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UNITED ONLINE, INC.
INDEX TO FORM 10-K
For the Year Ended December 31, 2005
In this document, “United Online,” the “Company,” “we,” “us” and “our” refer to United Online, Inc. and its wholly-owned subsidiaries.
This Annual Report on Form 10-K and the documents incorporated herein by reference contain forward-looking statements based on our
current expectations, estimates and projections about our operations, industry, financial condition and liquidity. Statements containing words
such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “may,” “will” or similar expressions constitute forward-looking statements.
These forward-looking statements include, but are not limited to, statements about the markets in which we compete, our pay accounts and
subscriptions, our product and service offerings, the advertising market, operating expenses, operating efficiencies, revenues, capital
requirement, tax payments and our cash position. In addition, any statements that refer to expectations, projections or other characterizations of
future events or circumstances, including any underlying assumptions, are forward
-looking statements. Such statements are not guarantees of
future performance and are subject to risks, uncertainties and assumptions that are difficult to predict. Therefore, our actual results could differ
materially and adversely from those expressed in any forward-looking statements as a result of various factors. The section entitled “Risk
Factors
” in this Annual Report on Form 10-K and our other filings with the SEC set forth some of the important risk factors that may affect our
business, financial position, results of operations and cash flows. Statements indicating factors that we believe may impact our results are not
intended to be exclusive. We undertake no obligation to revise or update publicly any forward-
looking statements, other than as required by law.
2
Page
PART I.
Item 1.
Business
3
Item 1A.
Risk Factors
18
Item 1B.
Unresolved
Staff Comments
31
Item 2.
Properties
31
Item 3.
Legal Proceedings
31
Item 4.
Submission of Matters to a Vote of Security Holders
32
PART II.
Item 5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases
of Equity Securities
33
Item 6.
Selected Financial Data
35
Item 7.
Management
’
s Discussion and Analysis of Financial Condition and Results of Operations
36
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
60
Item 8.
Financial Statements and Supplementary Data
61
Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
61
Item 9A.
Controls and Procedures
62
Item 9B.
Other Information
63
PART III.
Item 10.
Directors and Executive Officers of the Registrant
63
Item 11.
Executive Compensation
63
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
63
Item 13.
Certain Relationships and Related Transactions
63
Item 14.
Principal Accounting Fees and Services
63
PART IV.
Item 15.
Exhibits, Financial Statement Schedules
63
Signatures
66