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Intuit Signs Agreement To Acquire CBS Payroll
Acquisition to Strengthen Intuit's Payroll Offering for Small Businesses
MOUNTAIN VIEW, Calif. - May 08, 2002 - Intuit Inc. (NASDAQ: INTU) today announced it has signed a definitive agreement to acquire Fort Worth-based CBS Employer Services, Inc., the parent company of CBS Payroll, one of the leading privately held full-service outsourced payroll companies. The acquisition, when completed, will enable Intuit to better serve small businesses that want to outsource their payroll function.

"Intuit is committed to providing 'right for my business' solutions to small business owners," said Steve Bennett, Intuit's president and chief executive officer. "Providing the full range of payroll services - from do-it-yourself products to a complete outsourced solution -- is critical to meeting the different needs of our customers. The acquisition of CBS Payroll enables us to build on our offerings to provide a more robust full-service solution, expand our customer base and leverage an established direct sales force to promote our payroll and other employer services." Bennett noted that in the future customers will have the option of tightly integrating CBS Payroll's payroll service with QuickBooks.

CBS Payroll was founded in 1966 as an accounting and income tax service for small businesses and began providing payroll services in the 1980s. Today, CBS Payroll provides comprehensive desktop and Internet-based payroll solutions for more than 12,000 customers nationwide, including payroll processing and record-keeping, payroll tax processing and management reporting. CBS Payroll's sales force is based throughout the U.S. "Payroll represents a significant opportunity for additional growth for Intuit. CBS Payroll, with its experienced management, talented sales team and great technology, will be a great addition to our team," said Bennett.

"CBS Payroll has been providing the right solutions for small businesses for more than 35 years, and teaming with Intuit will enable us to accelerate our vision," said Micheal Sykes, CBS Payroll's chief executive officer. "As part of Intuit, we now will be able to bring a broader range of solutions to help our customers be even more successful."

Intuit plans to combine CBS Payroll's payroll services with its existing outsourced payroll services business, with Sykes running the combined business. Intuit's payroll processing center in Reno and CBS Payroll's payroll processing center in San Bernardino will be the largest centers for the combined business. The combination of the two companies' payroll businesses may result in the elimination of some redundant jobs, but it's too soon to know if any employees will be affected. Intuit will attempt to place employees whose positions are eliminated in other jobs at the company.

Under the terms of the agreement, Intuit will acquire the outstanding shares of CBS Payroll for approximately $78 million. Approximately $74.5 million will be paid in cash and the remainder will be paid in Intuit stock. Intuit expects CBS Payroll to contribute in excess of $30 million in revenue in fiscal year 2003, which begins Aug. 1, 2002, and expects no material impact on pro forma EPS in fiscal 2003. The acquisition is expected to close in the fourth quarter of Intuit's fiscal 2002 (May 1, 2002 - July 31, 2002), so the company does not expect the acquisition to have a material impact on fiscal 2002 results.

The company's policy is to not confirm, update or otherwise comment on its financial projections except in compliance with Regulation FD. The projections in the guidance provided above are forward-looking statements and are subject to a number of risks and uncertainties as described in "Cautions about Forward-Looking Statements" below.

About Intuit Inc.
Intuit Inc. (NASDAQ: INTU) is the leading provider of financial software and Web-based services for consumers, small businesses and accounting professionals. Its flagship products and services, including Quicken®, QuickBooks®, Quicken TurboTax® and Quicken Loans® simplify personal finance, small business management and payroll processing, tax preparation and filing and home loans.

Founded in 1983, Intuit has annual revenue of more than $1 billion and reaches 25 million customers with nearly 6,000 employees in 13 states and four countries. More information can be found at www.Intuit.com.

 
About CBS Payroll
Founded in California in 1966, CBS Payroll, a division of CBS Employer Services, Inc., provides payroll processing and other specialized employer related services for more than 13,000 companies nationwide and supports hundreds of companies with its proprietary software. Headquartered in Fort Worth, TX, CBS Payroll is one of the largest independent payroll processing firms in the country and maintains sales offices in the major metropolitan areas of Arizona, California, Colorado, Connecticut, Hawaii, Texas, and Utah. More information about CBS Payroll can be found on the company's website at www.cbspayroll.com, by contacting the local CBS Payroll office at 1-909-888-4729, or by calling the corporate headquarters directly at 1-800-348-6805.
 

Cautions about Forward Looking Statements
This press release contains forward-looking statements about events that have not yet occurred. For example, statements in the future tense are forward-looking statements. Actual results may differ materially from the company's expectations because of risks and uncertainties about the future. Intuit will not necessarily update information in this press release if any forward-looking statement later turns out to be inaccurate. Risks and uncertainties that may affect the proposed acquisition and Intuit's offering of CBS Payroll's products and services include, but are not limited to, the following: The acquisition is subject to a variety of closing conditions, including regulatory approvals and approval of CBS Payroll's stockholders. The anticipated benefits of CBS Payroll's products and services to Intuit will depend on a number of variables, including the ability to acquire and retain customers. The company's ability to retain CBS Payroll's customers may be negatively affected by competitive pricing pressures as well as any perceived uncertainty regarding the company's plans or ability to continue supporting the CBS Payroll payroll products and services as well as Intuit's own payroll products and services. Integrating CBS Payroll and Intuit will create challenges for Intuit's operational, financial and management information systems, which may reduce the intended benefits of the acquisition. In particular, the company currently intends to continue some of CBS Payroll's development, customer support and administrative operations in locations where the company does not have any current operations. This may create operating inefficiencies and communication difficulties. These challenges may be exacerbated if the company is unsuccessful in hiring and retaining the necessary CBS Payroll employees required to perform these continuing operations. The acquisition, if completed, could have a negative impact on Intuit's operating results if the integration poses greater than anticipated challenges and risks. Additional information about factors that could affect future results and events is included in Intuit's fiscal 2001 Form10-K and subsequent reports filed with the Securities and Exchange Commission, and at www.intuit.com/company/investors/considerations.html

Intuit, the Intuit logo, Quicken, QuickBooks, Quicken Loans, QuickBooks Pro, QuickBase, TurboTax, ProSeries and Lacerte, among others, are registered trademarks and/or registered service marks of Intuit Inc. in the United States and other countries. Quicken.com and Intuit Master Builder, among others, are trademarks and/or service marks of Intuit Inc., or one of its subsidiaries, in the United States and other countries. Other parties' trademarks or service marks are the property of their respective owners and should be treated as such.

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