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UNITED STATES 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
Date of Report (Date of earliest event reported): May 15, 2007
CORILLIAN CORPORATION
(Exact name of registrant as specified in its charter)
Commission file number: 0-29291
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| Oregon
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91-1795219 |
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(I.R.S. Employer |
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Identification No.) |
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| 3400 NW John Olsen Place |
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| Hillsboro, Oregon
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97124 |
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(Zip Code) |
Registrant’s telephone number, including area code: (503) 629-3300
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 8.01. Other Events
On May 15, 2007, Corillian Corporation (“Corillian”) and CheckFree Corporation (“CheckFree”)
consummated the merger contemplated by the Agreement and Plan of Merger, dated as of February 13,
2007, among Corillian, CheckFree and a wholly owned subsidiary of CheckFree (the “Merger
Agreement”). As a result, Corillian became a wholly owned subsidiary of CheckFree. As previously
announced, the Merger Agreement was approved by Corillian’s shareholders on April 30, 2007. Upon
the closing of the merger, each outstanding share of Corillian common stock, no par value per
share, was cancelled and automatically converted into the right to receive $5.15 in cash, without
interest. Under Oregon law, holders of Corillian common stock do not have dissenters’ rights with
respect to the merger.
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: May 15, 2007
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CORILLIAN CORPORATION |
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By: |
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/s/ LAURA E. BINION |
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Laura E. Binion
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Senior Vice President and Secretary |
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