1142701--2/23/2010--UNITED_ONLINE

related topics

{product, market, service}

{condition, economic, financial}

{operation, international, foreign}

{customer, product, revenue}

{competitive, industry, competition}

{system, service, information}

{acquisition, growth, future}

{cost, operation, labor}

{operation, natural, condition}

{capital, credit, financial}

{stock, price, operating}

{financial, litigation, operation}

{tax, income, asset}

{stock, price, share}

{personnel, key, retain}

{property, intellectual, protect}

{debt, indebtedness, cash}

{provision, law, control}

{regulation, change, law}

RISKS RELATING TO OUR BUSINESS GENERALLY Current or future economic conditions may have a material and adverse impact on our business, financial condition, results of operations, and cash flows. Our business is subject to fluctuations. We may be unable to maintain or grow our advertising revenues. Reduced advertising revenues may reduce our profits. Changes in exchange rates could adversely affect comparisons of our operating results. Our marketing efforts may not be successful, which could increase our costs and adversely impact our key metrics and financial results. Significant problems with our key systems or those of our third-party vendors could have a material adverse effect on our business, financial condition, results of operations, and cash flows. Our failure to enforce and protect our proprietary rights could harm our business. We may be unsuccessful at acquiring additional businesses, services or technologies. Even if we complete an acquisition, it may not improve our results of operations and may also adversely impact our business, financial condition and cash flows. COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" A security breach or inappropriate access to, or use of, our networks, computer systems or services or those of third-party vendors could expose us to liability, claims and a loss of revenue. Legal actions or investigations could subject us to substantial liability, require us to change our business practices, and adversely affect our business, financial condition, results of operations, and cash flows. Our online social networking and online loyalty marketing services, as well as our FTD segment's consumer business, rely heavily on email campaigns, and any disruptions or restrictions on the sending of emails or increase in the associated costs could adversely affect our business and results of operations. Our substantial amount of indebtedness could adversely affect our ability to raise additional capital to fund operations, our flexibility in operating our business and our ability to react to changes in the economy or our industry, and prevent us from satisfying our debt obligations. We may not realize the benefits associated with our assets and may be required to record a significant charge to earnings if we are required to expense certain costs or impair our assets. Our ability to operate our business could be seriously harmed if we lose members of our senior management team or other key employees. Foreign, state and local governments may attempt to impose additional income taxes, sales and use taxes, value-added taxes or other taxes on our business activities and Internet-based transactions, including our past sales, which could decrease our ability to compete, reduce our sales, or have a material adverse effect on our business, financial condition, results of operations, and cash flows. Changes in laws and regulations and new laws and regulations may adversely affect our business, financial condition, results of operations, and cash flows. We face risks relating to operating and doing business internationally that could adversely affect our businesses and results of operations. Our businesses could be shut down or severely impacted by a catastrophic event. We cannot predict our future capital needs and we may not be able to secure additional financing which could adversely impact us. We may stop paying, or reduce, quarterly cash dividends on our common stock. We have anti-takeover provisions that may make it difficult for a third party to acquire us. Our stock price has been highly volatile and may continue to be volatile. COMMAND=ADD_DEFAULTFONT,"font-family:times;" COMMAND=ADD_TABLESHADECOLOR,"#CCEEFF" COMMAND=ADD_STABLERULES,"border-bottom:solid #000000 1.0pt;" COMMAND=ADD_DTABLERULES,"border-bottom:double #000000 2.25pt;" COMMAND=ADD_SCRTABLERULES,"border-bottom:solid #000000 1.0pt;margin-bottom:0pt;" COMMAND=ADD_DCRTABLERULES,"border-bottom:double #000000 2.25pt;margin-bottom:0pt;" ADDITIONAL RISKS RELATING TO OUR FTD SEGMENT Competition could have a material adverse effect on our business, financial condition, results of operations, and cash flows. We are dependent on third parties who fulfill orders and deliver goods and services to our customers and their failure to provide our customers with high-quality products and customer service may harm our brands and could have a material adverse effect on our business, financial condition, results of operations, and cash flows. The success of our business is dependent on our floral network members and on the financial performance of the retail floral industry. If the supply of flowers becomes limited, the price of these products could rise or these products may become unavailable, which could result in our not being able to meet consumer demand and could cause an adverse effect on our business, financial condition, results of operations, and cash flows. Foreign, state and local governments may attempt to impose additional sales and use taxes, value-added taxes or other taxes on our business activities, including our past sales, which could decrease our ability to compete, reduce our sales, and have a material adverse effect on our business, financial condition, results of operations, and cash flows. We utilize outsourced staff and temporary employees, who may not be as well trained or committed to our customers as our permanent employees, and their failure to provide our customers with high-quality customer service may cause our customers not to return, which could have a material adverse effect on our business, financial condition, results of operations, and cash flows. ADDITIONAL RISKS RELATING TO OUR CLASSMATES MEDIA SEGMENT We expect to face increasing competition that could result in a loss of members, reduced revenues and decreased profitability. Failure to increase or maintain the number of pay accounts for our online social networking services could cause our business and financial results to suffer. Failure to increase or maintain the number of members for our online social networking and online loyalty marketing services or the activity level of these members could cause our business and financial results to suffer. Failure to maintain our standard pricing could have adverse effects on our financial results. ADDITIONAL RISKS RELATING TO OUR COMMUNICATIONS SEGMENT Our business will suffer if we are unable to compete successfully. Revenues and profitability of our Communications segment are expected to decrease. Our Internet access business is dependent on the availability of telecommunications services and compatibility with third-party systems and products.

Full 10-K form ▸

1142701--2/23/2010--UNITED_ONLINE_INC