UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the Quarterly Period Ended September 30, 2003 |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 000-33367
UNITED ONLINE, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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77-0575839 |
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(State or other jurisdiction of |
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(I.R.S Employer Identification No.) |
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2555 Townsgate Road, |
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91361 |
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(Address of principal executive office) |
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(Zip Code) |
(805) 418-2000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all documents and reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes ý No o
There were 43,464,629 shares of the registrant’s common stock outstanding at October 30, 2003.
INDEX
In this document, “United Online,” the “Company,” “we,” “us” and “our” collectively refer to United Online, Inc. and its wholly-owned subsidiaries.
2
UNITED ONLINE, INC.
(in thousands)
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September 30, |
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June 30, |
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(unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
80,472 |
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$ |
85,838 |
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Short-term investments |
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136,252 |
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106,390 |
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Restricted cash |
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— |
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111 |
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Accounts receivable, net |
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12,755 |
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12,420 |
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Deferred tax assets, net |
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6,350 |
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8,056 |
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Other current assets |
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9,060 |
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5,314 |
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Total current assets |
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244,889 |
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218,129 |
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Property and equipment, net |
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11,554 |
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11,535 |
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Restricted cash |
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700 |
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700 |
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Goodwill |
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10,940 |
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10,940 |
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Intangible assets, net |
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34,691 |
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38,655 |
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Other assets |
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660 |
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717 |
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Total assets |
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$ |
303,434 |
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$ |
280,676 |
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Liabilities and Stockholders’ Equity |
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Current liabilities: |
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Accounts payable |
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$ |
28,543 |
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$ |
23,041 |
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Accrued liabilities |
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12,929 |
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17,073 |
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Deferred revenue |
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24,257 |
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23,616 |
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Capital leases |
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12 |
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34 |
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Total current liabilities |
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65,741 |
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63,764 |
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Commitments and contingencies |
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Stockholders’ equity: |
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Common stock |
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4 |
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4 |
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Additional paid-in capital |
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559,019 |
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546,849 |
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Accumulated other comprehensive income |
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2,153 |
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2,444 |
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Accumulated deficit |
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(323,483 |
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(332,385 |
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Total stockholders’ equity |
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237,693 |
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216,912 |
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Total liabilities and stockholders’ equity |
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$ |
303,434 |
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$ |
280,676 |
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The accompanying notes are an integral part of these
unaudited consolidated financial statements.
3
UNITED ONLINE, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE INCOME
(in thousands, except per share amounts)
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Quarter Ended |
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2003 |
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2002 |
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Revenues: |
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Billable services |
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$ |
79,646 |
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$ |
51,194 |
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Advertising and commerce |
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9,144 |
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6,874 |
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Total revenues |
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88,790 |
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58,068 |
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Operating expenses: |
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Cost of billable services (including stock-based charges, see Note 2) |
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22,897 |
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20,700 |
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Cost of free services (including stock-based charges, see Note 2) |
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2,084 |
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3,736 |
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Sales and marketing (including stock-based charges, see Note 2) |
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33,939 |
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16,667 |
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Product development (including stock-based charges, see Note 2) |
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5,120 |
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5,921 |
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General and administrative (including stock-based charges, see Note 2) |
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7,008 |
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5,653 |
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Amortization of intangible assets |
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3,964 |
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4,685 |
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Total operating expenses |
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75,012 |
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57,362 |
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Operating income |
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13,778 |
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706 |
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Interest income, net |
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1,183 |
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988 |
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Income before income taxes |
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14,961 |
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1,694 |
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Provision for income taxes |
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6,059 |
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169 |
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Net income |
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$ |
8,902 |
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$ |
1,525 |
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Unrealized gain (loss) on short-term investments, net of tax |
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(291 |
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1,835 |
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Comprehensive income |
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$ |
8,611 |
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$ |
3,360 |
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Net income per share – basic |
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$ |
0.21 |
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$ |
0.04 |
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Net income per share – diluted |
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$ |
0.19 |
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$ |
0.03 |
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Shares used to calculate basic net income per share |
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42,774 |
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40,181 |
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Shares used to calculate diluted net income per share |
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46,755 |
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43,687 |
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The accompanying notes are an integral part of these
unaudited consolidated financial statements.
4
UNITED ONLINE, INC.