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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

August 21, 2002
(Date of Report)
Date of earliest event reported: August 14, 2002

Intuit Inc.
(Exact name of Registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)

0-21180 (Commission File Number)		77-0034661 (I.R.S. Employer Identification No.)

2535 Garcia Avenue
Mountain View, California 94043
(Address of principal executive offices)
(Zip Code)

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

 

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	ITEM 5. OTHER EVENTS.
		CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
		CONDENSED CONSOLIDATED BALANCE SHEET
SIGNATURES

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ITEM 5. OTHER EVENTS.

Proposed Acquisition of Blue Ocean Software

     On August 14, 2002, Intuit Inc. announced that it had signed a definitive agreement to acquire Blue Ocean Software Inc., a leading provider of software that helps small businesses manage their information technology resources and assets.

     Intuit currently plans to operate Blue Ocean as a business unit within its Small Business and Personal Finance division and will continue to offer Blue Ocean’s current products and services. Russ Hobbs, Blue Ocean’s chief executive officer, will lead the operating unit as a vice president at Intuit reporting to Lorrie Norrington, executive vice president, Small Business and Personal Finance. Virtually all of Blue Ocean’s 78 employees will be asked to stay with the business. Blue Ocean will continue to be based in Tampa, Florida.

     Under the terms of the agreement, Intuit will acquire all outstanding shares of Blue Ocean’s stock for approximately $170 million in cash. Intuit expects Blue Ocean to contribute approximately $45 million to $55 million in revenue in fiscal year 2003. The acquisition is expected to close in the first quarter of fiscal 2003. The closing of the transaction is subject to standard closing conditions, including various regulatory approvals.

Press Release Announcing Fourth Quarter and Fiscal Year 2002 Results

     Fiscal 2002 Results

     On August 14, 2002, Intuit announced its financial results for the fourth quarter and fiscal year ended July 31, 2002. Intuit reported fiscal 2002 revenue of $1.36 billion, an increase of 18% over fiscal 2001 revenue of $1.15 billion. Intuit reported net income for the year of $140.2 million, or $0.64 per share, up from a net loss of $82.8 million, or a net loss of $0.40 per share, in fiscal 2001. Growth was driven by strong performance in Intuit’s largest businesses — small business and tax. In fiscal 2002, losses related to marketable securities decreased by $82.5 million compared to fiscal 2001 and acquisition-related charges decreased by $66.6 million compared to fiscal 2001. Intuit sold its Quicken Loans mortgage business in July 2002. Quicken Loans is treated as a discontinued operation for accounting purposes. As a result, the financial results for Quicken Loans, reflecting income and expenses totaling $47.1 million, were segregated into a separate line item rather than reflected in Intuit’s operating results.

     Fourth Quarter Results

     Intuit reported revenue of $197.2 million for the fourth quarter of fiscal 2002, an increase of 31% over the $150.3 million for the fourth quarter of fiscal 2001. Growth was driven primarily by strong results in QuickBooks and Canada. Intuit reported a net loss for the quarter of $31.8 million, or a loss of $0.15 per share. Intuit typically reports a loss in its fourth quarter when revenue from tax preparation businesses is minimal, but operating expenses to develop new products and services continue at relatively consistent levels. In the fourth quarter of fiscal 2001, Intuit reported a net loss of $61.3 million, or a loss of $0.29 per share. The smaller loss in the fourth quarter of fiscal 2002 was due in part to the gain on the sale of Quicken Loans of $23.3 million. Intuit acquired Quicken Loans in December 1999. Because the transaction was accounted for as a pooling of interests, the value of the business was reflected on Intuit’s balance sheet as the net value of the tangible assets, rather than the purchase price paid. The gain represents the premium over the net value of the tangible assets.

(Financial statements follow)

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

				Three Months Ended								Twelve Months Ended
				July 31,								July 31,
				2001				2002				2001				2002
Net revenue:
	Products			$	97,406			$	131,875			$	834,190			$	1,001,782
	Services				38,748				51,681				240,381				293,405
	Other				14,164				13,603				73,834				63,161
Total net revenue					150,318				197,159				1,148,405				1,358,348
Costs and expenses:
	Cost of revenue:
		Products, services and other			54,730				56,702				279,305				296,830
		Amortization of purchased software and other			3,729				1,981				14,949				12,423
	Customer service and technical support				32,193				38,327				145,522				173,080
	Selling and marketing				44,495				62,907				235,256				278,826
	Research and development				50,917				49,992				203,739				203,522
	General and administrative				23,454				27,394				95,704				110,441
	Charge for purchased research and development				—				2,151				238				2,151
	Charge for vacant facilities				—				—				—				13,237
	Acquisition-related charges				42,869				40,886				248,179				181,616
	Loss on impairment of long-lived asset				—				—				—				27,000
		Total costs and expenses			252,387				280,340				1,222,892				1,299,126
		Income (loss) from continuing operations			(102,069	)			(83,181	)			(74,487	)			59,222
Interest and other income and expense, net					11,368				8,440				57,303				32,944
Losses on marketable securities and other investments, net					(10,746	)			(6,269	)			(98,053	)			(15,535	)
Gains (losses) on divestitures					(16,954	)			—				(15,315	)			8,308
Income (loss) from continuing operations before income taxes and cumulative effect of accounting change					(118,401	)			(81,010	)			(130,552	)			84,939
Income tax benefit (provision) (i)					45,459				15,235				12,473				(15,179	)
Income (loss) from continuing operations before cumulative effect of accounting change					(72,942	)			(65,775	)			(118,079	)			69,760
Discontinued operations, net of income taxes (ii):
	Net income from Quicken Loans discontinued operations				11,653				10,713				20,972				47,100
	Gain on disposal of Quicken Loans discontinued operations				—				23,300				—				23,300
Net income from discontinued operations					11,653				34,013				20,972				70,400
Cumulative effect of accounting change, net of income taxes of $9,543					—				—				14,314				—
Net income (loss)				$	(61,289	)		$	(31,762	)		$	(82,793	)		$	140,160
Basic net income (loss) per share from continuing operations before cumulative effect of accounting change				$	(0.35	)		$	(0.31	)		$	(0.57	)		$	0.33
Net income per share from discontinued operations					0.06				0.16				0.10				0.33
Cumulative effect of accounting change per share					—				—				0.07				—
Basic net income (loss) per share				$	(0.29	)		$	(0.15	)		$	(0.40	)		$	0.66
Shares used in basic per share amounts					209,800				212,003				207,959				211,794
Diluted net income (loss) per share from continuing operations before cumulative effect of accounting change				$	(0.35	)		$	(0.31	)		$	(0.57	)		$	0.32
Net income per share from discontinued operations					0.06				0.16				0.10				0.32
Cumulative effect of accounting change per share					—				—				0.07				—
Diluted net income (loss) per share				$	(0.29	)		$	(0.15	)		$	(0.40	)		$	0.64
Shares used in diluted per share amounts					209,800				212,003				207,959				217,897

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i.		There is a difference in the effective tax rate for each of these periods, primarily due to the tax benefit related to divestitures that became available in the second quarter of fiscal 2002.
ii.		On July 31, 2002, we sold our Quicken Loans mortgage business. We accounted for the sale as discontinued operations and, accordingly, the operating results of Quicken Loans have been segregated from continuing operations on the statement of operations for the three and twelve months ended July 31, 2001 and 2002. Income taxes netted against net income from discontinued operations amounted to $6.7 million and $6.0 million for the three months ended July 31, 2001 and 2002 and $12.2 million and $26.5 million for the twelve months then ended. The tax benefit related to the $23.3 million gain on the transaction was not recorded because its realization is not assured.

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INTUIT INC.
CONDENSED CONSOLIDATED BALANCE SHEET
(In thousands)
(unaudited)

					July 31,				July 31,
					2001				2002
ASSETS
Current assets:
Cash and cash equivalents					$	94,301			$	435,087
Short-term investments						1,119,305				815,342
Marketable securities						85,307				16,791
Customer deposits						205,254				300,409
Accounts receivable, net						26,778				56,467
Deferred income taxes						73,742				67,799
Prepaid expenses and other current assets						31,640				50,729
Amounts due from discontinued operations entities						355,222				252,869
Net current assets of discontinued operations						57,208				—
	Total current assets					2,048,757				1,995,493
Property and equipment, net						174,659				181,758
Goodwill and intangibles, net						415,135				554,422
Long-term deferred income taxes						145,905				176,553
Long-term investments						24,107				6,765
Other assets						41,359				48,035
Net assets of discontinued operations						12,351				—
Total assets					$	2,862,273			$	2,963,026
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable					$	62,994			$	76,669
Payroll service obligations						205,067				300,381
Deferred revenue						137,041				159,758
Income taxes payable						82,486				442
Short-term note payable						38,672				17,926
Other current liabilities						162,537				177,601
	Total current liabilities					688,797				732,777
Long-term obligations						12,150				14,610
Stockholders’ equity						2,161,326				2,215,639
Total liabilities and stockholders’ equity					$	2,862,273			$	2,963,026

Note:

On July 31, 2002 we sold our Quicken Loans mortgage business and accounted for the sale as discontinued operations. Quicken Loans balance sheet amounts at July 31, 2001 have therefore been reclassified. Other assets at July 31, 2002 include a $23.3 million note from Rock Acquisition Corporation, the purchaser of the Quicken Loans business.

Retirement of Chief Financial Officer

     On August 14, 2002, Intuit announced that Greg Santora, Senior Vice President and Chief Financial Officer of Intuit, has decided to retire from Intuit at the end of the calendar year, and will remain in his current role until then. Mr. Santora will participate in the search and will work with the new CFO to ensure a smooth transition.

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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:		August 21, 2002				INTUIT INC.
				By:		/s/ LINDA FELLOWS Linda Fellows Vice President, Treasurer and Director of Investor Relations

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