SECURITIES AND EXCHANGE COMMISSION
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ELECTRONIC CLEARING HOUSE, INC.
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Intuit to Acquire Electronic Clearing House (ECHO) to Expand Offering and
Presence in Fast-Growing Payments Market
MOUNTAIN VIEW, and CAMARILLO, Calif. Dec. 14, 2006 Intuit Inc. (Nasdaq: INTU) and
Electronic Clearing House Inc.,(Nasdaq: ECHO) have signed a definitive agreement for Intuit to
acquire ECHO. Under the terms of the agreement, Intuit will pay $18.75 per share in cash in
exchange for each share of ECHO common stock, including shares issuable upon exercise of options.
The total purchase price is approximately $142 million on a fully-diluted basis.
ECHO, based in Camarillo, Calif., is a leading provider of end-to-end payment processing
solutions, including check and bank card processing as well as check verification, collection, and
guarantee services and automatic clearing house capabilities, or ACH.
The acquisition of ECHO will expand Intuits reach and capabilities in the fast-growing
payments market, said Steve Bennett, Intuit president and chief executive officer. It will
enhance our leadership position with small and medium-size businesses and help us accelerate
With ECHOs ACH capabilities, Intuit will be able to round out its payment offering with check
services. The company will be able to offer solutions to merchants through a single portal, that
address the most commonly used payment methods, including credit card, debit card, gift card, check
verification/guarantee and check conversion. The combined offerings will be designed to save
merchants time and money.
In addition, the acquisition of ECHO will expand Intuits sales and distribution channels and
provide relationships with thousands of customers, including larger enterprise customers, such as
retail and hotel chains.
ECHOs comprehensive payment processing services, technology platform, and established
relationships with customers and partners along with Intuit strong brand, innovative products and
strong distribution are a winning combination, said Chuck Harris, ECHO president and chief
operating officer. We also expect that our leading technology solution and our team of payment
industry professionals will help the combined company continue to deliver new and innovative
The transaction is subject to regulatory review, ECHO shareholder approval and other customary
closing conditions. The transaction is expected to close in the first quarter of calendar year
2007, at which time ECHO will become a wholly-owned subsidiary of Intuit, and ECHOs stock will
The executive officers and directors of ECHO entered into voting agreements with Intuit,
pursuant to which the executive officers and directors agreed, among other things, to vote their
shares of ECHO common stock in favor of the transaction.
The proposed acquisition was approved by the board of directors of each company. Wedbush
Morgan Securities advised ECHO and rendered a fairness opinion in connection with the acquisition.
About ECHO, Inc.
ECHO (www.echo-inc.com) provides a complete solution for the payment processing
needs of merchants, banks and collection agencies. ECHOs services include debit and credit card
processing, check guarantee, check verification, check conversion, check re-presentment and check
About Intuit Inc.
Intuit Inc. is a leading provider of business and financial management solutions for small
and mid-sized businesses, consumers and accounting professionals. Its flagship products
and services, including QuickBooks®, Quicken® and TurboTax® software, simplify small
business management and payroll processing, personal finance, and tax preparation and
filing. ProSeries® and Lacerte® are Intuits leading tax preparation software suites for
Founded in 1983, Intuit had annual revenue of $2.3 billion in its fiscal year 2006. The
company has nearly 7,500 employees with major offices in 13 states across the United
States, and offices in Canada and the United Kingdom. More information can be found at
This news release includes forward-looking statements, including those regarding the proposed
acquisition of ECHO by Intuit and the anticipated reach, capabilities and opportunities for the
combined company, future products and services, expected benefits to merchants and other customers,
market opportunities, expected customer base, and the anticipated closing of the transaction.
These statements are based on certain assumptions and reflect our current expectations. Statements
including words such as anticipate, propose, estimate, believe or expect and statements
in the future tense are forward-looking statements. These forward-
looking statements involve known and unknown risks, uncertainties and other important factors that
could cause the actual results, performance or achievements to differ materially from any
future results, performance, or achievements discussed or implied by such forward-looking statements. Some
of the factors that could cause results to differ materially from the expectations expressed in
these forward-looking statements include the following: the risk that the proposed transaction may
not be completed in a timely manner, if at all; disruption from the transaction making it more
difficult to maintain relationships with customers, employees or suppliers; risks related to the
successful offering of the combined companys products and services; the risk that the anticipated
benefits of the merger may not be realized; and other risks that may impact Intuits and ECHOs
businesses, some of which are discussed in the companies reports filed with the Securities and
Exchange Commission (the SEC) under the caption Risks That Could Affect Future Results or Risk
Factors and elsewhere, including, without limitation, Intuits Form 10-K for the fiscal year ended
July 31, 2006 and ECHOs 10-K for the year ended September 30, 2006. Copies of Intuits and ECHOs
filings with the SEC can be obtained on their websites, or at the SECs website at www.sec.gov. You
can also obtain Intuits report through its Web site at
http://www.intuit.com/aboutintuit/investors and ECHOs reports through its Web site at
http://www.echo-inc.com/investors.html. Any forward-looking statement is qualified by
reference to these risks, uncertainties and factors. If any of these risks or uncertainties
materializes, the acquisition may not be consummated, the potential benefits of the acquisition may
not be realized, the operating results of Intuit and ECHO could suffer, and actual results could
differ materially from the expectations described in these forward-looking statements.
Forward-looking statements speak only as of the date of the document in which they are made. These
risks, uncertainties and factors are not exclusive, and Intuit and ECHO undertake no obligation to
publicly update or revise any forward-looking statements to reflect events or circumstances that
may arise after the date of this release.
Additional Information About the Proposed Transaction and Where You Can Find It
In connection with the proposed transaction, ECHO intends to file a proxy statement and other
relevant materials with the Securities and Exchange Commission (SEC). BEFORE MAKING ANY VOTING
DECISION WITH RESPECT TO THE PROPOSED TRANSACTION, STOCKHOLDERS OF ECHO ARE URGED TO READ THE PROXY
STATEMENT, WHEN IT BECOMES AVAILABLE, AND THE OTHER RELEVANT MATERIALS FILED BY ECHO WITH THE SEC
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement
and other relevant materials, when available, and any other documents filed by ECHO with the SEC,
may be obtained free of charge at the SECs website at www.sec.gov. In addition,
stockholders of ECHO may obtain free copies of the documents filed with the SEC by contacting ECHO
Investor Relations at 800-262-3246 ext. 8533, or by email to email@example.com. You may
also read and copy any reports, statements and other information filed by ECHO with the SEC at the
SEC public reference room at 100 F Street, N.E. Room 1580, Washington, D.C. 20549. Please call the
SEC at 1-800-SEC-0330 or visit the SECs website for further information on its public reference
ECHO and its executive officers and directors may be deemed to be participants in the solicitation
of proxies from ECHO stockholders in favor of the proposed transaction. Certain executive officers
and directors of ECHO have interests in the transaction that may differ from the interests of
stockholders generally. These interests will be described in the proxy statement when it becomes
In addition, Intuit and its executive officers and directors may be deemed to be participants in
the solicitation of proxies from ECHOs stockholders in favor of the approval of the proposed
transaction. Information concerning Intuits directors and executive officers is set forth in
Intuits proxy statement for its 2006 annual meeting of stockholders, which was filed with the SEC
on November 3, 2006, and annual report on Form 10-K filed with the SEC on September 15, 2006. These
documents are available free of charge at the SECs web site at www.sec.gov or by going to Intuits
Investor Relations Website at