Computer Research, Inc.

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Beautifully engraved certificate from the Computer Research, Inc. issued in the 1990's. This historic document was printed by the American Banknote Company and has an ornate border around it with a vignette of an eagle perched upon a rock with its wings spread out. This item has the printed signatures of the company's president and secretary and is over 4 years old. On July 7, 2000, Computer Research, Inc. announced that it had entered into a Purchase Agreement providing, subject to certain conditions, for CRI Acquisition, Inc., a new corporation formed by Rodger O. Riney, the founder and President of Scottrade, Inc. of St. Louis, Missouri, to make a tender offer for all outstanding shares of the Company at a price of $2.42 per share. The tender offer for all outstanding shares of common stock of the Company will be made on or before August 7, 2000. The Company had previously entered into a Letter of Intent as of June 7, 2000, to be acquired by SunGard Data Systems, Inc. at $2.00 per share. Prior to entering into the agreement with CRI Acquisition, Inc., the Letter of Intent with SunGard Data Systems, Inc. was terminated. The Company's principal source of revenues is derived from providing computerized accounting and support services to securities firms, banks and other financial institutions. Service revenues are directly affected by stock and bond trading market volume which indirectly impacts the number of transactions processed for the clients and by the overall condition of the financial services industry. The clients serviced could become involved in mergers and/or acquisitions or may choose to convert their business from self-clearing to a fully disclosed basis which could eliminate the need for the accounting services provided by the Company. The Company could be positively or negatively impacted by a merger involving one of its clients or by a consolidation trend in the financial services industry involving services or products.