SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
----------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): June 2, 1999
InteliData Technologies Corporation
(Exact Name of Registrant as Specified in Charter)
Delaware 000-21685 54-1820617
(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
11600 Sunrise Valley Drive
Suite 100
Reston, Virginia 20191
(Address of principal executive offices)
(703) 259-3000
(Registrant's telephone number, including area code)
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Item 5. OTHER EVENTS.
InteliData Technologies Corporation, a Delaware corporation
("InteliData"), has entered into a letter of intent with Home Financial Network,
Inc., a Delaware corporation ("HFN") dated June 2, 1999. The letter of intent
contemplates that InteliData and HFN shall create a joint venture and shall
discontinue merger negotiations contemplated by the April 1999 letter of intent.
The joint venture is subject to execution of a definitive agreement. Under the
letter of intent, HFN's Total Web Banking service offering and InteliData's
Interpose service offering would be integrated into a joint offering known as
"InterposeConnect."
A copy of the press release announcing the letter of intent is
filed herewith.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
99.1 Press Release dated June 2, 1999
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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.
InteliData Technologies Corporation
(Registrant)
By: /s/ Albert N. Wergley
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Albert N. Wergley
Vice President
Date: June 3, 1999
FOR IMMEDIATE RELEASE Contact: Rob Borella
June 2, 1999 InteliData
(703) 259-3017
INTD-99-08 [email protected]
Tom Dittrich
Home Financial Network
(203) 341-7403
[email protected]
INTELIDATA AND HOME FINANCIAL NETWORK ANNOUNCE PLANS
FOR Joint Venture IN LIEU OF MERGER
Joint Initiative Would Achieve More Quickly the Objectives of the
Proposed Merger Providing the Most Complete,
Single-Source Solution for Building Successful Internet Banks
RESTON, VA and WESTPORT, CT, June 2 - InteliData Technologies Corp.
(Nasdaq: INTD) and Home Financial Network, Inc. (HFN) today announced their
intent to create a joint venture and to discontinue merger negotiations. The
mission of the joint venture would be to complete development efforts currently
underway to integrate and bring to market a single, end-to-end Internet banking
and bill payment solution comprised of HFN's Total Web Banking(TM) service
offering and InteliData's Interpose(TM) family of mainframe-based payment
solutions. The jointly developed product suite would be marketed and sold by
both InteliData and HFN under the brand name, "InterposeConnect." The creation
of the joint venture is subject to the parties executing a definitive agreement.
InteliData will retain its 25 percent ownership interest in HFN.
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On April 19, 1999, the two companies announced a letter of intent to
merge. Commenting on the decision to enter into a joint venture in lieu of a
merger, InteliData Chairman Bill Gorog stated, "As both parties performed
diligence into the financial implications of a merger between InteliData and
HFN, we encountered severe accounting issues that we believe would have been
unfavorable to our shareholders, especially the creation of a goodwill provision
that would have significantly delayed our ability to become profitable. Also,
our inability to promptly close the transaction due to the need to obtain
regulatory approvals could have begun to impact our competitive position in the
sector. We believe the pieces to complete a joint sales and marketing effort are
already substantially in place and our marketing alliance can be implemented
much sooner."
HFN Chairman & CEO Daniel M. Schley added, "The strategy and vision to
integrate our respective products and technology and deliver a seamless,
end-to-end solution for Internet banking and payment processing is sound and has
been exceptionally well received by our customers. However, certain realities
and challenges of merging a public and private company led us to the conclusion
that we should restructure our transaction to deliver the market benefits of an
integrated product solution without necessarily being saddled by the
complexities of a formal merger. Through the InterposeConnect joint venture, our
customers will be the beneficiaries of our creative thinking and our joint
development efforts. This is the objective we sought, and one we are confident
we will achieve."
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InteliData President & CEO Al Dominick stated, "The sales, marketing
and development organizations at both InteliData and HFN have been working
together closely to create a unified market presence for our new products and
services even before we announced our proposed merger, and that activity
continues today. Our most recent joint installation is at BB&T Corp. We also are
working actively on implementations at both US Trust and Compass Bank.
Additionally, we are engaged in joint sales efforts at several other major U.S.
banks."
Dominick continued, "Through the InterposeConnect joint venture, we
will be in a position to provide the single most compelling portfolio of
products and services for building highly customized financial portals including
advanced Web site design, a full range of transaction functions including Web
banking, bill payment and presentment, real-time enrollment and application
functions, portal-level content, one-to-one marketing, real time legacy
integration, and bill payment warehousing with least-cost routing. While the
formal structure of our companies will not change, our presence in the market
will be unified and the needs of our target customers will be served."
About InteliData [www.intelidata.com]
InteliData, with headquarters in Reston, Va., is a leading supplier of
Internet banking and bill payment technology to over 20 of the top 100 U.S.
financial institutions and financial service providers. The Company's products
provide financial institutions with highly scalable and reliable Internet
transaction and payment processing solutions that give them total control of
customer information and payment processing. These services allow consumers to
securely and reliably check account balances in "real-time", view account
transaction history, transfer funds between accounts, and do online bill payment
to any of the consumers' billers. The Company's products include the
Interpose(TM) Transaction Engine, Interpose(TM) OFX Gateway, and the
Interpose(TM) Payment Warehouse.
<PAGE>
About Home Financial Network [www.homeatm.com]
Home Financial Network, Inc., is an Internet banking technology company
specializing in the design and development of successful Financial Portals for
financial institutions. Through the company's Total Web Banking(TM) products,
HFN provides financial institutions with the essential tools, technology and
customization services to build profitable, sustainable relationships with their
customers over the Web. HFN's Stage III Architecture uses Java Servlets to
provide a true, three-tier development platform that delivers unprecedented
flexibility and control, and offers plug-and-play compatibility with the
financial institution's preferred outsource processor or in-house middleware
platform. The company's Advanced Interface Optimization technology automatically
sends each customer Web pages optimized for the specific Internet access device
being used, from PC browser to WebTV to Personal Digital Assistants.
"Safe Harbor" statement under the Private Securities Litigation Reform
Act of 1995: This release contains forward looking statements that are subject
to risks and uncertainties, including, but not limited to, the impact of
competitive products, pricing pressure, product demand and market acceptance
risks, bank year 2000 compliance issues, reliance on resellers, pace of consumer
acceptance of home banking, bank mergers and acquisitions, risk of integration
of the Company's technology by large software companies, the ability of
financial institution customers to implement applications in the anticipated
time frames or with the anticipated features, functionality or benefits,
reliance on key strategic alliances and newly emerging technologies, the
on-going viability of the mainframe marketplace and demand for traditional
mainframe products, the ability to attract and retain key employees, the
availability of cash for growth, product obsolescence, ability to reduce product
costs, fluctuations in operating results, ability to continue funding operating
losses, delays in development of highly complex products and other risks
detailed from time to time in InteliData filings with the Securities and
Exchange Commission. These risks could cause the Company's actual results for
1999 and beyond to differ materially from those expressed in any forward looking
statements made by, or on behalf of, InteliData.
