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UNITED STATES
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
Date of Report (Date of earliest event reported): February 10, 2000
Digital Insight Corporation
(Exact name of Registrant as specified in its charter)
Commission file number: 0-27459
Delaware 77-0493142
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
26025 Mureau Road
Calabasas, CA 91302
(Address of principal executive offices with zip code)
(818) 871-0000
(Registrant's telephone number, including area code)
____________________________________________
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On February 10, 2000, Digital Insight Corporation ("Digital Insight")
completed the acquisition of nFront, Inc. A copy of the press release is
included herein as Exhibit 99.1 and is incorporated by reference into this item
2.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS.
99.1 Press Release dated February 10, 2000.
SIGNATURES
In accordance with the requirements of the Securities Exchange Act, the
Registrant has caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
DIGITAL INSIGHT CORPORATION
Date: February 23, 2000 By: /s/ John Dorman
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John Dorman
President, Chief Executive Officer
and Chairman of the Board
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INDEX TO EXHIBITS
Exhibit
Number Description
- ------ -----------
99.1 Press Release dated February 10, 2000
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Exhibit 99.1
PRESS RELEASE
[LETTERHEAD OF DIGITAL INSIGHT]
DIGITAL INSIGHT FINALIZES MERGER WITH nFRONT
Digital Insight Reaffirms Dominance as Largest Internet Banking Provider for
Community Financial Institutions
Calabasas, CA--February 10, 2000 - Digital Insight Corporation (Nasdaq: DGIN)
announced today its completed merger with nFront, Inc. (Nasdaq: NFNT) of
Atlanta, GA, after stockholders of both companies voted in favor of the
transaction. The merger of the companies solidifies the new Digital Insight as
the dominant provider of Internet banking for community financial institutions.
Digital Insight now boasts more than 730 community financial institutions, with
a total customer base of 17 million potential end users. Digital Insight plans
to leverage this competitive advantage to take its clients beyond Internet
banking to the profit potential of eCommerce.
Digital Insight and nFront announced a definitive merger agreement on November
22, 1999. Upon final approval of the merger from stockholders today, the new
company begins operating as one seamless organization.
"We successfully executed a carefully planned integration process bringing the
best of both companies together," said Digital Insight Chairman, President and
CEO John Dorman. "I'm proud to announce today the full integration of nFront
and Digital Insight operations, advanced plans for an integrated product, and
accelerated plans for new products that further enhance profit opportunities
for our clients."
"The strengths of Digital Insight and nFront are truly complementary," said
Tripp Rackley, Vice Chairman of the new Digital Insight and former founder,
Chairman and CEO of nFront. "Our combined banking services, client base,
partner relationships and employee talent makes the new company the powerhouse
in the arena of community financial institutions."
The merger creates a combined entity with a number of strengths:
. On a pro forma combined basis, Digital Insight has more than 730 financial
institution clients, with a total customer base of 17 million potential end
users. These clients include 650 Internet banking contracts with 13.6 million
potential end users. More than 750,000 are currently active end users of
Internet banking.
. Combined annualized revenue of approximately $26.3 million at the end of the
fourth calendar quarter in 1999.
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. Interfaces with 45 data processing vendors providing coverage of more than 80
percent of community financial institutions.
. Unparalleled expertise in both real-time and batch processing.
Transaction highlights:
. Digital Insight headquarters are located in Calabasas, CA, with regional
operations in Atlanta, GA. Digital Insight's staff now numbers more than 325.
. The combined entity operates under the Digital Insight name and trades on
the Nasdaq stock exchange under the symbol DGIN.
. In a stock-for-stock exchange, nFront shareholders receive 0.579 shares of
Digital Insight for each share of nFront stock.
In relation to this transaction, Digital Insight was advised by Morgan Stanley
& Co, and nFront was advised by Donaldson, Lufkin & Jenrette.
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About Digital Insight
Digital Insight/(TM)/ is the leading provider of Internet banking services to
community financial institutions. The Company offers a cost-effective,
outsourced service, which enables these institutions to provide Internet-based
financial solutions to their retail and commercial customers. In addition,
Digital Insight provides fully transactional Internet banking development and
implementation; website design, maintenance and hosting; customer service
training and support; and marketing consulting services.
Digital Insight's exclusive AXIS/(TM)/ architecture is designed to communicate
in either real-time or batch with the institution's core data processing
system. AXIS Internet Banking delivers a full range of Internet branch
capabilities, including Bill Payment to the financial institution's retail
customers. AXIS Target Marketing facilitates the sales of additional financial
services to these customers. AXIS Cash Management provides comprehensive
Internet banking functionality to the institution's commercial customers.
Digital Insight's products and services are secure, reliable, and scalable.
More than 730 community financial institutions have contracted with Digital
Insight for one or more of the Company's products and services. More than
750,000 customers of these institutions are actively using Digital Insight for
their Internet banking. For more information about Digital Insight, go to
www.digitalinsight.com.
Digital Insight. Beyond Internet Banking./(TM)/
