10-Q/A 1 w01386e10vqza.htm FORM 10-Q/A e10vqza
 



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

     
þ   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2004

OR

     
o   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 000-50580

INTERSECTIONS INC.


(Exact name of registrant as specified in its charter)
     
Delaware   54-1956515

 
 
 
(State or other jurisdiction of incorporation
or organization)
  (I.R.S. Employer Identification No.)
     
14901 Bogle Dr., Chantilly, Virginia   20151

 
 
 
(Address of principal executive offices)   (Zip code)

703-488-6100


(Registrant’s telephone number, including area code

     Indicate by check mark whether the registrant: (1) has filed all 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 þ No o

     Indicate by check mark if the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2).

Yes o No þ

     Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the last practicable date:

17,013,337 shares of common stock, $0.01 par value, outstanding as of July 31, 2004.



 


 

Form 10-Q/A
Amendment No. 1
June 30, 2004

Table of Contents

         
    Page
 
       
Explanatory Note
    3  
PART I. FINANCIAL INFORMATION
       
 
       
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
    4  
 
       
PART II. OTHER INFORMATION
       
 
       
Item 6. (a) Exhibits
    11  

2


 

Explanatory Note

     This amended 10-Q is being filed to correct a presentation error in our 10-Q filed August 12, 2004 for the quarter ending June 30, 2004. The error occurred in the presentation of the years (which were over the opposite columns) in the table located on page 16 of the original 10-Q under Management’s Discussion and Analysis of Financial Condition and Results of Operations. The original table filed is as follows:

                 
    Six Months
    Ended June 30,
    2003
  2004
Percentage of subscribers from indirect marketing arrangements to total subscribers at June 30
    56.6 %     46.5 %
Percentage of new subscribers acquired from indirect marketing arrangements to total new subscribers acquired
    65.7 %     65.0 %
Percentage of revenue from indirect marketing arrangements to total subscription revenue
    38.7 %     27.1 %

     The table was revised in our amended 10-Q to reflect the years in the proper column as follows:

                 
    Six Months
    Ended June 30,
    2004
  2003
Percentage of subscribers from indirect marketing arrangements to total subscribers at June 30
    56.6 %     46.5 %
Percentage of new subscribers acquired from indirect marketing arrangements to total new subscribers acquired
    65.7 %     65.0 %
Percentage of revenue from indirect marketing arrangements to total subscription revenue
    38.7 %     27.1 %

3


 

Part I. Financial Information

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

     We provide identity theft protection and credit management services on a subscription basis to our subscribers. Our services are principally marketed to customers of our clients and branded and tailored to meet our clients’ specifications. Our clients are principally credit and charge card issuing financial institutions. Our subscribers purchase our services either directly from us or through arrangements with our clients.

     Our services include daily, monthly or quarterly monitoring of our subscribers’ credit files at one or all three of the major credit reporting agencies, Equifax, Experian and TransUnion. We deliver our services online or by mail to our subscribers in a user-friendly format. We also offer credit score analysis tools, credit education, a consumer fraud resource center and identity theft cost coverage.

     We evaluate the quality of our results using key financial measures. The following table details these metrics and consists principally of selected subscriber and financial data. We believe these metrics illustrate, in tabular format, certain aspects of our management discussion and analysis.         .

Other Data:

                                 
    Three Months Ended June 30,
  Six Months Ended June 30,
    2004
  2003
  2004
  2003
    (In Thousands, Except Subscriber Data)
Depreciation and amortization
  $ 915     $ 564     $ 1,795     $ 1,076  
 
   
 
     
 
     
 
     
 
 
Subscribers at the beginning of the period
    2,437,005       1,802,873       2,274,605       1,562,537  
New subscribers — Indirect
    354,310       315,575       754,323       728,435  
New subscribers — Direct
    194,096       160,722       394,266       392,227  
Cancelled subscribers within first 90 days of subscription
    145,133       188,119       294,836       375,313  
Cancelled subscribers after first 90 days of subscription
    258,347       205,108       546,427       421,943  
 
   
 
     
 
     
 
     
 
 
Subscribers at end of period
    2,581,931       1,885,943       2,581,931       1,885,943  
 
   
 
     
 
     
 
     
 
 
Total revenue
  $ 40,211     $ 37,485     $ 78,389     $ 72,727  
Revenue from transactional sales
    (620 )     (5,865 )     (1,484 )     (11,760 )
Revenue from lost/stolen credit card registry
    (22 )     (23 )     (46 )     (46 )
 
   
 
     
 
     
 
     
 
 
Subscription revenue
  $ 39,569     $ 31,597     $ 76,859     $ 60,921  
 
   
 
     
 
     
 
     
 
 
Marketing and commissions
  $ 19,140     $ 19,297     $ 37,728     $ 37,918  
Commissions paid on transactional sales
    (264 )     (3,298 )     (633 )     (6,634 )
Commissions paid on lost/stolen credit card registry
    (2 )     (4 )     (5 )     (7 )
 
   
 
     
 
     
 
     
 
 
Marketing and commissions associated with subscription revenue
  $ 18,874     $ 15,995     $ 37,090     $ 31,277  
 
   
 
     
 
     
 
     
 
 

4


 

Management’s Discussion and Analysis of Financial Condition and Results of
Operations (Continued)

Critical Accounting Policies

     In preparing our consolidated financial statements, we make estimates and assumptions that can have a significant impact on our financial position and results of operations. The application of our critical accounting policies requires an evaluation of a number of complex criteria and significant accounting judgments by us. In applying those policies, our management uses its judgment to determine the appropriate assumptions to be used in the determination of certain estimates. Actual results may differ significantly from these estimates under different assumptions, judgments or conditions. We have identified the following policies as critical to our business operations and the understanding of our results of operations.

Revenue Recognition

     We receive revenue from recurring revenue from existing subscriptions, the sale of new subscriptions and transactional sales. Subscription fees recognized as revenue by us are generally billed to the subscriber’s credit card on a monthly basis directly by our client or through our credit card processor. The prices to subscribers of various configurations of our services range from $4.99 to $12.99 per month. A percentage of our revenue is received by our clients as a commission.

     The point in time we recognize revenue from our services is determined in accordance with Staff Accounting Bulletin (“SAB”) No. 101, Revenue Recognition in Financial Statements. Revenue for monthly subscriptions is recognized in the month the subscription fee is earned. For subscriptions with refund provisions whereby only the prorated subscription fee is refunded upon cancellation by the subscriber, deferred subscription fees are recorded when billed and amortized as subscription fee revenue on a straight-line basis over the subscription period, generally one year. Revenue for annual subscription fees must be deferred if the subscriber has the right to cancel the service and receive a full refund at any time during the subscription period. We recognize a pro rata portion of revenue earned upon expiration of the full refund period. An allowance for monthly subscription refunds is established based on our actual cancellation experience. We also provide services for which certain financial institution clients are the primary obligors directly to their customers. Revenue from these arrangements is recognized when earned, which is at the time we provide the service, generally on a monthly basis. In addition, we generate revenue from the sale of one-time credit reports, which is recognized when the credit report is delivered to the customer.

     The amount of revenue recorded by us is determined in accordance with FASB’s Emerging Issues Task Force (“EITF”) 99-19, Reporting Revenue Gross as a Principal versus Net as an Agent, which addresses whether a company should report revenue based on the gross amount billed to a customer or the net amount retained by the company (amount billed less commissions or fees paid). We generally record revenue on a gross basis in the amount that we bill the subscriber when our arrangements with financial institution clients provide for us to serve as the primary obligor in the transaction, we have latitude in establishing price and we bear the risk of physical loss of inventory and credit risk for the amount billed to the subscriber. We generally record revenue in the amount that we bill our financial institution clients, and not the amount billed to their customers, when our financial institution client is the primary obligor, establishes price to the customer and bears the credit risk.

5


 

Management’s Discussion and Analysis of Financial Condition and Results of
Operations (Continued)

Deferred Subscription Solicitation Costs

     Our deferred subscription solicitation costs consist of subscription acquisition costs, including telemarketing and direct mail expenses such as printing and postage, and commissions paid to clients. Telemarketing and direct mail expenses are direct response advertising costs, which are accounted for in accordance with American Institute of Certified Public Accountants Statement of Position (“SOP”) 93-7, “Reporting on Advertising Costs” (“SOP 93-7”). The recoverability of amounts capitalized as deferred subscription solicitation costs are evaluated at each balance sheet date, in accordance with SOP 93-7, by comparing the carrying amounts of such assets on a cost pool basis to the probable remaining future benefit expected to result directly from such advertising costs. Probable remaining future benefit is estimated based upon historical subscriber patterns, and represents net revenues less costs to earn those revenues. In estimating probable future benefit (on a per subscriber basis) we deduct our contractual cost to service that subscriber from the known sales price. We then apply the future benefit (on a per subscriber basis) to the number of subscribers expected to be retained in the future to arrive at the total probable future benefit. In estimating the number of subscribers we will retain (i.e., factoring in expected cancellations), we utilize historical subscriber patterns maintained by us that show attrition rates by client and marketing channel. The total probable future benefit is then compared to the costs of a given marketing campaign (i.e., cost pools), and if the probable future benefit exceeds the cost pool, the amount is considered to be recoverable. If direct response advertising costs were to exceed the estimated probable remaining future benefit, an adjustment would be made to the deferred subscription costs to the extent of any shortfall.

     We amortize deferred subscription solicitation costs on a cost pool basis over the period during which the future benefits are expected to be received. The period of time in which we amortize these costs reflects historical subscriber patterns, but has historically not exceeded 12 months.

     In accordance with SAB No. 101, “Revenue Recognition in Financial Statements,” commissions that relate to annual subscriptions with full refund provisions and monthly subscriptions are expensed in the month incurred, unless we are entitled to a refund of the commissions. If annual subscriptions are cancelled prior to their initial terms, we are generally entitled to a full refund of the previously paid commission for those annual subscriptions with a full refund provision and a pro-rata refund, equal to the unused portion of their subscription, for those annual subscriptions with a pro-rata refund provision. Commissions that relate to annual subscriptions with full commission refund provisions are deferred until the earlier of expiration of the refund privileges or cancellation. Once the refund privileges have expired, the commission costs are recognized ratably in the same pattern that the related revenue is recognized. Commissions that relate to annual subscriptions with pro-rata refund provisions are deferred and charged to operations as the corresponding revenue is recognized. If a subscription is cancelled, upon receipt of the refunded commission from our client, we record a reduction to the deferred commission.

Software Development Costs

     We develop software for internal use and capitalize software development costs incurred during the application development stage in accordance with SOP 98-1, Accounting for the Costs of Computer Software Developed or Obtained for Internal Use and EITF 00-2, Accounting for Web Site Development Costs. Costs incurred prior to and after the application development stage are charged to expense. When the software is ready for its intended use, capitalization ceases and such costs are amortized on a straight-line basis over the estimated useful life, which is generally three years.

6


 

Management’s Discussion and Analysis of Financial Condition and Results of
Operations (Continued)

Income Taxes

     We account for income taxes under the provisions of SFAS No. 109, Accounting for Income Taxes, which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred tax assets and liabilities are recognized for future tax consequences and attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. While the projection of future taxable income is always dependent on certain estimates and assumptions, we anticipate generating taxable income sufficient to realize the net deferred tax asset during the year ending December 31, 2004.

Three Months Ended June 30, 2004 vs. Three Months Ended June 30, 2003

     Revenue. Revenue increased 7.3% to $40.2 million for the quarter ended June 30, 2004 from $37.5 million for the quarter ended June 30, 2003. The increase is primarily due to an increase in subscribers generated from existing clients and new clients. The number of subscribers increased to approximately 2.6 million for the quarter ended June 30, 2004 from approximately 1.9 million for the quarter ended June 30, 2003. For the quarter ended June 30, 2004, revenue from subscribers and transactional sales accounted for 98.4% and 1.6% of total revenue, respectively, compared to 84.3% and 15.7% of total revenue, respectively, for the quarter ended June 30, 2003. Transactional sales are defined as sales of one-time, non-subscription reports. Subscription revenue, which excludes revenue from transactional sales, increased 25.2% for the quarter ended June 30, 2004 from the quarter ended June 30, 2003. As shown in the table below, an increasing percentage of our subscribers and revenue is generated from indirect marketing arrangements.

                 
    Quarter Ended
    June 30,
    2004
  2003
Percentage of subscribers from indirect marketing arrangements to total subscribers at June 30
    56.6 %     46.5 %
Percentage of new subscribers acquired from indirect marketing arrangements to total new subscribers acquired
    64.6 %     66.3 %
Percentage of revenue from indirect marketing arrangements to total Subscription revenue
    39.9 %     30.3 %

     Under a master agreement with Equifax Consumer services, a subsidiary of Equifax, we were providing to customers of Equifax through electronic delivery a one-time, non-subscription report with data from Equifax, Experian and TransUnion, which Equifax Consumer Services then marketed online. The one-time report service was terminated by Equifax Consumer Services effective October 16, 2003 when Equifax Consumer Services began to provide this service directly to consumers. The one-time report service is not the same as our credit monitoring service, which monitors the credit files of subscribers at one or all three major credit reporting agencies on an ongoing subscription basis. As a result, revenue generated from these sales decreased from $4.7 million for the quarter ended June 30, 2003 to $0 for the quarter ended June 30, 2004.

7


 

Management’s Discussion and Analysis of Financial Condition and Results of
Operations (Continued)

     Marketing and Commission Expenses. Marketing and commission expenses consist of subscriber acquisition costs, including telemarketing and direct mail expenses such as printing and postage, as well as commissions paid to clients. Marketing and commission expenses decreased .8% to $19.1 million for the quarter ended June 30, 2004 from $19.3 million for the quarter ended June 30, 2003. Marketing expenses related to subscriber acquisition costs decreased 2.3% to $4.9 million for the quarter ended June 30, 2004 from $5.0 million for the quarter ended June 30, 2003. Commission expenses decreased slightly to $14.2 million for the quarter ended June 30, 2004 from $14.3 million for the quarter ended June 30, 2003. Commission expenses related to transactional sales decreased $3.0 million for the quarter ended June 30, 2004 compared to the quarter ended June 30, 2003 as the result of the termination of the one-time report service by Equifax Consumer Services on October 16, 2003. The decrease in commissions related to transactional sales was offset by an increase of $2.9 million in commissions paid to clients as a result of higher revenue in the second quarter of 2004 compared to the second quarter of 2003. As a percentage of revenue, marketing and commission expenses decreased to 47.6% for the quarter ended June 30, 2004 from 51.5% for the quarter ended June 30, 2003. The decrease is primarily attributable to the increase in indirect marketing arrangements where the client bears the marketing expense. As of June 30, 2004, 56.6% of our subscribers were acquired through indirect marketing arrangements compared to 46.5% as of June 30, 2003.

     Subscription Servicing Expense. Subscription servicing expense consists of the costs of operating our customer service and information processing centers, data costs and billing costs for subscribers and transactional sales. Subscription servicing expense increased 12.1% to $9.8 million for quarter ended June 30, 2004 from $8.8 million for the quarter ended June 30, 2003. Costs associated with operating our customer service and information processing centers increased $900,000 primarily due to the continuing impact of the expansion of our customer service and information processing centers to handle the growth in our subscriber base. Data costs increased by $100,000 primarily as a result of the increase in our subscriber base offset by the decrease in transactional sales after the termination of the one-time report service provided to Equifax Consumer Services. As a percentage of revenue, subscription servicing expenses increased to 24.4% for the quarter ended June 30, 2004 compared to 23.4% for the quarter ended June 30, 2003 due to the increasing contribution of revenue generated from indirect subscribers, which are at a lower revenue per subscriber, and the continued impact of the expansion of our customer service and information processing centers.

     General and Administrative Expenses. General and administrative expenses consist of personnel and facilities expenses associated with our executive, sales, marketing, information technology, finance, program and account management functions, as well as depreciation and amortization. General and administrative expenses increased 31.1% to $6.5 million for quarter ended June 30, 2004 from $5.0 million for the quarter ended June 30, 2003. Approximately $700,000, or 45%, of the increase is attributable to personnel expenses as a result of increased headcount. Approximately $600,000, or 36%, of the increase is attributable to depreciation and amortization and facilities expense related to expanding our infrastructure to meet our growing needs. As a percentage of revenue, general and administrative expenses increased to 16.2% for the quarter ended June 30, 2004 from 13.3% for the quarter ended June 30, 2003. The increase is attributed primarily to the changes in the subscriber mix to a higher percentage of indirect subscribers, which are at lower revenue per subscriber. Approximately 40% of our subscription revenue in the second quarter of 2004 was derived from indirect subscribers, compared to 30% in the second quarter of 2003.

     Operating Income. Operating income increased 6.2% to $4.7 million for the quarter ended June 30, 2004 from $4.5 million for the quarter ended June 30, 2003. As a percentage of revenue, operating income remained stable at 11.8% for the quarter ended June 30, 2004 compared to 11.9% for the quarter ended June 30, 2003.

     Provision for Income Taxes. Through the second quarter of 2003, we had recorded a valuation allowance against our net deferred tax assets, which included net operating loss carryforwards. As a result, through the second quarter of 2003, we generally recorded minimal provisions for income taxes as the utilization of our net operating loss carryforwards resulted in changes in our valuation allowance. During the quarter ended September 30, 2003, it was determined that a valuation allowance was no longer necessary, and from that point forward, our provision for income taxes will reflect our effective tax rate. For the three months ended June 30, 2004 the Company recorded a tax provision of $1.8 million based on an effective tax rate of 38.9% compared to $84,000 for the three months ended June 30, 2003.

8


 

Management’s Discussion and Analysis of Financial Condition and Results of
Operations (Continued)

Six Months Ended June 30, 2004 vs. Six Months Ended June 30, 2003

     Revenue. Revenue increased 7.8% to $78.4 million for the six months ended June 30, 2004 from $72.7 million for the six months ended June 30, 2003. The increase is primarily due to an increase in subscribers generated from existing clients and new clients. The number of subscribers increased to 2.6 million for the six months ended June 30, 2004 from 1.9 million for the six months ended June 30, 2003. Subscription revenue, which excludes revenue from transactional sales, increased 26.2% for the six months ended June 30, 2004 from the six months ended June 30, 2003. As shown in the table below, an increasing percentage of our subscribers and revenue is generated from indirect marketing arrangements.

                 
    Six Months
    Ended June 30,
    2004
  2003
Percentage of subscribers from indirect marketing arrangements to total subscribers at June 30
    56.6 %     46.5 %
Percentage of new subscribers acquired from indirect marketing arrangements to total new subscribers acquired
    65.7 %     65.0 %
Percentage of revenue from indirect marketing arrangements to total subscription revenue
    38.7 %     27.1 %

     Marketing and Commission Expenses. Marketing and commission expenses decreased .5% to $37.7 million for the six months ended June 30, 2004 from $37.9 million for the six months ended June 30, 2003. Marketing expenses related to subscriber acquisition costs decreased 9.9% to $9.7 million for the six months ended June 30, 2004 from $10.8 million for the six months ended June 30, 2003. Commission expenses increased 3.2% to $28.0 million for the six months ended June 30, 2004 from $27.1 million for the six months ended June 30, 2003. As a percentage of revenue, marketing and commission expenses decreased to 48.1% for the six months ended June 30, 2004 from 52.1% for the six months ended June 30, 2003. The decrease is primarily attributable to the increase in indirect marketing arrangements where the client bears the marketing expense and the decrease in commissions associated with the reduction in transactional sales from Equifax.

     Subscription Servicing Expense. Subscription servicing expense increased 10.6% to $19.1 million for the six months ended June 30, 2004 from $17.3 million for the six months ended June 30, 2003. As a percentage of revenue, subscription servicing expenses increased to 24.4% for the six months ended June 30, 2004 compared to 23.8% for the six months ended June 30, 2003. The increase is attributable to the increasing contribution of revenue generated from indirect subscribers, which are at a lower revenue per subscriber, and the continued impact of the expansion of our customer service and information processing centers.

     General and Administrative Expenses. General and administrative expenses increased 36.2% to $12.9 million for six months ended June 30, 2004 from $9.5 million for the six months ended June 30, 2003. As a percentage of revenue, general and administrative expenses increased to 16.4% for the six months ended June 30, 2004 from 13.0% for the six months ended June 30, 2003. The increase represents an investment in our infrastructure and personnel necessary to support our growing subscriber base and the changes in the subscriber mix to a higher percentage of indirect subscribers, which are at lower revenue per subscriber. Approximately 39% of our subscription revenue during the first six months of 2004 was derived from indirect subscribers, compared to 27% during the first six months of 2003.

9


 

Management’s Discussion and Analysis of Financial Condition and Results of
Operations (Continued)

     Operating Income. Operating income increased 7.4% to $8.7 million for the six months ended June 30, 2004 from $8.1 million for the six months ended June 30, 2003. As a percentage of revenue, operating income was 11.1% for both six-month periods ended June 30, 2004 and June 30, 2003.

     Provision for Income Taxes. Through the second quarter of 2003, we had recorded a valuation allowance against our net deferred tax assets, which included net operating loss carryforwards. During the quarter ended September 30, 2003, it was determined that a valuation allowance was no longer necessary, and from that point forward, our provision for income taxes reflect our effective tax rate. During the six months ended June 30, 2004, the Company recorded a tax provision of $3.2 million based on an effective tax rate of 38.9% compared to $168,000 for the six months ended June 30, 2003.

Liquidity and Capital Resources

     The Company’s Registration Statement for the sale of its common stock in an initial public offering was declared effective by the Securities and Exchange Commission on April 29, 2004. The Company offered and sold 3,000,000 primary shares of its common stock at an initial price of $17.00 per share, and certain selling stockholders offered and sold an additional 4,187,500 shares. The offering was completed with all shares of common stock having been sold on May 5, 2004. The net proceeds to the Company from the initial public offering, after deducting underwriting discounts and commissions and expenses payable by the Company, was $45.0 million. Proceeds to the Company will be used for general corporate purposes. The completion of this stock offering resulted in the conversion of the Senior Secured Convertible Note and all outstanding preferred stock into 8,988,894 shares of common stock.

     Net cash provided by operations was $9.9 million for the six months ended June 30, 2004 compared to $7.1 million for the six months ended June 30, 2003. The $2.8 million increase in net cash provided by operations was due to the increase in income before taxes and the net change in accounts receivable compared to the first six months of 2003.

     Net cash used in investing activities was $3.5 million for the six months ended June 30, 2004 compared to $1.5 million for the six months ended June 30, 2003. The increase in net cash used in investing activities is primarily the result of capital expenditures related to the expansion of our second information processing center and IT infrastructure.

     Net cash provided by financing activities was $44.4 million for the six months ended June 30, 2004 compared to net cash used in financing activities of $549,000 for the six months ended June 30, 2003. The increase in cash provided by financing activities is primarily the result of the net proceeds (after deducting underwriting commissions and discounts and expenses) from the sale of our common stock in the initial public offering.

     As of June 30, 2004, our cash and cash equivalents balance was $65.2 million. Our cash and cash equivalents are highly liquid investments and consist primarily of short-term, interest bearing U.S. Treasury securities. Our accounts receivable balance, which consists of both credit card transactions that have been approved but not yet deposited to our account and several large balances with some of the top financial institutions, as of June 30, 2004 was $8.1 million compared to $7.9 million as of December 31, 2003. Working capital at June 30, 2004 was $63.1 million compared to $10.5 million at December 31, 2003.

     Our short-term capital needs consist primarily of day-to-day operating expenses, capital expenditures and contractual obligations with respect to facility leases, capital equipment leases and software licenses. In addition, we continue to invest in product development and expanding into the small business, Canadian and Hispanic markets. Our long-term capital needs consist primarily of capital expenditures to sustain our growth and contractual obligations with respect to facility leases, capital equipment leases and software licenses. We

10


 

Management’s Discussion and Analysis of Financial Condition and Results of
Operations (Continued)

believe our cash and cash equivalents combined with expected positive cash flow will be sufficient to fund both our short-term and long-term obligations.

Forward Looking Statements

     Certain written and oral statements made by or on our behalf may constitute “forward-looking statements” as defined under the Private Securities Litigation Reform Act of 1995. Words or phrases such as “should result,” “are expected to,” “we anticipate,” “we estimate,” “we project,” or similar expressions are intended to identify forward-looking statements. These statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those expressed in any forward-looking statements. These risks and uncertainties include, but are not limited to, those disclosed in our Registration Statement on Form S-1 (File No. 333-111194) filed with and declared effective by the Securities and Exchange Commission and the following important factors: demand for our services, product development, maintaining acceptable margins, maintaining secure systems, ability to control costs, the impact of federal, state and local regulatory requirements on our business, specifically the consumer credit market, the impact of competition, ability to continue our long-term business strategy including growth through acquisition, ability to attract and retain qualified personnel and the uncertainty of economic conditions in general. Readers are cautioned not to place undue reliance on forward-looking statements, since the statements speak only as of the date that they are made, and we undertake no obligation to publicly update these statements based on events that may occur after the date of this report.

Part II. Other Information

Item 6. (a) Exhibits

     
31.1
  Certification of Michael R. Stanfield, Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
  Certification of Kenneth D. Schwarz, Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1
  Certification of Michael R. Stanfield, Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2
  Certification of Kenneth D. Schwarz, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

11


 

SIGNATURE

     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 thereunto duly authorized.

Date: September 8, 2004
         
  INTERSECTIONS INC.
 
 
  By:    /s/ Kenneth D. Schwarz   
    Kenneth D. Schwarz   
    Chief Financial Officer (principal financial and accounting officer)   
 

12