8-KAcquisitions & DispositionsOther EventsExhibits & Filings

INTUIT INC. 8-K Report, Acquisition Completed (Dec 3, 2020)

Filed December 3, 2020For Securities:INTU

Summary

Intuit Inc. announced the successful completion of its acquisition of Credit Karma, Inc. on December 3, 2020. This significant transaction, valued at approximately $8.1 billion in total consideration (comprising $3.4 billion in cash and $4.7 billion in Intuit stock and equity awards), marks a major strategic move for Intuit, integrating a leading consumer finance platform into its existing suite of financial software products. The acquisition is expected to enhance Intuit's ability to serve consumers by providing a more comprehensive view of their financial lives and offering personalized insights and product recommendations. The deal structure involved a merger, with a portion of the consideration paid in cash and the remainder in Intuit's common stock and equity awards. A significant portion of the stock and cash consideration was placed in an escrow fund to cover potential post-closing adjustments and indemnification obligations, demonstrating a commitment to mitigating risks associated with the transaction. The equity awards are structured with vesting periods, aligning incentives with long-term value creation.

Key Highlights

  • 1Intuit Inc. has completed the acquisition of Credit Karma, Inc. as of December 3, 2020.
  • 2The total consideration for the acquisition is approximately $8.1 billion.
  • 3Consideration includes $3.4 billion in cash and $4.7 billion in Intuit stock and equity awards.
  • 4A portion of the consideration, including cash and Intuit shares, has been placed in an escrow fund for twelve months to secure post-closing obligations.
  • 5Approximately 2 million shares of Intuit stock and a $300 million equity retention pool are subject to vesting and will be expensed over three and four years, respectively.
  • 6The acquisition aims to enhance Intuit's consumer offerings by integrating Credit Karma's platform for personalized financial insights and recommendations.

Frequently Asked Questions

The total consideration for the acquisition of Credit Karma was approximately $8.1 billion, consisting of $3.4 billion in cash and $4.7 billion in Intuit stock and equity awards.

The acquisition was financed through a combination of cash and Intuit's common stock and equity awards. Specifically, $3.4 billion was paid in cash, and $4.7 billion was paid in Intuit stock and equity awards, based on Intuit's closing stock price of $355.49 on December 2, 2020.

An escrow fund of $250 million in cash and 834,000 shares of Intuit common stock has been established for twelve months. This fund will secure potential payment obligations from certain former Credit Karma securityholders related to post-closing price adjustments and potential indemnification obligations.

A portion of the shares and equity awards will be expensed over three to four years, reflecting their vesting schedules. Specifically, 2 million shares and a $300 million equity retention pool will be expensed over approximately three and four years, respectively.