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NSUR > SEC Filings for NSUR > Form 10-Q on 7-Nov-2008All Recent SEC Filings

Show all filings for INSURE.COM, INC | Request a Trial to NEW EDGAR Online Pro

Form 10-Q for INSURE.COM, INC


7-Nov-2008

Quarterly Report


ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Because we want to provide you with more meaningful and useful information, this Quarterly Report on Form 10-Q includes forward-looking statements that reflect our current expectations and projections about our future results, performance, prospects, and opportunities. We have attempted to identify these forward-looking statements by using words such as "may," "will," "expects," "anticipates," "believes," "intends," "estimates," "could," or similar expressions. These forward-looking statements are based on information currently available to us and are subject to a number of risks in 2008 and beyond. Actual results may differ materially from those expressed in, or implied by, these forward-looking statements. These risks, uncertainties, and other factors include, without limitation: our ability to achieve and sustain profitability; realization of sufficient revenue from contract renewals previously acquired to prevent impairment of the acquired asset; demand for life insurance; significant fluctuations in our quarterly results; our ability to develop our brand recognition; our number of agency contracts; our ability to generate revenue from the sale of non-life insurance leads; our ability to manage our growth; providing accurate insurance quotes; our ability to manage our expenses, quickly respond to changes in our marketplace, and meet consumer expectations; the complexity of our technology and our use of new technology; our ability to hire and retain senior management and other qualified personnel; intense competition in the insurance industry; our ability to keep pace with technological changes and future regulations affecting our business; constraints of the systems we employ; and our ability to raise additional capital if necessary. See the section of this quarterly report entitled "Risk Factors" for a description of these and other risks, uncertainties, and factors that may cause actual results to differ materially from those expressed in, or implied by, these forward-looking statements.

You should not place undue reliance on any forward-looking statements. Except as required by the federal securities laws, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances, or any other reason after the date of this quarterly report. All references to "we," "us," "our," and the "Company" refer to Insure.com, Inc. and its subsidiaries.

Overview and Critical Accounting Policies

We generate revenues primarily from the receipt of commissions paid to us by insurance companies based upon the policies sold to consumers through our service. These revenues come in the form of first year, bonus and renewal commissions that vary by company and product. We recognize the full first year commission revenues on term life insurance after the insurance company approves the policy and accepts the initial premium payment. At the time revenue is recognized, an allowance is recorded based on historical information for estimated commissions that will not be received due to the non-payment of installment first year premiums and any premium refunds made by the insurance carriers. We recognize commissions on all other lines of business after we receive notice that the insurance company has received payment of the related premium. First year commission revenues per policy can fluctuate due to changing premiums, commission rates, and types or amount of insurance sold. We receive bonuses based upon individual criteria set by insurance companies. We recognize bonus revenue in the period in which it is earned. Bonus revenues are typically higher in the fourth quarter of our fiscal year due to the bonus system used by many life insurance companies, which pay greater amounts upon the achievement of certain levels of annual production. Revenues for renewal commissions are recognized after we receive notice that the insurance company has received payment for a renewal premium. Renewal commission rates are significantly less than first year commission rates and may not be offered by every insurance company. We also generate revenues from the receipt of fees paid by various sources that are tied directly to the volume of insurance sales or traffic that we produce for such third-party entities. Our revenue recognition accounting policy has been applied consistently to all periods presented in this report.

The timing between when we submit a consumer's application for insurance to the insurance company and when we generate revenues has varied over time. The type of insurance product and the insurance company's backlog are the primary factors that impact the length of time between submitted applications and revenue recognition. Over the past three years, the time between application submission and revenue recognition has averaged over three months. Any changes in the amount of time between submitted application and revenue recognition, a significant portion of which is not under our control, will create fluctuations in our operating results and could harm our business, operating results and financial condition.

Operations expenses are comprised of both variable and semi-variable expenses, including wages, benefits, and expenses associated with processing insurance applications and maintaining our database and web site. The historical lag between


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the time an application is submitted to the insurance companies and when we recognize revenues significantly impacts our operating results as most of our variable expenses are incurred prior to application submission.

Selling and marketing expenses consist primarily of direct advertising costs. These costs are expensed in the period the advertising is communicated.

Intangible assets consist of the following:

                                  Intangible Asset      Accumulated      Estimated     Amortization
                                        Cost           Amortization     Useful Life       Method

Insurance contract renewals      $        3,538,000    $   2,017,000       10 years      Accelerated

Non-compete agreement                       589,000          433,000        6 years    Straight line

Total                            $        4,127,000    $   2,450,000

The fair value of insurance contract renewals was estimated based on the actual policies in force as of the acquisition date, and the renewal commission rates paid by each insurance carrier. These commissions were estimated to have a maximum useful life of ten years, based on the terms of the contracts with the insurance carriers, and an annual lapse rate was applied to the expected renewals for each carrier based on historical trends. Amortization is on an accelerated basis, as renewal commissions will decline each year due to lapses. The ultimate realization of the value of the contract renewals is dependant on a number of factors, including actual lapse ratios, which can be affected by factors not under our control, such as death rates and the pricing level of insurance policies that could be purchased to replace the policies in the renewal stream. As a result, the actual amount realized from the contract renewals acquired may differ significantly from the amount recorded in the financial statements, causing impairment.

Goodwill is not subject to amortization. Allocation of intangible assets between goodwill and other intangible assets and the determination of estimated useful lives are based on valuations. The calculations of these amounts are based on estimates and assumptions using historical and pro forma data and recognized valuation methods. The use of different estimates or assumptions could produce different results.

While goodwill is not amortized, it is subject to periodic reviews for impairment (at least annually, or more frequently if impairment indicators arise). We review goodwill for impairment periodically and whenever events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. Such impairment reviews are performed at the entity level with respect to goodwill, as we have one reporting unit. Under those circumstances, if the fair value were less than the carrying amount of the entity, further analysis would be required to determine whether or not a loss would need to be charged against current period earnings. No indicators of impairment were noticed in our December 31, 2007 impairment review. The determination of fair value and the impairment are based on a combination of a market valuation based on a comparison with similar public companies (guideline company method) and a discounted cash flow analysis, which includes making various judgmental assumptions, including assumptions about future cash flows, growth rates and discount rates. The use of different estimates or assumptions could produce different results.

No income tax credits have been recognized relating to our tax loss carryforwards due to uncertainties relating to future taxable income.

Results of Operations

Comparison of the Quarters and Nine Months Ended September 30, 2008 and September 30, 2007


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Revenues

Revenues decreased $479,000, or 10%, in the quarter ended September 30, 2008 when compared to revenue in the same quarter of 2007, and declined $1,335,000, or 10%, for the nine months then ended, when compared to the comparable period in 2007. The components of revenue are as follows:

                                   Quarter ended             NineMonths Ended
                                   September 30,               September 30,
                                2008          2007          2008          2007

Revenues:
Life insurance commissions   $ 3,364,037   $ 3,451,700   $ 9,618,529   $ 9,944,925
Click revenue                    689,411     1,089,491     2,259,832     3,313,458
Other                             83,840        74,649       282,282       237,700
Total revenue                  4,137,288     4,615,840    12,160,643    13,496,083

Life insurance commission revenue decreased $88,000, or 3%, for the third quarter of 2008, when compared with the same quarter in 2007, and decreased $326,000, or 3%, for the nine months ended September 30, 2008 as compared to the same period in 2007. Total policies sold in the third quarter decreased 3% from 4,168 to 4,045, accounting for the decline in quarterly revenue. Fees from the sale of insurance leads, also referred to as "click revenue" decreased $400,000, or 36%, during the third quarter when compared with the revenue generated in the comparable period in 2007, and declined $1,053,000, or 32% when comparing the year-to-date periods. We have reduced our advertising expenditures in 2008, which may have negatively impacted our revenue from the sale of insurance leads. We have also discontinued the sale of excess life insurance leads, further negatively impacting revenue.

Expenses

Expenses decreased $91,000, or 2%, in the quarter ended September 30, 2008 when compared to expenses in the same quarter of 2007, and decreased $1,663,000, or 12%, for the nine months then ended when compared with the comparable period in 2007. The components of expenses are as follows:

                                     Quarter ended             Nine Months Ended
                                     September 30,               September 30,
                                   2008         2007          2008          2007
Expenses:
Selling and marketing           $  917,680   $ 1,243,614   $ 3,226,372   $ 4,439,617
Operations                       2,211,175     2,033,406     6,442,973     6,838,898
General and administrative         783,858       721,338     2,527,920     2,600,903
Depreciation and amortization      190,539       196,366       598,362       579,447
Total expenses                   4,103,252     4,194,724    12,795,627    14,458,865

Selling and Marketing. Selling and marketing expenses decreased $326,000, or 26%, for the quarter and decreased $1,213,000, or 27% for the nine months ended September 30, 2008. We intentionally decreased ad spending, as we were generating more leads for life insurance than our growing call center could effectively handle.

Operations. Operations expenses increased $178,000, or 9%, in the third quarter of 2008 compared to the same quarter last year. Higher costs for licenses for new agents and higher expenditures for technology consultants, who are engaged in a variety of projects, account for most of the increase. Year to date, operations expenses decreased $396,000, or 6%, with most of the


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reduction being in telephone expenses, which benefited from a refund of prior year overcharges as well as a new carrier agreement.

General and Administrative. General and administrative costs increased $62,000, or 9%, in the third quarter of 2008, but decreased $73,000, or 3%, year to date. Lower stock compensation expenses, along with lower expenditures for legal fees and the sale of our building in Colorado in April 2007, which lowered property tax expenses, all contributed to this reduction.

Depreciation and Amortization. Depreciation and amortization charges decreased $6,000, or 3%, in the third quarter of 2008 when compared to the results in the comparable period in 2007, and increased $19,000, or 3%, on a year to date basis. Amortization expense related to the insurance contract renewals acquired in 2004 declines each year, as described above, partially offsetting an increase in depreciation expenses, which resulted primarily from expenditures over the last year on computer hardware.

Investment Income

Investment income decreased $45,000 in the third quarter of 2008, as compared to the second quarter of 2007, due to a smaller bond portfolio, caused by the repurchase of company stock, and lower interest rates.

Income Taxes (Credit)

We had no income tax credit for 2008 and 2007 due to valuation allowances provided against net deferred tax assets.

Liquidity and Capital Resources

We currently expect that the cash and fixed maturity investments we now hold will be sufficient to meet our anticipated cash requirements for at least the next 12 months.

On January 31, 2008, our Board of Directors authorized the repurchase of up to 600,000 shares of common stock, representing up to 8% of the total 7.3 million shares then outstanding. Through July 23, 2008, we had purchased 397,062 shares. On July 24, 2008, our Board of Directors cancelled the remainder of the January 31, 2008 authorization and authorized the repurchase of up to 600,000 shares of common stock, representing up to 8.5% of the total 7.0 million shares outstanding as of that date. The Board approved immediate commencement of the repurchase program as conditions warrant. Future purchases may occur from time to time in open market, block purchases or in negotiated transactions using available cash. No date was established for the completion of the program. As of October 31, 2008, we had repurchased a total of 504,752 shares during 2008, and an additional of 492,310 shares can be repurchases under the July 24, 2008 authorization.

The timing and amounts of our working capital expenditures are difficult to predict, and should we decide to purchase more shares of our common stock, engage in acquisitions of companies or their assets, or begin new projects requiring additional resources, we may require additional financing. If we require additional equity financing for operations, it may be dilutive to our stockholders and the equity securities issued in a subsequent offering may have rights or privileges senior to the holders of our common stock. If debt financing is available, it may require restrictive covenants with respect to dividends, raising capital, and other financial and operational matters, which could impact or restrict our operations. If we cannot obtain adequate financing on acceptable terms, we may be required to reduce the scope of our marketing or operations, which could harm our business, results of operations, and our financial condition.

Our sources of funds will consist primarily of commissions and fee revenue generated from the sale of insurance products and leads, investment income, and sales and maturity proceeds from our fixed income portfolio. The principal uses of funds are selling and marketing expenses, operations, general and administrative expenses and purchases of furniture, equipment and software.

Cash provided by operating activities was approximately $466,000 for the first nine months of 2008, compared with cash used by operating activities of $478,000 for the same period in 2007. During the first nine months of 2008, the net loss was more than offset by non-cash expenses for depreciation, amortization and stock option expense plus the net increase in liabilities.


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In 2007, non-cash expenses for depreciation, amortization and stock option compensation were not enough to offset the net loss for the period.

Cash was provided by investing activities during the first nine months of 2008 in the amount of $3.3 million, as investment maturities exceeded the reinvestment of funds by approximately that amount. A portion of this positive cash flow was used to fund the repurchase of company stock, with the rest being invested in short-term cash equivalents. Cash provided by investing activities was $196,000 in the first nine months of 2007, as funds reinvested in bonds and used to purchase fixed assets were exceeded by the proceeds from maturities in our bond portfolio and from the sale of our Colorado property.

Cash of $1.6 million was used to repurchase the Company's common stock during the first nine months of 2008, accounting for the cash used by financing activities. Cash of $63,000 was used by financing activities in the first nine months of 2007 to repurchase company stock.

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