS

The following table and discussion compares the results of operations for the years ended December 31, 1999, 1998 and 1997.

Our operating results for 1999 improved over the prior year due to revenue growth of 18% while costs and expenses increased by only 13% when compared to 1998. Growth in consolidated revenues was experienced by all regions during fiscal 1999 as sales increased by 20%, 19%, 18% and 18% in Latin America, North America, Europe and Asia/Pacific, respectively. As a percentage of net revenues, all operating expense categories for 1999 either decreased or remained consistent when compared to 1998 as we continued our effort to keep operating expenses in line with revenues. Revenue growth combined with lower operating costs resulted in an increase of $45.2 million, or 85%, in operating income to $98.5 million for 1999 from $53.3 million in 1998.

R e v e n u e s

We derive revenues from licensing software and providing post-license technical product support and updates to customers and from consulting and training services.

License Revenues. License revenues may involve the shipment of product by us or the granting of a license to a customer to manufacture products. Our products are sold directly to end-user customers or through resellers, including OEMs, distributors and value added resellers (VAR’s). License revenues for 1999 increased 15% to $442.8 million from $383.9 million in 1998. The higher license revenue growth rate experienced in 1999 was due to continued demand for our established products and the introduction and market positioning of new products and versions including our Red Brick and Cloudscape product offerings. Each of our regions reported increased license revenues for fiscal 1999 when compared to fiscal 1998, as follows:

Europe, Middle-East and Africa (“EMEA”) license revenues increased to $148.4 million as compared to $125.2 million, an increase of 19%
North America license revenues increased to $200.4 million as compared to $170.2 million, an increase of 18%
Latin America license revenues increased to $36.3 million as compared to $33.9 million, an increase of 7%
Asia/Pacific license revenues increased to $57.7 million as compared to $54.6 million, an increase of 6%
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