UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2001
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 0-15946
EBIX.COM, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 77-0021975
- --------------------------------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1900 E. GOLF ROAD
SCHAUMBURG, IL 60173
- -------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 847-789-3047
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 |X| No |_|
Indicate the number of shares outstanding of each of the issuer's classes
of common stock as of the latest practicable date. 13,622,182 Shares as of
May 15, 2001.
EBIX.COM, INC. AND SUBSIDIARIES
FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 2001
INDEX
Part I - FINANCIAL INFORMATION PAGE
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets at March 31, 2001
(unaudited) and December 31, 2000 ...................................... 3
Consolidated Statements of Income (Loss) for the Three Months
Ended March 31, 2001 and 2000 (unaudited) .............................. 4
Consolidated Statements of Cash Flows for the Three Months
Ended March 31, 2001 and 2000 (unaudited) .............................. 5
Notes to Consolidated Financial Statements (unaudited) ...................... 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations ........................................... 9
Item 3. Quantitative and Qualitative Disclosures About
Market Risk .......................................................... 13
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K ...................................... 13
SIGNATURES ........................................................................... 14
2
ebix.com, Inc. and Subsidiaries
Consolidated Balance Sheets
(In thousands, except for share amounts)
March 31, December 31,
2001 2000
---------- -----------
(Unaudited)
ASSETS
Current assets
Cash and cash equivalents $ 1,794 $ 3,060
Accounts receivable, less allowance of $1,150 and $ 1,050 1,650 1,980
Other receivables 12 12
Other current assets 495 204
---------- ----------
Total current assets 3,951 5,256
Property and equipment, net 887 904
Goodwill, net 265 313
Other assets 97 89
---------- ----------
Total assets $ 5,200 $ 6,562
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Accounts payable and accrued expenses $ 3,649 $ 4,326
Accrued payroll and related benefits 214 554
Current portion of long-term debt 106 106
Current portion of capital lease obligation 137 132
Deposit liability 726 1,465
Deferred revenue 2,883 2,706
---------- ----------
Total current liabilities 7,715 9,289
Long-term capital lease obligation, less current portion 281 317
Other liabilities 188 220
---------- ----------
Total liabilities 8,184 9,826
---------- ----------
Stockholders' equity (deficit):
Convertible Series D Preferred stock, $.10 par value, 2,000,000
shares authorized, no shares issued and outstanding -- --
Common stock, $.10 par value,
20,000,000 shares authorized,
11,382,182 shares issued and outstanding 1,138 1,138
Additional paid-in capital 80,612 80,586
Deferred compensation (322) (426)
Accumulated deficit (84,400) (84,540)
Accumulated other comprehensive loss (12) (22)
---------- ----------
Total stockholders' equity (deficit) (2,984) (3,264)
---------- ----------
Total liabilities and stockholders' equity (deficit) $ 5,200 $ 6,562
========== ==========
See accompanying notes to consolidated financial statements.
3
EBIX.COM, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(In thousands, except per share data)
(Unaudited)
THREE MONTHS ENDED
MARCH 31,
2001 2000
------------ ------------
REVENUE:
Software $ 739 $ 366
Services and other 2,406 2,489
------------ ------------
TOTAL REVENUE 3,145 2,855
OPERATING EXPENSES:
Software costs 18 70
Services and other costs 974 1,696
Product development 652 1,069
Sales and marketing 676 1,332
General and administrative 677 1,677
------------ ------------
TOTAL OPERATING EXPENSES 2,997 5,844
------------ ------------
OPERATING INCOME (LOSS) 148 (2,989)
Interest income 22 61
Interest expense (30) (14)
Income (loss) before income taxes 140 (2,942)
Income tax provision -- 13
------------ ------------
Net income (loss) $ 140 ($ 2,955)
============ ============
Basic net income (loss) per common share $ 0.01 ($ 0.26)
============ ============
Diluted net income (loss) per common share $ 0.01 ($ 0.26)
============ ============
Basic weighted average shares outstanding 11,382 11,262
============ ============
Diluted weighted average shares outstanding 11,445 11,262
============ ============
See accompanying notes to consolidated financial statements.
4
EBIX.COM, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
THREE MONTHS ENDED
MARCH 31,
2001 2000
------------ ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 140 ($ 2,955)
ADJUSTMENTS TO RECONCILE NET LOSS TO NET
CASH USED IN OPERATING ACTIVITIES:
Depreciation and amortization of property and equipment 56 177
Amortization of intangibles 48 119
Stock-based compensation 130 961
CHANGES IN ASSETS AND LIABILITIES:
Trade receivables, net $ 330 (98)
Other receivables and other current assets (299) 232
Accounts payable and accrued expenses (677) (337)
Accrued payroll and related benefits (340) (351)
Deposit liability, deferred revenue and other liabilities (594) 87
-------------------------------
Net cash used in operating activities (1,206) (2,165)
-------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (39)
-------------------------------
Net cash used in investing activities (39) --
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of debt -- (126)
Repayments of capital lease obligations (31) (18)
Proceeds from exercise of common stock warrants -- 4,467
Proceeds from exercise of common stock options -- 23
-------------------------------
Net cash provided by (used in) financing activities (31) 4,346
-------------------------------
Effect of foreign exchange rates on cash 10 (5)
Net change in cash and cash equivalents (1,266) 2,176
Cash and cash equivalents at the beginning of the period 3,060 7,055
-------------------------------
Cash and cash equivalents at the end of the period $ 1,794 $ 9,231
-------------------------------
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Interest paid $ 30 $ 14
Income taxes paid -- 14
See accompanying notes to consolidated financial statements.
5
ebix.com, Inc. and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Note 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
These financial statements are unaudited and reflect all adjustments (consisting
only of normal recurring adjustments) which are, in the opinion of management,
necessary for a fair presentation of the results of the interim periods.
These financial statements should be read in conjunction with the consolidated
financial statements, and accompanying notes thereto, included in the Company's
Annual Report on Form 10-K for the fiscal year ended December 31, 2000.
The results of operations for the current interim period are not necessarily
indicative of results to be expected for the entire current year.
Certain prior period amounts have been reclassified to conform to the current
presentation.
Derivative Instruments and Hedging Activities
Effective January 1, 2001, the Company adopted Statement of Financial
Accounting Standards ("SFAS") No. 133 as amended by SFAS No. 137 and SFAS No.
138. These statements establish a comprehensive standard for the
recognition and measurement of derivative instruments and hedging activities.
These pronouncements require the Company to recognize derivatives on the
balance sheet at fair value. In addition, changes in a derivatives's fair
value are required to be recognized in earnings unless specific hedge
criteria are met. Currently, the pronouncements have no impact on the Company
as the Company has not utilized derivative instruments or entered into any
hedging transactions that are covered by these pronouncements.
Note 2. BRiT INSURANCE HOLDINGS PLC AGREEMENT
On April 27, 2001, the Company consummated the first closing contemplated by its
agreement with BRiT Insurance Holdings PLC (LSE: BRIT). Pursuant to the
Agreement, ebix issued 2,240,000 shares of its common stock to BRiT for
$2,800,000. As a result of the first closing, BRiT has acquired approximately a
16.4 percent equity ownership interest in the Company, becoming its largest
stockholder.
The terms of the Agreement contemplate a second closing at which BRiT will
purchase an additional 4,704,000 shares of ebix common stock (increasing its
ownership to approximately 38 percent) in return for cash consideration of
$4,200,000 and BRiT transferring to ebix approximately half of its holding of
common stock in Insurance Broadcast Systems Inc. ("IBS"), representing 28
percent of IBS's issued share capital.
The second closing remains subject to conditions typical in such
transactions, as well as the Company's stockholders' approving the
transaction and the amendment of the Company's charter authorizing additional
shares. In addition, execution of the BRiT e-commerce strategy agreement and
continued Nasdaq SmallCap listing of ebix common stock (See Note 3.) are
conditions. Stockholder approval will be sought at the Company's annual
meeting scheduled for May 30. The parties expect the second closing to occur
in June, but there can be no assurance as to such closing or the Company's
continued listing on Nasdaq. BRiT is entitled to have the Company register
its stock for sale. BRiT has agreed not to acquire 49 percent or more of the
Company's common stock without the approval of the Board of Directors.
Additionally, BRiT has the right to designate two members of the Company's
Board of Directors following the second closing.
6
The following table shows the Company's common stock and additional paid in
capital as of March 31, 2001 on a proforma basis giving effect to each of the
closings of the BRiT transactions:
Shares Pro Forma Shares ProForma
Issued in March 31, to be March 31,
March 31, BRiT First 2001 Issued in 2001
2001 Closing After BRiT BRiT For BRiT
(Unaudited) April 27, First Closing Second Second Closing
2001 Closing
-----------------------------------------------------------------------------------------
Common stock $ 1,138,000 $ 224,000 $ 1,362,000 $ 470,400 $ 1,832,400
Additional paid in 80,585,000 2,576,000 83,161,000 3,729,600 86,890,600
Note 3. NASDAQ HEARING
A Nasdaq hearing scheduled for May 24 will review the Company's appeal for
continued listing in response to the Nasdaq staff's determination that the
Company fails to comply with Nasdaq Marketplace Rules 4310(c)(4) and
4310(c)(2)(B) requiring that for continued listing, a company maintain a
minimum bid price of $1 and satisfy any one of Nasdaq's minimum net tangible
assets, market capitalization or earnings standards. The Company believes
that it will comply with these rules in June 2001 on consummation of the
second closing of the BRiT Agreement (by meeting the net tangible assets
standard).
Note 4. STOCK OPTIONS AND WARRANTS
During the first quarter 2001, the Company granted 1,512,600 options to
employees for the purchase of common stock. The exercise price of each
option, which has a ten year life, is equal to the market price of the
Company's stock on the date of grant. Accordingly, there is no compensation
cost related to these options under APB25.
The Company has granted options outside the Company's stock option plan to
persons who were not directors, officers or employees to purchase up to an
aggregate of 157,666 shares of common stock. These options were granted at
prices determined by the Board of Directors (no less than 100 percent of the
market price). The options are exercisable within ten years of the date of
the grant. Included in these options are 78,333 options which the Company
granted in the first quarter of 2001, 35,000 options which the Company
granted in 2000, 43,333 options which the Company granted in 1999, and 1,000
options granted prior to 1999.
These non-employee options were valued using the fair value method as
prescribed by SFAS No. 123. The options prior to 2001 are performance based
awards, with no service commitment and subject to vesting only if the
Company's stock price reaches a certain level. The options issued in 2001 are
performance based which vest over 4 years unless the performance target is
obtained which accelerates vesting. At March 31, 2001, 102,397 of the
non-employee options were vested. The Company has recognized compensation
expense of approximately $57,000 and $123,000 related to these options during
the three month period ended March 31, 2001 and March 31, 2000, respectively.
7
On August 20, 1999, the Company granted a two year warrant to Hewlett-Packard to
purchase 4.9% of the Company's outstanding common stock for $15.00 per share
during the first year of the warrant and $20.00 per share during the second year
of the warrant. The Company also granted a second warrant to Hewlett-Packard
under the same agreement for the purchase of 4.5% of the Company's outstanding
common stock during the second year of the term of the agreement for $20.00 per
share. The number of shares eligible to be purchased upon exercise of the
warrants will be measured based on the outstanding common stock as of the most
recent quarter or year-end as reported on the Company's report on Form 10-Q or
Form 10-K. At March 31, 2001, the warrants issued to Hewlett-Packard, neither of
which have been exercised in whole or in part, represent the rights to purchase
557,727 and 512,198 shares, respectively. For both warrants, if the fair value
of the common stock is greater than the purchase price, Hewlett-Packard may
elect to receive shares equal to the value of the warrant in lieu of exercising
the warrant with cash.
The Company also issued warrants in connection with the InfoSpace.com Internet
Promotion Agreement dated August 31, 1999. The first warrant was for the
purchase of 250,000 shares of the Company's common stock at a price of $15.00
per share if exercised during the first year of the agreement or $20.00 per
share if exercised during the second year of the agreement. The warrant vested
for 62,500 shares on September 30, 1999, 62,500 shares on December 31, 1999 and
125,000 shares on March 31, 2000. The Company also granted a second warrant to
InfoSpace.com under the same agreement for the purchase of 4.9% of the Company's
outstanding common stock at August 31, 1999, on a fully diluted basis including
conversion of this warrant. This warrant issued to Infospace.com represented the
right to purchase 526,572 shares at a price of $15.00 per share if exercised
during the first year of the agreement or $20.00 per share if exercised during
the second year of the agreement. The second warrant was exercisable in lieu of
the Company paying invoices rendered by InfoSpace.com. The InfoSpace warrants
were terminated when the promotion agreement was terminated effective October
30, 2000.
Expense of $73,000 was recognized during the three month period ended March
31, 2001 related to the Hewlett-Packard warrants. Expense of $443,000 was
recognized during the three month period ended March 31, 2000 related to the
Hewlett-Packard and InfoSpace warrants.
Note 5. EARNINGS (LOSS) PER SHARE
Basic earnings (loss) per share ("EPS") is equal to net income (loss) divided
by the weighted average number of shares of common stock outstanding for the
period. The weighted average number of common shares outstanding for the
three months ended March 31, 2001 was 11,382,182. The fully diluted weighted
average number of common shares outstanding for the three months ended March
31, 2001 was 11,445,402. Diluted EPS is calculated as if the Company had
additional common stock outstanding from the beginning of the year or the
date of grant for all common stock equivalents, net of assumed repurchased
shares using the treasury stock method. The Company's common stock
equivalents consist of stock options and common stock warrants and the effect
of this calculation resulted in an increase in the weighted average number of
shares outstanding for the three months ended March 31, 2001 and 2000 of
63,220 and 0, respectively. SFAS No. 128 prohibits inclusion of the
impact of common stock equivalents in the calculation of EPS when inclusion
results in antidilution. As of March 31, 2001, 3,105,814 potentially dilutive
shares were excluded from this calculation as their effect was antidilutive.
Dilutive securities have not been included in the weighted average shares used
for the calculation of EPS in periods of net loss because the effect of such
securities would be antidilutive.
8
Note 6. COMPREHENSIVE INCOME (LOSS)
Three Months Ended
March 31,
2001 2000
-------------- --------------
Net income (loss) $ 140,000 ($ 2,955,000)
Other comprehensive income (loss):
Foreign currency translation adjustment 10,000 (5,000)
-------------- --------------
Comprehensive income (loss) $ 150,000 ($ 2,960,000)
============== ==============
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following information should be read in conjunction with the unaudited
financial statements and the notes thereto included in Part 1 Item 1 of this
Quarterly Report and the financial statements and notes thereto, and
Management's Discussion and Analysis of Financial Condition and Results of
Operations contained in the Company's Annual Report on Form 10-K for the
year ended December 31, 2000.
FINANCIAL CONDITION
LIQUIDITY AND CAPITAL RESOURCES
During the three months ended March 31, 2001, the Company experienced negative
operating cash flow of $1,206,000. The Company funded cash used in operating
activities and investing activities through the use of cash reserves.
The Company recorded operating income of $148,000 during the first quarter of
2001.
The Company expects that its transaction with BRiT Insurance Holdings plc (see
Note 2. of notes to the consolidated financial statements) will address the
current liquidity concerns of the Company. The Company believes its cash
balances following the second closing of that transaction and funds from
operations will be sufficient to meet all of its anticipated cash requirements
over the next twelve months.
The Company began to generate revenue on ebix.mall in 2000. The Company expects
to generate increased traffic to its website, having entered into an agreement
whereby ebix.com becomes the exclusive online insurance services provider for
AltaVista, and having entered into an agreement with About.com, Inc. in 2001.
However, there can be no assurance of the volume of traffic or amount of revenue
that the ebix.com website will generate.
9
In January 2001, the Company began marketing the ebix.asp product. ebix.asp is a
web-enabled system for insurance agencies to manage their business. This product
is expected to generate revenues through initial registration and ongoing
monthly subscription fees based on the number of personnel accessing the
software on a concurrent basis. However, ebix.asp has not yet begun generating
revenue and there can be no assurances of the amount of revenue that the
ebix.asp product will generate.
DEFERRED REVENUE AND DEPOSIT LIABILITIES - The Company traditionally invoices
software maintenance and support in advance of providing the service. The
software maintenance fees are recorded as deferred revenue and recognized
ratably over the term of the software maintenance agreement. The Company's
current liabilities at March 31, 2001 include deferred revenue of $2,883,000 and
deposit liabilities of $726,000. The liability is satisfied through normal
ongoing operations of the Company's service organization and generally does not
require payment to third parties.
PRODUCT DEVELOPMENT - At March 31, 2001, the Company employed 14 full-time
employees and 20 offshore contract engineers engaged in product development
activities. These activities include research and development of software
enhancements, improving usefulness, adaptation to newer software and hardware
technologies, and increasing responsiveness. Product development expenditures
were $652,000 for the three month period ended March 31, 2001.
NON-COMPETE NOTE PAYABLE - The Company, in the first quarter of 2000 paid a
$120,000 installment (principal and interest) on an 11.75% interest bearing
unsecured note. The remaining installment of $120,000 was due in the first
quarter of 2001 and to date has not been paid.
WARRANTS -In connection with a May 1996 private equity placement, the Company
issued a warrant to the placement agent (the "Agent's Warrant") to purchase
200,000 shares of the Company's common stock at $5.00 per share. The Agent's
Warrant is not subject to redemption and expires April 19, 2002. At March 31,
2001, 11,450 shares may still be purchased under this warrant.
COMMON STOCK OPTIONS - As of March 31, 2001, there are outstanding vested
options to purchase approximately 882,023 shares of common stock at a
weighted average exercise price of $3.76 per share. The majority of
outstanding options have expiration dates in excess of five years from March
31, 2001.
10
RESULTS OF OPERATIONS
THREE MONTH PERIODS ENDED MARCH 31, 2001 AND 2000
TOTAL REVENUE - The Company's revenue is derived from the licensing and sale of
proprietary software and third party software ("Software") and from professional
services, maintenance services, and support services ("Services"). Professional
services include consulting, implementation, training and project management
provided to the Company's customers with installed systems and those in the
process of installing systems. Included in Services are transaction fees and
acceptance fees from the ebix.mall website. Total revenue is comprised of
Software revenue and Services revenue. Total revenue for the quarter ended March
31, 2001 increased $290,000 or 10.2% from the comparable quarter of the prior
year.
SOFTWARE REVENUE - Software revenue is comprised of revenue from the sale of
ebix (formerly "cd") products, current legacy products, and other third party
software.
Total software revenue for the quarter increased $373,000 or 101.9% from the
comparable quarter of the prior year. This increase reflects satisfaction of
revenue recognition requirements for amounts previously recorded as deposit
liabilities.
11
SERVICES REVENUE - Total services revenue for the quarter decreased $83,000 or
3.3 % from the comparable quarter of the prior year. This decrease is due to a
decrease in support revenue associated with legacy products partially offset by
an increase in service revenue which reflects satisfaction of revenue
recognition requirements for amounts previously recorded as deposit liabilities.
SOFTWARE COSTS - Cost of Software revenue includes the cost of third party
software.
Total software costs for the quarter decreased $52,000 or 74.3% from the
comparable quarter of the prior year. This decrease is due to a decrease in
third party sales and the costs associated with such sales.
SERVICES AND OTHER COSTS - Cost of Services revenue includes costs associated
with support, consulting, implementation and training services.
Total services and other costs for the quarter decreased $722,000 or 42.6% from
the comparable quarter of the prior year. This decrease is related to the
reduction in staffing levels for consultants, trainers and support staff.
PRODUCT DEVELOPMENT EXPENSES - Total product development expenses for the
quarter decreased $417,000 or 39.0% from the comparable quarter of the prior
year. This decrease, consisting primarily of reduced expenses related to
staffing levels, reflects a change in the Company's focus from the agency
management products to the website, which at this time requires less product
development.
SALES AND MARKETING EXPENSES - Total sales and marketing expenses for the
quarter decreased $656,000 or 49.3 % from the comparable quarter of the prior
year. This decrease is primarily attributable to a reduction of expense
associated with warrants issued to third parties during 1999 and the ebix.com
product promotion.
GENERAL AND ADMINISTRATIVE EXPENSES - Total general and administrative expenses
for the quarter decreased $1,000,000 or 59.6 % from the comparable quarter of
the prior year. This decrease is due to a reduction in staffing levels and rent
expense in addition to a reduction in compensation expense related to stock
options issued during 1999 and the first quarter of 2000.
INTEREST INCOME - Total interest income for the quarter decreased $39,000 for
the quarter and represents income earned on the Company's investment of surplus
cash in short term investments.
SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS UNDER THE SECURITIES LITIGATION
REFORM ACT OF 1995 - This Quarterly Report on Form 10-Q contains various
forward-looking statements and information that are based on management's
beliefs as well as assumptions made by and information currently available to
management, including statements regarding future economic performance and
financial condition, liquidity and capital resources, acceptance of the
12
Company's products by the market and management's plans and objectives. Such
statements are subject to various risks and uncertainties which could cause
actual results to vary materially from those stated. Should one or more of these
risks or uncertainties materialize, or should underlying assumptions prove
incorrect, actual results may vary materially from those anticipated, estimated,
expected or projected. Such risks and uncertainties include the Company's
ability to overcome its recent history of operating losses and declining
revenues, the availability and amount of future sources of capital and the terms
thereof, the extent to which the Company's ebix.com website can be successfully
developed and marketed, the possible delisting from the Nasdaq SmallCap Market,
the effects of such possible delisting on the market for the Company's common
stock, the possible effects of the Securities and Exchange Commission's
investigation of the Company's financial reporting, the risks associated with
future acquisitions, the willingness of independent insurance agencies to
outsource their computer and other processing needs to third parties, the
Company's ability to continue to develop new products to effectively address
market needs in an industry characterized by rapid technological change, the
Company's dependence on the insurance industry (and in particular independent
agents), the highly competitive and rapidly changing automation systems market,
the Company's ability to effectively protect its applications software and other
proprietary information, the Company's ability to attract and retain quality
management, and software, technical sales and other personnel, the risks of
disruption of the Company's Internet connections or internal service problems,
the possibly adverse effects of a substantial increase in volume of traffic on
the Company's website, mainframe and other servers, possible security breaches
on the Company's website, and the possible effects of insurance regulation on
the Company's business. Certain of these as well as other risks and
uncertainties are described in more detail in the Company's Annual Report on
Form 10-K for the year ended December 31, 2000. The Company undertakes no
obligation to update any such factors or to publicly announce the results of any
of the forward-looking statements contained herein to reflect future events or
developments.
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes in the Company's market risk during the
three months ended March 31, 2001. For additional information on market risk,
refer to the "Quantitative and Qualitative Disclosures About Market Risk"
section of the Company's Annual Report on Form 10-K for the year ended December
31, 2000.
Part II - OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
See exhibit index.
(b) Reports on Form 8-K
February 6, 2001 8-K related to the press release regarding a non-binding
memorandum of understanding with BRiT Insurance Holdings plc.
13
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 thereunto duly authorized.
ebix.com, Inc.
Date: May 15, 2001 By /s/ Richard J. Baum
------------------------------------------
Richard J. Baum
Chief Financial Officer
14
EXHIBIT INDEX
-------------
EXHIBIT NO. DESCRIPTION
- ----------- ------------------------------------------------------------------------
10.1 Share Exchange and Purchase Agreement by and between BRiT Insurance
Holdings PLC and ebix.com, Inc.
10.2 Registration Rights Agreement by and between BRiT Holdings Limited and
ebix.com, Inc.
10.3 About.com, Inc. Agreement **
** Confidential treatment
has been requested for
portions of this document.
The redacted material has
been filed with the
commission pursuant to an
application for confidential
treatment.
15