May 24, 2001 - 8-K: Current report filing | Intuit Inc. (INTU)

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

---------------

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

MAY 24, 2001
(Date of report)

MAY 15, 2001
(Date of earliest event reported)

INTUIT INC.
(Exact Name of Registrant as Specified in its Charter)

DELAWARE 000-21180 77-0034661
(State or other (Commission File Number) (I.R.S. Employer
Jurisdiction of Identification No.)
Incorporation)
2535 GARCIA AVENUE
MOUNTAIN VIEW, CA 94043
(Address of Principal Executive Offices)
(Zip Code)

Registrant's telephone number, including area code: (650) 944-6000

ITEM 5. OTHER EVENTS.

SALE OF QUICKEN BILL MANAGER

On May 15, 2001 Intuit Inc. ("Intuit" or the "Company") sold software and other
technology assets of its Quicken Bill Manager online bill payment and
presentment business to Princeton eCom Corporation ("Princeton eCom") of
Princeton, New Jersey. The sale was accomplished through Intuit's direct sale to
Princeton eCom of certain assets owned by Intuit and the sale to Princeton eCom
of all the outstanding shares of Venture Finance Software Corp., a wholly owned
subsidiary of Intuit that developed many Quicken Bill Manager technologies. In
exchange for these assets, Intuit is entitled to receive, at Princeton eCom's
election to be made by February 2002, either shares of Princeton eCom common
stock or cash payments, as follows. If Princeton eCom elects to pay with shares
of its stock, then in February 2002 Intuit will be entitled to receive shares of
Princeton eCom common stock equal to approximately 20% of Princeton eCom's fully
diluted shares measured at a date with approximately a month after the closing
of the transaction. If Princeton eCom instead elects to pay in cash, then Intuit
will be entitled to receive cash payments in four annual installments, beginning
in February 2002, with each cash installment to equal 25% of the value of the
Princeton eCom shares that Intuit would have received if Princeton had elected
to pay with shares of its stock. Subject to Intuit's consent, in certain
circumstances the purchase price payable by Princeton eCom may be prepaid.
Because Princeton eCom is privately held, the method of payment need not be
elected by Princeton eCom until shortly prior to February 2002 and because
election by Princeton eCom of the cash payment alternative will result in
payments whose value may fluctuate over a period of up to four years, Intuit
cannot currently calculate a precise dollar value for this component of the
transaction.

In connection with this transaction Intuit and Princeton eCom also entered into
several commercial agreements related to the bill payment and presentment
business. Pursuant to these agreements, among other things:

o Intuit will offer Web-based Quicken Bill Manager-branded services
processed by Princeton eCom and will share in revenue derived from the
services.

o Intuit will also receive certain payments if Princeton eCom licenses
the Web-based user interface technology to third parties.

o Intuit will utilize Princeton eCom as a provider of bill payment and
presentment services available through Intuit's Quicken desktop
personal finance management software.

o Princeton eCom was granted a license to use the "Powered by Quicken
Bill Manager" mark on third party sites.

SHARE REPURCHASE PROGRAM

On May 22, 2001, the Company issued a press release announcing that its
board of directors has authorized a three-year stock repurchase program for up
to $500 million. The purpose of the program is to reduce the dilution impact of
the Company's employee stock programs.

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ANNOUNCEMENT OF THIRD QUARTER RESULTS

On May 22, 2001, Intuit announced its financial results for the fiscal quarter
ended April 30, 2001. Intuit reported revenue of $425.2 million for the third
quarter of fiscal 2001, an increase of 29 percent over the $329.1 million for
the year-ago quarter. Revenue growth resulted from both increased prices and
higher volumes. Intuit reported a net loss for the quarter of $14.3 million, or
$0.07 per share compared to net income of $297.1 million, or $1.39 per share for
the third quarter in the prior year. Year-over-year comparisons were impacted
due to two large, unrelated events in the third quarters of both fiscal 2000 and
2001. Last year's third-quarter results benefited from a $422.2 million pre-tax
gain on the sale of certain marketable securities, which did not occur this
year. This year's third quarter was impacted by a charge of approximately $77
million (which is included within acquisition-related costs) related to the
accelerated write-off of goodwill related to acquisitions made in prior periods.
Intuit's policy is to regularly review goodwill and other longer-term assets to
evaluate their current value.

(Financial statements follow)

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INTUIT INC.
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
(In thousands, except per share data)
(Unaudited)

THREE MONTHS ENDED NINE MONTHS ENDED
APRIL 30, APRIL 30,
2000 2001 2000 2001
--------- --------- --------- -----------

Net revenue $ 329,139 $ 425, $ 931,566 $ 1,070,292
Costs and expenses:
Cost of revenue
Products and services 75,532 77,513 225,038 248,226
Amortization of purchased software and other 2,115 4,375 7,036 11,220
Customer service and technical support 31,596 37,538 113,554 116,068
Selling and marketing 60,173 68,479 216,188 215,146
Research and development 40,779 52,697 126,529 155,174
General and administrative 20,027 23,917 64,846 77,614
Charge for purchased research and development -- 238 1,312 238
Acquisition related costs 38,404 122,575 121,710 205,328
Reorganization costs -- -- 3,500 --
--------- --------- --------- -----------
Total costs and expenses 268,626 387,332 879,713 1,029,014
--------- --------- --------- -----------
Income from operations 60,513 37,878 51,853 41,278
Interest and other income and expense, net 14,516 15,070 29,981 47,736
Gain (loss) on marketable securities and other
investments, net 422,206 (11,504) 402,096 (87,307)
Gain on divestiture -- -- -- 1,639
--------- --------- --------- -----------
Income before income tax, minority interest and
cumulative effect of accounting change 497,235 41,444 483,930 3,346
Income tax provision 200,204 55,294 195,617 38,566
Minority interest (income) (54) 451 (203) 598
--------- --------- --------- -----------
Income (loss) before cumulative effect of
accounting change 297,085 (14,301) 288,516 (35,818)

Cumulative effect of accounting change, net of
taxes of $9,543 -- -- --
--------- --------- --------- -----------
Net income (loss) $ 297,085 $ (14,301) $ 288,516 $ (21,504)
========= ========= ========= ===========

Basic net income (loss) per share before
cumulative effect of accounting change $ 1.47 $ (0.07) $ 1.44 $ (0.17)

Cumulative effect of accounting change -- -- -- 0.07
--------- --------- --------- -----------

Basic net income (loss) per share $ 1.47 $ (0.07) $ 1.44 $ (0.10)
========= ========= ========= ===========
Shares used in per share amounts 202,342 208,715 199,787 207,345
========= ========= ========= ===========

Diluted net income (loss) per share before
cumulative effect of accounting change $ 1.39 $ (0.07) $ 1.37 $ (0.17)

Cumulative effect of accounting change -- -- -- 0.07
--------- --------- --------- -----------
Diluted net income (loss) per share $ 1.39 $ (0.07) $ 1.37 $ (0.10)
========= ========= ========= ===========
Shares used in per share amounts 214,362 208,715 211,049 207,345
========= ========= ========= ===========

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INTUIT INC.
CONDENSED CONSOLIDATED BALANCE SHEET
(In thousands)

JULY 31, APRIL 30,
2000 2001
---------- -----------
(unaudited)

ASSETS
Current assets:
Cash and cash equivalents $ 416,953 $ 437,604
Short-term investments 1,050,220 1,129,929
Marketable securities 225,878 117,494
Customer deposits 181,678 221,944
Accounts receivable, net 67,420 103,310
Mortgage loans 60,330 145,964
Prepaid expenses and other current assets 126,315 134,704
---------- ----------
Total current assets 2,128,794 2,290,949
Property and equipment, net 167,707 181,635
Goodwill and intangibles, net 438,878 487,667
Investments 31,160 21,311
Other assets 112,363 110,354
---------- ----------
Total assets $2,878,902 $3,091,916
========== ==========

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 79,145 $ 74,709
Payroll tax obligations 177,002 197,700
Escrow liabilities 32,077 105,046
Deferred revenue 107,578 82,374
Income tax payable 110,743 66,374
Deferred income taxes 53,934 36,318
Other current liabilities 246,358 323,568
---------- ----------
Total current liabilities 806,837 886,089
Long-term obligations 538 15,786
Minority interest 238 836
Stockholders' equity 2,071,289 2,189,205
---------- ----------
Total liabilities and stockholders' equity $2,878,902 $3,091,916
========== ==========

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SIGNATURES

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.

Date: May 24, 2001 INTUIT INC.

By: /s/ Greg J. Santora
--------------------------------
Greg J. Santora
Senior Vice President and
Chief Financial Officer

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