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Intuit Inc. Third-quarter Fiscal 2020 Conference Call Remarks (May 21, 2020)

Summary

Prepared remarks for Intuit Inc.'s third-quarter fiscal 2020 conference call, dated May 21, 2020. The overview says the call will cover Intuit's response to the COVID-19 pandemic, quarterly results, recent business trends and long-term strategy. It states that Intuit created an enterprise crisis team to drive four workstreams, the first being keeping employees safe and healthy, and that it moved its 10,000 person workforce around the world to a work-from-home environment. The closing pages include legal notices stating that Intuit has filed a registration statement on Form S-4 with a prospectus concerning Intuit and Credit Karma.

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Cited in: Intuit / QuickBooks Capital

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“Intuit Inc. Third-quarter Fiscal 2020 Conference Call Remarks (May 21, 2020).” Original at s23.q4cdn.com. Archived at Pandemic Darlings, https://pandemicdarlings.com/source-documents/intuit-inc-third-quarter-fiscal-2020-conference-call-remarks-024e649da5/, SHA-256 6afa5660d45655bb6fa92f1960ce91460e75e343ccfc067d8761fef305827fdc.

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                                   Intuit Inc.
                            Third-quarter Fiscal 2020
                            Conference Call Remarks
                                  May 21, 2020


Introduction


Good afternoon and welcome to Intuit’s third-quarter fiscal 2020 conference call.

I’m here with Intuit's CEO Sasan Goodarzi and Michelle Clatterbuck, our CFO.


Before we start, I’d like to remind everyone that our remarks will include forward-

looking statements. There are a number of factors that could cause Intuit’s results

to differ materially from our expectations. You can learn more about these risks in

the press release we issued earlier this afternoon, our Form 10-K for fiscal 2019

and our other SEC filings. All of those documents are available on the Investor

Relations page of Intuit’s website at intuit.com. We assume no obligation to update

any forward-looking statement.


Some of the numbers in these remarks are presented on a non-GAAP basis. We’ve

reconciled the comparable GAAP and non-GAAP numbers in today’s press release.




                                          1
Unless otherwise noted, all growth rates refer to the current period versus the

comparable prior-year period, and the business metrics and associated growth rates

refer to worldwide business metrics.


A copy of our prepared remarks and supplemental financial information will be

available on our website after this call ends.


With that, I’ll turn the call over to Sasan.

Third-quarter Fiscal 2020 Overview


Thanks Kim, and thanks to all of you for joining us.


I’m going to cover four topics on today’s call to help you understand our

performance in the quarter and our outlook longer-term, in the context of the global

COVID-19 pandemic. I’ll start by sharing how we’ve responded to the pandemic

with our employees, customers, share our results for the quarter and highlight

recent trends in our business. Then I’ll put these results in the context of our long-

term strategy and finish by talking about our playbook for leading in a downturn to

accelerate our performance.




                                               2
Let’s start with our response to the pandemic, where unprecedented uncertainty

along with wide-spread shelter-in-place initiatives have upended our daily lives. At

the onset of the pandemic, we created an enterprise crisis team to drive four

workstreams:


   • First, keeping our employees safe and healthy - this has been and will

      continue to be our number one priority;


   • Second, ensuring we run the business effectively and continue to deliver for

      customers;


   • Third, keeping our workforce engaged and productive;


   • And fourth, supporting our customers, our partners and the communities

      where we live and operate.


I’m proud of how our employees adapted to sudden change and how seamlessly we

transitioned our 10,000 person workforce around the world to a work-from-home

environment.




                                          3
I’m even more proud of how, in the face of uncertainty our employees’

commitment to customers has grown even stronger. The challenges facing

consumers and small businesses during this difficult time have inspired our teams

to innovate with speed and apply our platform capabilities to help solve several

problems caused by the pandemic. As a result, let me share three examples of how

we’re helping consumers and small businesses get access to aid and relief.


   • First, in less than a week following the IRS announcement, we introduced

      three free stimulus registration tools in partnership with the IRS. These

      offerings help the more than 10 million Americans not required to file a tax

      return easily register with the IRS to get their stimulus money. We are proud

      to have donated our time and expertise to help the IRS quickly disburse

      billions of dollars in stimulus payments to Americans.


   • Second, we launched Intuit Aid Assist to simplify the process of quickly

      connecting small businesses to the right relief funding programs based on

      eligibility. Intuit Aid Assist uses artificial intelligence to distill the

      complexity of hundreds of pages of the CARES Act and convert it into an

      easy-to-understand user experience delivering a personalized and actionable

                                             4
      recommendation. This new tool is based on the same knowledge engineering

      which is used by TurboTax to simplify the tax code.


   • Third, as of May 20, Intuit helped make available just over $875 million of

      approved small business loans to customers from the Paycheck Protection

      Program or PPP through QuickBooks Capital. The team rapidly developed a

      solution to simplify and automate the PPP loan application process to help

      very small businesses access this program. We’ve helped approximately

      25,000 small businesses access loans, with an average loan of approximately

      $35,000, keeping up to approximately 150,000 employees on payroll.


These offerings are a testament to our unique platform and technology capabilities,

and we will continue to find new innovative ways to help our customers during

their time of need.


Now, turning to the fiscal third quarter results.


Through the first part of the third quarter we saw a continuation of the great

momentum we built during the first half of the year when revenue grew 14 percent.

At the same time, the impact of the pandemic on taxpayers and small businesses is


                                           5
real. The extension of the IRS tax filing deadline and local shelter-in-place

directives negatively impacted performance beginning in mid-March. As a result,

our total revenue declined 8 percent in the quarter. Let me go into more detail with

how the quarter played out, starting with our Consumer Group.


The extension of the IRS tax filing deadline from April 15th to July 15th has

shifted the timing of millions of tax filings to later in the season, resulting in a 15

percent decline in Consumer Group revenue during the fiscal third quarter.


Based on the latest IRS data, total returns are down 9.4 percent, reflecting the later

July 15 tax filing deadline. The DIY software category is performing notably better

than assisted and as the category leader, we are driving category awareness and

growth, so we are encouraged by this result. Through May 8, IRS data shows total

e-filed returns are down 9.6 percent, with self-prepared e-files up 2.2 percent and

assisted e-files down 18.8 percent. Because this data includes stimulus filings for

individuals not usually required to file a tax return, it is not comparable to prior

year data. As of May 8, our data also indicates a majority of expected April higher-

value customers with the most complex returns and those with a balance due have

yet to file. Therefore, we are proud of our progress so far and feel good about

                                            6
where we stand with TurboTax Online share and ARPC, keeping us on track

entering the last two months of the season.


Our strategy is working, we are accelerating our innovation, and well-positioned

for the remainder of the season. We are making progress on serving fast growing,

underpenetrated segments, including Latinx, self-employed and customers with

investments. We are focused on increasing customer confidence through access to

experts with TurboTax Live, and we are seeing a positive impact on both

conversion and retention when these customers interact with an expert. The

extension of the season has also given us the opportunity to run additional

experiments to improve the experience, product line up and pricing for the future.


Turning to small business….


We began to see an impact from COVID-19 on our business in mid-March, as

many small businesses began closing or significantly scaling-back their operations,

leading to loss of income and rising unemployment. Despite these headwinds,

Small Business and Self-Employed Group revenue grew 11 percent and online

ecosystem revenue grew 28 percent.


                                         7
Let me share some of the recent trends in our business.


During the second half of the quarter, QuickBooks Online new customer

acquisition decelerated by approximately 15 points versus the first half and

retention within the existing customer base decreased by 2 points versus a year

ago. We continue to expect the small business customer base and ARPC to grow in

fiscal year 2020.


The services offerings within QuickBooks Online have experienced an even

greater impact. For example, after growing approximately 30 percent year-over-

year through mid-March, payment charge volume was flat year-over-year during

the second half of the quarter. Within our online payroll offering, after an increase

of 20 percent year-over-year in workers paid through mid-March, workers paid

decreased 10 percent year-over-year during the second half of the quarter.

Similarly, after the total number of companies running payroll grew approximately

15 percent year-over-year through mid-March, the number of companies running

payroll was approximately flat during the second half of the quarter. These trends

could result in higher attrition and lower revenue in the future.



                                           8
Despite limited visibility near-term, we are more inspired than ever to achieve our

2025 prosperity, reputation and growth goals. As a reminder, our prosperity goals

are to double household savings rate and improve the success rate of small

businesses by 10 points better than benchmark, for anyone on our platform. We

will do so by becoming an AI-driven expert platform and doubling down on our

five Big Bets. As we look into the future, we have resourced our big bets for

acceleration. Let me share our progress on each of these bets. Big bet number one

is foundational to accelerate innovation across our platform. I'll come back to this

one in a minute since it supports the other four big bets.


Big bet number two is all about “connecting people to experts.” One of the largest

problems our customers face is lack of confidence - to do their own taxes and to

manage their business. We’re connecting customers to experts on our platform to

solve this problem with TurboTax Live and QuickBooks Live, allowing us to reach

more customers, deepen engagement and grow ARPC.


   • Within TurboTax Live, this season we improved access to an expert through

      real-time chat and a floating “Live Help” button, contributing to improving

      customer conversion and retention. On the expert side of the platform, we’re

                                           9
      using A.I. to improve the experience by automating repetitive tasks and

      presenting experts with contextual customer information based on the

      location of the customer within the product experience. As a result, we’ve

      seen average session handle time decline nearly 20 percent this season,

      while - at the same time - providing a better experience for our customers.

      This season we’ve earned the highest customer satisfaction scores for

      TurboTax Live...ever.


   • For QuickBooks Live, we are seeing promising early results. With the rapid

      shift to virtual solutions, we’re seeing better-than-expected customer

      acquisition and we continue to experiment across the line-up. For example,

      we’ve further refined the set-up offering we introduced in January. We’re

      seeing an encouraging number of customers who’ve used the set-up offering

      to upgrade to a monthly subscription, making us optimistic that it's a great

      way to introduce customers to the benefits of QuickBooks Live.


Our third big bet is to “unlock smart money decisions” for customers by

connecting them to financial tools and partners that help put more money in their

pockets. In its third season, we are on track to nearly double active use for Turbo.

                                          10
This suggests customers are finding value from our recently introduced

innovations, like mobile refund tracking and weekly credit score updates. And, in

this challenging environment, our pending acquisition of Credit Karma is more

important than ever as we help consumers make better financial decisions.


Our fourth big bet is to “become the center of small business growth,” by helping

our customers sell in an omni-channel world, get paid fast, manage capital and pay

employees with confidence.


   • We recently launched Cash Flow Planner in QuickBooks Online. Managing

      cash flow is the biggest problem our customers face - one that is only

      magnified during this difficult period. Cash Flow Planner is an A.I.-powered

      interactive tool that looks at a small business’s financial history to predict

      future money-in and money-out events, enabling a small business customer

      to forecast its cash needs more accurately.


   • Within payments, we are offering our payments customers free access to

      Instant Deposit, to put money into their hands even faster. Since this free




                                          11
      offer became available, the volume of payments received instantly by our

      customers has more than doubled. This offering is in the early days.


   • Within payroll, we are enabling our small business customers to hold onto

      their money longer by using our money movement capabilities to pay

      employees next-day. As a result, we have reduced the time between running

      payroll and paying employees by one-third, driving product recommendation

      scores up 10 percent.


Our fifth big bet is to “disrupt the mid-market with QuickBooks Online

Advanced,” our online offering designed to address the needs of small business

customers with 10 to 100 employees. We developed this offering to help us

increase retention of larger customers, and attract new mid-market customers who

are over-served by higher-priced competitive offerings. We introduced several new

features to help customers individually tailor the product to their needs, including

“build your own dashboard” and additional “custom fields for expense

transactions.” We continue to work closely with partners to develop integrations

that save our customers time and improve the experience. Now more than ever, a

cloud offering is needed by mid-market customers at a disruptive price.

                                          12
Now, let me wrap up our Big Bets by circling back to bet number one, which is our

foundational bet to “revolutionize speed to benefit” for our customers. Our goal is

to deliver benefits to our customers instantly and to make the interactions with our

offerings frictionless by accelerating the application of A.I. Earlier, I shared several

examples of how we are using A.I. to provide our customers access to help through

Intuit Aid Assist and PPP funds through QuickBooks Capital. Or how our

customers are accessing funds with instant deposit, managing cash flow with Cash

Flow Planner, or how we’re improving the experience for experts with A.I. We are

uniquely positioned to use A.I. to unlock the power of data in service to our

customers, both the velocity and the impact of our innovation.


Now let me share our thoughts on the bigger picture in the current environment.

We expect this environment to act as an accelerant to the bets we have declared.


   • First, we expect to see an accelerating shift to a virtual world. This aligns

      with our big bet to “connect people to experts” using technology to improve

      confidence.




                                           13
   • Second, the need for small businesses to increase their online presence and

      commerce will become more essential. This aligns with our big bet to “be

      the center of small business growth,” by providing tools and visibility for

      customers to better manage their cash flow.


   • Finally, as we have seen in previous times of hardship, we expect consumers

      to put a high premium on offerings that improve their financial health, which

      aligns with our bet to help consumers “unlock smart money decisions.” This

      includes helping our customers with saving more money and getting out of

      debt, and becoming a trusted financial assistant in their pocket with our

      pending acquisition of Credit Karma.


Our strategy and Big Bets position us better now than ever before. We have a

proven playbook that focuses our investments on accelerated innovation and what

matters most. In that context, we have aligned the company to invest in what’s

most important for future growth while delivering against our financial principles.

We intend to play offense during this downturn by investing in the largest

opportunities for the future - our Big Bets. When we do our job well, we believe

we will come out of this downturn stronger than ever before.

                                         14
To wrap up, I’m incredibly proud of our accomplishments this quarter. We remain

focused on what matters most to our customers and those things that we can

control during this time of uncertainty.


Now let me hand it over to Michelle.


Financial Results and Segment Details


Thanks, Sasan. Good afternoon everyone. I’ll start by adding my thoughts on the

playbook we are using to run the business during these challenging economic

times, and then provide an overview of our financial results this quarter.


As Sasan shared, we have been through tough economic times before, and have

developed a playbook of principles for operating in a downturn. These principles

are designed to accelerate our execution in the future, and help both our customers

and Intuit emerge from a downturn in a stronger position than when it began.


One of those principles is focusing on controlling what we can, including

discretionary spending to deliver bottom line results. Roughly three-quarters of

Intuit’s expense base is variable over time. We are scrutinizing all expenses and



                                           15
carefully managing what we can control in this environment, such as travel,

marketing spend and hiring decisions.


Let me now turn to our results. As Sasan mentioned, we saw a continuation of the

strong momentum we built through the second quarter during the first half of the

third quarter, followed by a slowdown in our business beginning in mid-March.

For the third quarter of fiscal 2020, we delivered:


•     Revenue of $3.0 billion, down 8 percent year-over-year.


•     GAAP operating income of $1.4 billion, a 21 percent decrease.


•     Non-GAAP operating income of $1.5 billion, an 18 percent decrease.


•     GAAP diluted earnings per share of $4.11, a 21 percent decrease.


•     And non-GAAP diluted earnings per share of $4.49, a 19 percent decrease.


Business Segment Results


Turning to the business segments:


Consumer and Strategic Partner Groups



                                          16
Consumer Group revenue was $1.8 billion, down 15 percent in the third quarter.

This decline reflects the delay of the IRS tax filing deadline to July 15th, which is

shifting revenue out of the third quarter and into the fourth quarter.


We are pleased with what we have seen season-to-date. The DIY category

continues to grow faster than assisted, and we feel good about where we stand with

TurboTax Online share. With two months still to go in the season, it’s difficult to

know if these trends will continue, or whether more consumers will choose to file

an extension. Either way we expect the DIY category to gain share again this

season as it has for more than a decade.


And in the Strategic Partner Group, professional tax revenue declined 18 percent in

the third quarter, reflecting the impact of the delayed tax filing deadline on the

timing of consumer tax filings completed by accountants.


Small Business and Self-Employed Group


We grew Small Business and Self-Employed Group revenue 11 percent during the

third quarter, driven by Online Ecosystem revenue growth of 28 percent. Our




                                           17
strategic focus within Small Business and Self-Employed is to grow the core,

connect the ecosystem and expand globally.


   • Starting with grow the core, QuickBooks online accounting revenue grew 36

      percent in fiscal Q3, driven mainly by customer growth, higher effective

      prices and to a lesser extent mix-shift. During the second half of the quarter

      we saw the pace of new customer acquisition and retention both decline,

      especially among lower ARPC customers. Keep in mind that there is a

      lagging impact to QuickBooks online accounting revenue, although we do

      expect both our subscriber base and ARPC to grow during fiscal year 2020.


   • Second, we continue to focus on connecting the ecosystem. Online Services

      revenue - which includes payroll, payments, time tracking and capital - grew

      16 percent in fiscal Q3. Within payroll, we continue to see revenue tailwinds

      during the quarter from a mix-shift to our full service offering. Roughly two-

      thirds of online payroll revenue is generated from monthly subscription fees

      and one-third is generated from per employee monthly fees. Within

      payments, revenue growth reflects continued customer growth, along with

      an increase in charge volume per customer. During the second half of the

                                         18
      quarter, charge volume decelerated, fewer workers were paid and fewer

      companies ran payroll. These leading indicators could result in higher

      attrition and lower revenue for these offerings in the future.


   • Third, our progress expanding globally added to the growth of Online

      Ecosystem revenue during fiscal Q3. Total international online revenue

      again grew over 50 percent, reflecting subscriber and ARPC growth earlier

      in the fiscal year. However, this momentum has slowed, and could result in

      decelerating revenue growth in the future.


Desktop Ecosystem revenue declined 6 percent in the third quarter. Desktop units

declined sharply, reflecting lower sales through the retail and direct channels

beginning in mid-March. This was offset by mid-single digit QuickBooks Desktop

Enterprise revenue growth. Within our desktop payroll offering, nearly 10 percent

fewer workers were paid during the second half of the quarter versus a year ago.

This compares to growth in the mid-single digits during the first half of the quarter

through mid-March. Desktop payments charge volume growth declined just over

20 percent in the second half of the quarter.



                                          19
As we’ve shared, Intuit is helping small businesses obtain loans from the Paycheck

Protection Program through QuickBooks Capital. We are working in partnership

with an SBA-approved bank and we are also directly funding a portion of these

loans. We don't expect to hold those loans on our balance sheet. Revenue from

these loans was immaterial during the quarter.


Let me turn to our pending acquisition of Credit Karma. We expect the acquisition

to be accretive over time, but given the current environment we don’t have

visibility into whether it will be neutral to accretive in the first full fiscal year after

closing. We continue to expect the transaction to close during the second half of

calendar year 2020. We are excited about the unprecedented benefits we can

deliver together for customers.


Financial Principles and Capital Allocation


Turning to our financial principles. We remain committed to growing organic

revenue double-digits, and growing operating income dollars faster than revenue.

We take a disciplined approach to capital management, investing the cash we

generate in opportunities that yield an expected return on investment greater than

15 percent. We continue to focus on reallocating resources to top priorities at the
                                             20
company, with an emphasis on becoming an A.I.-driven expert platform. These

principles remain our long-term commitment, though we recognize that we may

not be able to achieve them in the current environment.


Our first priority for the cash we generate is investing in the business to drive

customer and revenue growth. We consider acquisitions to accelerate our growth

and fill out our product road map. We return excess cash that we can’t invest

profitably in the business to shareholders via both share repurchases and dividends.


   • We finished the quarter with approximately $4 billion in cash and

      investments on our balance sheet. On May 7, we drew down the full amount

      of our $1 billion revolving credit facility to maintain financial flexibility.


   • We repurchased $40 million of stock in the third quarter, but have

      temporarily suspended share purchases in conjunction with the Credit Karma

      acquisition, as is typical during a stock transaction. We have approximately

      $2.4 billion remaining on our authorization, and we expect to be in the

      market in the future.




                                          21
   • The Board approved a quarterly dividend of $0.53 per share, payable

      July 20, 2020. This represents a 13 percent increase versus last year.


We will not be providing guidance today. As a reminder we withdrew our fiscal

2020 guidance earlier this month, reflecting uncertainty in current small business

trends.


With that, I’ll turn it back over to Sasan.


Closing Comments (Sasan)


Thanks, Michelle.


We’re uniquely positioned to make a positive impact on the world during this time.

I’m proud of the actions we’ve taken as a company to support our customers when

they need it most. We’ve acted with speed, enabling our employees to be safe and

productive working from home and continuing to innovate for our customers.

We’re using our capabilities to rapidly deploy solutions to help consumers and

small businesses access the products and relief they need during this difficult time.

I’m confident we’ll emerge an even stronger company.



                                              22
Closing Comments After Q&A


Thank you everyone for your time and questions today. I would like to close by

thanking our employees, customers and partners. Be well. I look forward to

speaking with you on our next earnings call.


Cautions About Forward-looking Statements


These materials contain forward-looking statements, including the impact of the

COVID-19 pandemic on Intuit’s business; the timing of when individuals will file

their tax returns; Intuit’s prospects for the business in fiscal 2020 and beyond;

expectations regarding Intuit’s growth outside the US; expectations regarding

timing and growth of revenue for each of Intuit’s reporting segments and from

current or future products and services; expectations regarding customer growth;

expectations regarding Intuit’s corporate tax rate; expectations regarding changes

to our products and their impact on Intuit’s business; expectations regarding the

amount and timing of any future dividends or share repurchases; expectations

regarding availability of our offerings; expectations regarding the impact of our

strategic decisions on Intuit’s business; and expectations regarding the timing,

completion, financial performance and impact of the Credit Karma acquisition.
                                          23
Because these forward-looking statements involve risks and uncertainties, there are

important factors that could cause our actual results to differ materially from the

expectations expressed in the forward-looking statements. These risks and

uncertainties may be amplified by the COVID-19 pandemic, which has caused

significant economic instability and uncertainty. These factors include, without

limitation, the following: our ability to compete successfully; our participation in

the Free File Alliance; potential governmental encroachment in our tax businesses;

our ability to adapt to technological change; our ability to predict consumer

behavior; our reliance on third-party intellectual property; our ability to protect our

intellectual property rights; any harm to our reputation; risks associated with

acquisition and divestiture activity; the issuance of equity or incurrence of debt to

fund an acquisition; our cybersecurity incidents (including those affecting the third

parties we rely on); customer concerns about privacy and cybersecurity incidents;

fraudulent activities by third parties using our offerings; our failure to process

transactions effectively; interruption or failure of our information technology; our

ability to maintain critical third-party business relationships; our ability to attract


                                            24
and retain talent; any deficiency in the quality or accuracy of our products

(including the advice given by experts on our platform); any delays in product

launches; difficulties in processing or filing customer tax submissions; risks

associated with international operations; changes to public policy, laws or

regulations affecting our businesses; litigation in which we are involved; the

seasonal nature of our tax business; changes in tax rates and tax reform legislation;

global economic changes; exposure to credit risk of the businesses we provide

capital to; amortization of acquired intangible assets and impairment charges; our

ability to repay outstanding debt; our ability to repurchase shares or distribute

dividends; volatility of our stock price; our ability to successfully market our

offerings; failure to obtain required regulatory approvals in a timely manner or

otherwise; failure to satisfy any closing conditions to the proposed acquisition of

Credit Karma; risks associated with tax liabilities or changes in U.S. federal tax

laws or interpretations to which the proposed transaction with Credit Karma or

parties thereto are subject; failure to successfully integrate any new business;

failure to realize anticipated benefits of any combined operations; unanticipated

costs of acquiring or integrating Credit Karma; potential impact of announcement


                                          25
or consummation of the proposed acquisition on relationships with third parties,

including employees, customers, partners and competitors; inability to retain key

personnel; changes in legislation or government regulations affecting the

acquisition or the parties; economic, and or political conditions that could

adversely affect the acquisition or the parties; the impact of the COVID-19

pandemic; and risks associated with assumptions the parties make in connection

with the parties’ critical accounting estimates and legal proceedings.


More details about these and other risks that may impact our business are included

in our Form 10-K for fiscal 2019, in our other SEC filings and in the Registration

Statement on Form S-4 and the consent solicitation statement/prospectus contained

therein relating to the proposed acquisition of Credit Karma, Inc. You can locate

these reports through our website at http://investors.intuit.com. Forward-looking

statements represent the judgment of the management of Intuit as of the date of this

presentation. We do not undertake any duty to update any forward-looking

statement or other information in this presentation.




                                          26
No Offer or Solicitation


This communication is not intended to and does not constitute an offer to sell or

the solicitation of an offer to subscribe for or buy or an invitation to purchase or

subscribe for any securities or the solicitation of any vote in any jurisdiction

pursuant to the proposed transactions or otherwise, nor shall there be any sale,

issuance or transfer of securities in any jurisdiction in contravention of applicable

law. No offer of securities shall be made except by means of a prospectus meeting

the requirements of Section 10 of the Securities Act. Subject to certain exceptions

to be approved by the relevant regulators or certain facts to be ascertained, the

public offer will not be made directly or indirectly, in or into any jurisdiction where

to do so would constitute a violation of the laws of such jurisdiction, or by use of

the mails or by any means or instrumentality (including without limitation,

facsimile transmission, telephone and the internet) of interstate or foreign

commerce, or any facility of a national securities exchange, of any such

jurisdiction.


Additional Information



                                           27
Important Additional Information Has Been Filed with the SEC


Intuit has filed with the SEC a registration statement on Form S-4, which includes

the prospectus of Intuit (the "prospectus"). INVESTORS AND SHAREHOLDERS

ARE URGED TO CAREFULLY READ THE PROSPECTUS IN ITS ENTIRETY

AND OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SEC IN

THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY

WILL CONTAIN IMPORTANT INFORMATION ABOUT INTUIT, CREDIT

KARMA, THE PROPOSED TRANSACTIONS AND RELATED MATTERS.

Investors and shareholders may obtain free copies of the prospectus and other

documents filed with the SEC by the parties through the website maintained by the

SEC at www.sec.gov. In addition, investors and shareholders may obtain free

copies of the prospectus and other documents filed with the SEC on Intuit’s

website at http://investors.intuit.com.




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