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STAMPS.COM INC
FORM 10-K
(Annual Report)
Filed 03/15/11 for the Period Ending 12/31/10
Address 12959 CORAL TREE PLACE
LOS ANGELES, CA 90066-7020
Telephone 3104825800
CIK 0001082923
Symbol STMP
SIC Code 5961 - Catalog and Mail-Order Houses
Industry Retail (Catalog & Mail Order)
Sector Services
Fiscal Year 12/31
http://www.edgar-online.com
© Copyright 2011, EDGAR Online, Inc. All Rights Reserved.
Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use.

Table of contents

  • Page 1
    ... INC FORM 10-K (Annual Report) Filed 03/15/11 for the Period Ending 12/31/10 Address Telephone CIK Symbol SIC Code Industry Sector Fiscal Year 12959 CORAL TREE PLACE LOS ANGELES, CA 90066-7020 3104825800 0001082923 STMP 5961 - Catalog and Mail-Order Houses Retail (Catalog & Mail Order) Services 12...

  • Page 2
    ...Place Los Angeles, California 90066 (Address of Principal Executive Offices and Zip Code) Registrant's Telephone Number, Including Area Code: (310) 482-5800 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of Each Exchange on Which Registered Common Stock, $.001...

  • Page 3
    ... filer  Smaller reporting company 3 As of June 30, 2010, the aggregate market value of voting common stock held by non-affiliates of the Registrant was $122,367,965 (based upon the closing price for shares of the Registrant's Common Stock as reported by The NASDAQ Stock Market on that date...

  • Page 4
    ... CONDITION AND RESULTS OF OPERATIONS QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE CONTROLS AND PROCEDURES OTHER INFORMATION DIRECTORS, EXECUTIVE OFFICERS...

  • Page 5
    ..."plans," "would," "may" or other similar expressions in this Report. Our forward-looking statements relate to future events or our future performance and include, but are not limited to, statements concerning our business strategy, future commercial revenues, market growth, capital requirements, new...

  • Page 6
    TABLE OF CONTENTS SPECIAL NOTICE REGARDING PURCHASES OF MORE THAN 5% OF OUR STOCK We currently have federal and state net operating loss ("NOL") carry-forwards of approximately $226 million and $148 million, respectively. Under Internal Revenue Code Section 382 rules, if a "change of ownership" is ...

  • Page 7
    ... users to print "electronic stamps" directly onto envelopes, plain paper, or labels using only a standard personal computer, printer and Internet connection. Our service currently supports a variety of USPS and international mail classes. Customers can also add USPS Special Services such as Delivery...

  • Page 8
    ... our PC Postage software and sells NetStamps labels, shipping labels, other mailing labels, dedicated postage printers, scales, and other mailing and shipping-focused office supplies. Our Supplies Store features a store catalog, messaging regarding our free or discounted shipping promotions, cross...

  • Page 9
    ...on mail class, mail form, weight and distance to the destination; (5) tracking and controlling postage expenditures in a small office using cost codes built into our software; and (6) paying a monthly service fee that is up to 75% less than the total cost of an entry-level postage meter, where users...

  • Page 10
    ... non-enhanced promotion small business marketing channels by an estimated 5% to 10% in 2011 versus 2010. We also plan to continue increasing our investment in our direct mail channel as well as refining our customer acquisition process through online advertising, affiliates, partners, telemarketing...

  • Page 11
    ... Manager designed for shipping packages. During 2004 Pitney Bowes also began offering an Internet-based service for printing a single label for use in shipping a package that does not require a monthly subscription fee, in partnership with eBay. Pitney Bowes offers a customized postage offering...

  • Page 12
    ... provider with an integration partnership with Amazon.com serving their Marketplace users, we support more address books than any other PC Postage software, and we are the only company that offers the additional customer choice of our Themed and Photo NetStamps labels. Based on USPS data and our own...

  • Page 13
    ... to prices available at retail post offices for Priority Mail, Express Mail, Priority Mail International and Express Mail International and for electronic confirmation services such as Delivery Confirmation and Signature Confirmation. Our Technology Our servers are located in a high-security data...

  • Page 14
    ... Market under the symbol "STMP." Our principal executive offices are located at 12959 Coral Tree Place, Los Angeles, California, 90066, and our telephone number is (310) 482-5800. Available Information We make available on our website ( www.stamps.com ), free of charge, our annual report on Form...

  • Page 15
    ... filed or furnished to the SEC (information contained on our website is not part of this Annual Report on Form 10-K). Our Annual Report on Form 10-K may also be obtained free of charge by written request to Investor Relations, Stamps.com Inc., 12959 Coral Tree Place Los Angeles, California...

  • Page 16
    ...number, timing and significance of new products or services introduced by us and by our competitors; Our ability to develop, market and introduce new and enhanced products and services on a timely basis; The level of service and price competition; Our operating expenses; USPS regulation and policies...

  • Page 17
    ... widespread distribution and use of our services and products, we must develop and execute cost-effective marketing campaigns and sales programs. We currently rely on a combination of marketing techniques to attract new customers including direct mail, online marketing and business partnerships. We...

  • Page 18
    ...change in our business practices that increase the fees on a cost-per-transaction basis. If these fees for accepting payment methods increase in future periods, it may adversely affect our results of operations. A decline in our ability to effectively bill our customers by credit card and debit card...

  • Page 19
    ..., the USPS could suspend or terminate our approval or offer services that compete against us, any of which could stop or negatively impact the commercial adoption of our services. Any changes in requirements or specifications for PC Postage could adversely affect our pricing, cost of revenues...

  • Page 20
    ... postage meters provided by companies such as Pitney Bowes, postage stamps and permit mail. We may not be able to establish or maintain a competitive position against current or future competitors as they enter the market. Many of our competitors have longer operating histories, larger customer...

  • Page 21
    ... technical and business risks. To remain competitive, we must continue to enhance and improve the responsiveness, functionality and features of our online operations. The Internet and the electronic commerce industry are characterized by rapid technological change, changes in user and customer...

  • Page 22
    ... change." Alternatively, a court could find that some or all of the NOL Protective Measures are not enforceable, either in general or as to a particular fact situation. Even if the NOL Protective Measures are enforced by state courts, we have not requested a ruling from the Internal Revenue Service...

  • Page 23
    ...the market price of their securities. This type of litigation, if directed at us, could result in substantial costs and a diversion of management's attention and resources. ITEM 1B. UNRESOLVED STAFF COMMENTS. None. ITEM 2. PROPERTIES. Our corporate headquarters are located in Los Angeles, California...

  • Page 24
    ... and/or officers, as a defendant in several purported class-action lawsuits, filed in the U.S. District Court for the Southern District of New York. The lawsuits allege violations of the Securities Act of 1933 and the Securities Exchange Act of 1934 in connection with our initial public offering and...

  • Page 25
    ...PURCHASES OF EQUITY SECURITIES. Market Information Our common stock is traded on The NASDAQ Stock Market under the symbol "STMP". The following table sets forth the range of high and low dividend adjusted sales prices reported on The NASDAQ Stock Market for our common stock for the following periods...

  • Page 26
    ... to December 31, 2010 to the cumulative total return over such period of (i) NASDAQ Market Index and (ii) Morgan Stanley Internet Index, an equal-dollar-weighted index composed of 23 leading companies involved in Internet commerce, service and software. The graph assumes that $100 was invested on...

  • Page 27

  • Page 28
    ... August 2010 to February 2011. On February 3, 2011, the Board of Directors approved a new share repurchase plan effective upon the expiration of the current plan on February 15, 2011, authorizing the Company to repurchase up to 1.0 million shares of Stamps.com stock during the next six months. We...

  • Page 29
    ... 31, 2010 2009 2008 2007 2006 (in thousands, except per share data) Statement of Operations Data: PC postage revenue PhotoStamps revenue Other revenue Total revenues Cost and expenses: Cost of sales Research and development Sales and marketing General and administrative Legal settlements Income...

  • Page 30

  • Page 31
    ... including postcards, envelopes, flats and packages, using a wide range of United States Postal Service (the "USPS") mail classes, including First Class Mail®, Priority Mail®, Express Mail®, Media Mail®, Parcel Post®, and others. Our customers include individuals, small businesses, home offices...

  • Page 32
    ... sets forth the breakdown of PC Postage revenue, which includes Service, Product and Insurance revenue, between customers acquired through our non-enhanced promotion channels and customers acquired through our enhanced promotion channels for 2009 and 2010 and the resulting percent change (revenue...

  • Page 33
    ... the periods indicated: Twelve months ended December 31, 2010 2009 Total Revenues: Service Product Insurance PhotoStamps Other Total revenues Cost of revenues: Service Product Insurance PhotoStamps Total cost of revenues Gross profit Operating expenses: Sales and marketing Research and development...

  • Page 34
    ... and transaction fees charged to customers for use of our PC Postage service; (2) product sales consisting of Supplies Store revenue from the direct sale of consumables and supplies; (3) insurance revenue from our branded insurance offering; (4) PhotoStamps revenue from our PhotoStamps business; and...

  • Page 35
    ... offering to cover packages being shipped to international destinations and (2) insurance purchases resulting from our new partnership with Amazon.com. As a percentage of total revenue, insurance revenue was unchanged at 2% in each of 2010 and 2009. We reduced our PhotoStamps sales and marketing...

  • Page 36
    ... referral programs, customer re-marketing efforts, telemarketing, direct mail and online advertising. Research and Development Research and development expense principally consists of compensation for personnel involved in the development of our services, depreciation of equipment and software...

  • Page 37
    ... of total revenue, is primarily due to lower interest rates and lower investment balances, as we sold certain investments and used the cash to pay a one-time special dividend of $2.00 per share and repurchase shares of our common stock. Provision (Benefit) for Income Taxes In 2010 we had an...

  • Page 38
    ... in 2008. PC Postage revenue for customers acquired through our non-enhanced promotion channels for 2009 was approximately $67.4 million, an increase of 5% from approximately $63.9 million in 2008. The following table sets forth the total number of paid customers originally acquired through our...

  • Page 39
    ...periods indicated: Twelve months ended December 31, 2009 2008 Total Revenues: Service Product Insurance PhotoStamps Other Total revenues Cost of revenues: Service Product Insurance PhotoStamps Other Total cost of revenues Gross profit Operating expenses: Sales and marketing Research and development...

  • Page 40
    32

  • Page 41
    ... free postage and free digital scale offered to new customers, are included in cost of service revenue. Promotional expenses were $1.7 million and $791,000 during 2009 and 2008, respectively. The increase in promotional expense is primarily attributable to a change in our estimate of future coupon...

  • Page 42
    ... use of our tax credits in both of these years. Liquidity and Capital Resources As of December 31, 2010 and 2009, we had $35 million and $72 million in cash, restricted cash and short-term and longterm investments, respectively. We invest available funds in short-term and long-term money market...

  • Page 43
    ... attributable to (1) the $5.2 million in the legal settlement in 2010 and (2) the $3.4 million in additional compensation expense in 2010 related to the special dividend. See Note 2 "Summary of Significant Accounting Policies - Stock Based Compensation" of our accompanying consolidated financial...

  • Page 44
    ... a free digital scale and is expensed in the period in which a customer qualifies using estimated redemption rates based on historical data. Promotional expense, which is included in cost of service, is incurred as customers qualify and thereby may not correlate directly with changes in revenue, as...

  • Page 45
    ... accounting pronouncements and our expectation of their impact on our consolidated financial statements. ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. Our exposure to market rate risk for changes in interest rates relates primarily to our investment portfolio. We have not used...

  • Page 46
    ...LLP, the independent registered public accounting firm who also audited our consolidated financial statements, has issued an attestation report on the effectiveness of internal control over financial reporting as of December 31, 2010, which is included herein. Changes in internal controls During the...

  • Page 47
    ...accordance with generally accepted accounting principles, and that receipts and expenditures of the company are ...period ended December 31, 2010 of Stamps.com Inc. and subsidiary and our report dated March 15, 2011 expressed an unqualified opinion thereon. /s/ ERNST & YOUNG LLP Los Angeles, California...

  • Page 48
    ... reference herein to our proxy statement for our 2011 annual meeting of stockholders, which will be filed with the SEC by not later than 120 days after our fiscal year end. ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES. The information required under this item is incorporated by reference herein...

  • Page 49
    ... and officers. (1) Patent License and Settlement Agreement dated December 19, 2003 by and between Stamps.com Inc. and Pitney Bowes Inc. (8) Agreement dated July 14, 2004 by and between Stamps.com Inc., eBay Inc. and PayPal, Inc. (9) Form of Notice of Grant of Stock Option (1999 Stock Incentive Plan...

  • Page 50
    Transaction/Change in Control (1999 Stock Incentive Plan). (5) 41

  • Page 51
    ... Employee Stock Purchase Plan. (5) Stock Purchase Agreement (12) 2010 Equity Incentive Plan. (13) Form of Stock Option Agreement. (14) Settlement Agreement among the Company, Kara Technology Incorporated and Salim Kara. (15) Code of Ethics. (10) List of Subsidiaries: PhotoStamps Inc., a California...

  • Page 52
    ...on December 22, 2003 (9) Incorporated herein by reference to the Company's Form 8-K filed with the Securities and Exchange Commission on July 16, 2004. (10)Incorporated herein by reference to the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 14, 2008...

  • Page 53
    ...-168360). (15)Incorporated herein by reference to the Company's Form 10-Q filed with the Securities and Exchange Commission on November 8, 2010. (16)Filed with the Securities and Exchange Commission with this Annual Report on Form 10-K. + Confidential treatment requested and received as to certain...

  • Page 54
    ...the period ended December 31, 2010, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Stamps.com Inc. and subsidiary's internal control over financial reporting as...

  • Page 55
    ... STAMPS.COM INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (in thousands, except per share data) December 31, 2010 2009 Assets Current assets: Cash and cash equivalents Restricted cash Short-term investments Accounts receivable, net Other current assets Total current assets Property and equipment...

  • Page 56
    F-2

  • Page 57
    ...except per share data) Year Ended December 31, 2010 2009 2008 Revenues: Service Product Insurance PhotoStamps Other Total revenues Cost of revenues: Service Product Insurance PhotoStamps Total cost of revenues Gross profit Operating expenses: Sales and marketing Research and development General and...

  • Page 58
    The accompanying notes are an integral part of these consolidated financial statements. F-3

  • Page 59
    ... income: Net income Unrealized gain on investments Comprehensive income Stock-based compensation expense Return of capital Dividend Exercise of stock options Shares issued under the ESPP Stock repurchase Balance at December 31, 2010 19,813 - - $ 47 - - $ 622,781 - - $ (63,737) - - $(466,555...

  • Page 60
    The accompanying notes are an integral part of these consolidated financial statements. F-4

  • Page 61
    ... Sale of long-term investments Purchase of long-term investments Release of restricted cash Acquisition of property, equipment and intellectual property. Net cash (used in) provided by investing activities. Financing activities: Dividend payment Return of capital Proceeds from exercise of stock...

  • Page 62
    The accompanying notes are an integral part of these consolidated financial statements. F-5

  • Page 63
    ... use our service to mail and ship a variety of mail pieces including postcards, envelopes, flats and packages, using a wide range of USPS mail classes, including First Class Mail®, Priority Mail®, Express Mail®, Media Mail®, Parcel Post®, and others. Our customers include home businesses...

  • Page 64
    ...% of the total accounts receivable balance as of December 31, 2010 and 2009, respectively. Inventories Inventories consist of finished product sold through our supplies store and are accounted for using the lower of cost (first-in, first-out method) or market. Inventories reported as a component of...

  • Page 65

  • Page 66
    ... parcel insurance directly through our software. Insurance revenue represents the gross amount charged to the customer for purchasing insurance and the related cost represents the amount paid to the insurance broker, Parcel Insurance Plan. We recognize revenue on insurance purchases upon the ship...

  • Page 67
    ... cost of customer service, certain promotional expenses, system operating costs, credit card processing fees, the cost of postage for PhotoStamps, image review, printing and fulfillment costs for PhotoStamps, parcel insurance offering costs, customer misprints and products sold through our Supplies...

  • Page 68

  • Page 69
    ... expense recognized for all employee stock options granted is recognized using the straight-line method over their respective vesting periods of three to five years. During the fourth quarter of 2010, in connection with our special dividend of $2.00 per share, in order to prevent that dividend from...

  • Page 70

  • Page 71
    ... (in thousands): 2010 2009 2008 Stock-based compensation expense relating to: Employee and director stock options Employee stock purchases Total stock-based compensation expense Stock-based compensation expense relating to: Cost of revenues Sales and marketing Research and development General and...

  • Page 72

  • Page 73
    ... information is not generated, prepared or reviewed at any level that allow for the creation of an additional operating segment. Website Development Costs We develop and maintain our website. Costs associated with the operation of our website consist primarily of software and hardware purchased...

  • Page 74
    ... cash flows. We did not record any OTTI during 2010 after evaluating a number of factors including, but not limited to How much fair value has declined below amortized cost The financial condition of the issuers Significant rating agency changes on the issuers Our intent and ability to hold the...

  • Page 75
    ...continued) December 31, 2009 Cost or Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash and cash equivalents: Cash Money market Cash and cash equivalents Restricted cash: Corporate notes and bonds Restricted cash Short-term investments: Corporate notes and bonds...

  • Page 76
    F-14

  • Page 77
    ...available-for-sale debt securities included in the Level 2 category is based on the market values obtained from an independent pricing service that were evaluated using pricing models that vary by asset class and may incorporate available trade, bid and other market information and price quotes from...

  • Page 78
    F-15

  • Page 79
    ...382 ownership under the Internal Revenue Code from approximately 34% as of March 31, 2010 to approximately 24% as of June 30, 2010, and (3) the settlement of our outstanding patent infringement litigation with Kara Technology, which improved our confidence in our short-term taxable income projection...

  • Page 80
    ... for tax position of the current year Settlement Balance at December 31, 2009 Additions for tax positions of prior years Addition for tax position of the current year Settlement Balance at December 31, 2010 $ $ - - - - - (1,557) (153) - (1,710) (23) - - (1,733) Our policy is to recognize interest...

  • Page 81
    .... Under California law, California tax credits do not have an expiration date. The Federal Tax Reform Act of 1986 and similar state tax laws contain provisions that may limit the NOL carryforwards to be used in any given year upon the occurrence of certain events, including a significant change in...

  • Page 82
    F-18

  • Page 83
    ... into a facility lease agreement commencing in March 2004 for our corporate headquarters with aggregate lease payments of $4.0 million through March 2010. In December 2009, we amended our lease agreement term for 26 months commencing in April 2010 through May 2012. In addition to extending our lease...

  • Page 84
    ...by the terms and conditions of the existing option agreements for those grants, unless our compensation committee decides to extend one or more features of the 1999 Plan to those options. In June 2009, our 1999 Plan expired and no further options grants were made under the 1999 Plan. Our 2010 Equity...

  • Page 85
    ... $ 12.58 The weighted-average fair value of stock grants for 2010, 2009 and 2008 using the Black-Scholes valuation method are as follows: 2010 2009 2008 Weighted-average fair value of stock options with an exercise price equal to the market price on the grant date Weighted-average fair value of...

  • Page 86
    TABLE OF CONTENTS STAMPS.COM INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 11. Employee Stock Plans - (continued) The following tables summarize information concerning outstanding and exercisable options at December 31, 2010 (in thousands, except number of years and per share ...

  • Page 87
    F-21

  • Page 88
    ... to this plan. 12. Legal Proceedings On November 22, 2006, we filed a lawsuit against Endicia, Inc. and PSI Systems, Inc. in the United States District Court for the Central District of California for infringement of eleven of our patents covering, among other things, Internet postage technology. We...

  • Page 89
    ... and/or officers, as a defendant in several purported class-action lawsuits, filed in the U.S. District Court for the Southern District of New York. The lawsuits allege violations of the Securities Act of 1933 and the Securities Exchange Act of 1934 in connection with our initial public offering and...

  • Page 90
    ... payment was $28.9 million based on 14.5 million shares outstanding as of the November 11, 2010 record date. The Company incurred compensation expense of $3.4 million in the fourth quarter related to the special dividend as described in Note 2 "Summary of Significant Accounting Policies - Stock...

  • Page 91

  • Page 92
    ... has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Los Angeles, State of California, on the 15 th day of March 2011. STAMPS.COM INC. By: /s/ KENNETH MCBRIDE Kenneth McBride Chief Executive Officer Pursuant to the...

  • Page 93
    ... financial statements of Stamps.com Inc. and subsidiary and the effectiveness of internal control over financial reporting of Stamps.com Inc. and subsidiary, included in this Annual Report (Form 10-K) for the year ended December 31, 2010. /s/ ERNST & YOUNG LLP Los Angeles, California March 15, 2011

  • Page 94
    ... sign any and all Annual Reports on Form 10-K and any amendments thereto, for the year ended December 31, 2010, of Stamps.com Inc., a Delaware corporation, under the Securities Exchange Act of 1934, as amended, and to file the same, with exhibits thereto, and other documents in connection therewith...

  • Page 95
    ... sign any and all Annual Reports on Form 10-K and any amendments thereto, for the year ended December 31, 2010, of Stamps.com Inc., a Delaware corporation, under the Securities Exchange Act of 1934, as amended, and to file the same, with exhibits thereto, and other documents in connection therewith...

  • Page 96
    ... sign any and all Annual Reports on Form 10-K and any amendments thereto, for the year ended December 31, 2010, of Stamps.com Inc., a Delaware corporation, under the Securities Exchange Act of 1934, as amended, and to file the same, with exhibits thereto, and other documents in connection therewith...

  • Page 97
    ... Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Ken McBride, certify that: 1. I have reviewed this annual report on Form 10-K of Stamps.com Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary...

  • Page 98
    ... Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Kyle Huebner, certify that: 1. I have reviewed this annual report on Form 10-K of Stamps.com Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact...

  • Page 99
    ... OF 2002 In connection with the Annual Report of Stamps.com Inc. (the "Company") on Form 10-K for the period ended December 31, 2010 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Ken McBride, Chief Executive Officer of the Company, certify, pursuant to 18...

  • Page 100
    ...OF 2002 In connection with the Annual Report of Stamps.com Inc. (the "Company") on Form 10-K for the period ended December 31, 2010 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Kyle Huebner, Chief Financial Officer of the Company, certify, pursuant to 18...