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EX-99.1 - EX-99.1 - UNITED ONLINE INCa13-16770_1ex99d1.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 8-K

 


 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): July 17, 2013

 


 

United Online, Inc.

(Exact name of registrant as specified in its charter)

 


 

Delaware

 

000-33367

 

77-0575839

(State or other jurisdiction of
incorporation or organization)

 

(Commission File Number)

 

 

(I.R.S. Employer Identification
Number)

 

21301 Burbank Boulevard
Woodland Hills, California

 

91367

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (818) 287-3000

 

N/A

(Former name or former address, if changed since last report)

 


 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 7.01.             Regulation FD Disclosure.

 

On July 17, 2013, United Online, Inc. (the “Company”) issued a press release announcing that its wholly-owned subsidiary, FTD Companies, Inc. (“FTD”), has entered into a new credit agreement (the “Credit Agreement”) with various lenders, Bank of America Merrill Lynch and Wells Fargo Securities, LLC, as joint lead arrangers and book managers, and Bank of America, N.A., as administrative agent for the lenders, to refinance the existing senior secured credit facilities of FTD Group, Inc.  The Credit Agreement provides FTD with a $350 million five-year secured revolving credit facility and certain other financial accommodations including letters of credit.  At closing earlier today, FTD drew $220 million of the new $350 million revolving credit facility and used approximately $19 million of its existing cash balance to repay its previously outstanding credit facilities in full and pay fees and expenses related to the Credit Agreement.

 

A copy of such press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.  Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein are deemed to have been furnished and shall not be deemed to be “filed” under the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any disclosure document of the Company, except as shall be expressly set forth by specific reference in such document.

 

Item 9.01.             Financial Statements and Exhibits.

 

(d)       Exhibits.

 

Exhibit No.

 

Description

99.1

 

Press release dated July 17, 2013.

 

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SIGNATURES

 

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 hereunto duly authorized.

 

Date: July 17, 2013

UNITED ONLINE, INC.

 

 

 

 

 

 

BY:

/s/ Neil P. Edwards

 

 

Neil P. Edwards

 

 

Executive Vice President and Chief Financial Officer

 

 

 

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EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press release dated July 17, 2013.

 

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