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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): June 11, 1997
INTUIT INC.
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(Exact name of Registrant as specified in its charter)
DELAWARE
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(State or other jurisdiction of incorporation)
0-21180 77-0034661
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(Commission (IRS Employer
File Number) Identification No.)
2535 Garcia Avenue, Mountain View, CA 94043
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(Address of principal executive offices) (Zip Code)
(415) 944-6000
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(Registrant's telephone number, including area code)
NOT APPLICABLE
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(Former name or former address, if changed since last report)
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ITEM 5: OTHER EVENTS.
On June 11, 1997, Intuit Inc. (the "Company") announced that it had agreed to
purchase 2,900,000 shares of common stock of Excite, Inc. ("Excite"), a leading
provider of Internet search and navigation services, for a purchase price of
$13.50 per share, or $39.2 million. These shares were purchased on June 25,
1997, pursuant to a Stock Purchase Agreement and ancillary agreements
(collectively, the "Agreements") between the Company and Excite. The shares
represent approximately 19% of Excite's outstanding common stock (after giving
effect to the purchase). The Company expects to use the cost method of
accounting for its investment in Excite common stock.
The Agreements give the Company a right of first refusal to participate in
certain future issuances of Excite's securities (in order to prevent dilution of
its percentage ownership of Excite securities), and registration rights with
respect to the shares purchased on June 25, 1997, as well as any shares that
might be purchased pursuant to the right of first refusal. The Agreements also
place certain conditions on Company's ability to dispose of its shares of, or
acquire additional shares of, Excite common stock. In addition, so long as the
Company continues to hold at least 10% of Excite's outstanding common stock, the
Company has the right to have a representative attend all Excite Board of
Directors meetings in a non-voting observer capacity, or to designate a nominee
for election to the Excite Board.
In connection with this investment, on June 11, 1997, the Company also announced
an arrangement with Excite to jointly program, promote and distribute a new
online financial channel. A Joint Activities Agreement outlining the business
arrangement was signed on June 25, 1997. Under the agreement, the Company will
be the exclusive provider and aggregator of consumer financial content for all
of Excite's Internet services. Excite will provide hosting as well as
advertising sales services and software services, and will become the exclusive
search and navigation service promoted in the Company's Quicken, QuickBooks and
TurboTax products. The channel is expected to include financial information and
news, stock quotes, directories of services, tracking and decision tools and
transactional services. The companies expect that any revenue generated will be
from a combination of advertising and fees for enabling transactions for
financial products and services.
ITEM 7: FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired
Not applicable.
(b) Pro Forma Financial Information
Not applicable.
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(c) Exhibits
The following exhibits are filed herewith:
<TABLE>
<CAPTION>
Exhibit Document Description
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<S> <C>
4.01 Stock Purchase Agreement, dated as of June 11, 1997, between Excite
and the Company (1)
4.02 Nomination and Observer Agreement, dated as of June 25, 1997,
between Excite and the Company (1)
4.03 Registration Rights Agreement, dated as of June 25, 1997, between
Excite and the Company (1)
4.04 Right of First Refusal Agreement, dated as of June 25, 1997, between
Excite and the Company (1)
4.05 Amendment to Restated and Amended
Investors' Rights Agreement, dated as of
June 25, 1997, among Excite,
Institutional Venture Partners VI,
Institutional Venture Management VI, IVP
Founders Fund I, L.P., Kleiner Perkins
Caufield & Byers VII, KPCB VII Founders
Fund, KPCB Information Sciences Zaibatsu
Fund II and the Company (1)
</TABLE>
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(1) Incorporated by reference from the Company's report on Schedule 13D
filed on July 7, 1997.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the Company has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
INTUIT INC.
Date: July 11, 1997 By: /s/ GREG J. SANTORA
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Greg J. Santora
Vice President and Acting Chief
Financial Officer
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Document Description
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<S> <C>
4.01 Stock Purchase Agreement, dated as of June 11, 1997, between Excite
and the Company (1)
4.02 Nomination and Observer Agreement, dated as of June 25, 1997,
between Excite and the Company (1)
4.03 Registration Rights Agreement, dated as of June 25, 1997, between
Excite and the Company (1)
4.04 Right of First Refusal Agreement, dated as of June 25, 1997, between
Excite and the Company (1)
4.05 Amendment to Restated and Amended
Investors' Rights Agreement, dated as of
June 25, 1997, among Excite,
Institutional Venture Partners VI,
Institutional Venture Management VI, IVP
Founders Fund I, L.P., Kleiner Perkins
Caufield & Byers VII, KPCB VII Founders
Fund, KPCB Information Sciences Zaibatsu
Fund II and the Company (1)
</TABLE>
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(1) Incorporated by reference from the Company's report on Schedule 13D
filed on July 7, 1997.
