UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB/A
(Mark One)
(x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2002
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Or
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number:
0-26093
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INTERMEDIA MARKETING SOLUTIONS, INC.
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(Exact name of registrant as specified in its charter)
Nevada 88-0382813
- --------------------------------- -----------------------------
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
2001 West Sample Road, Suite 101, Pompano Beach, Florida 33064
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(Address of principal executive offices) (Zip Code)
(954) 969-1010
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(Registrant's telephone number, including area code)
Not applicable
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(Former name former address and former fiscal year if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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
- ---
As of November 26, 2002, the registrant had a total of 12,647,702 common
shares outstanding.
INTERMEDIA MARKETING SOLUTIONS, INC.
Index to Form 10-QSB
September 30, 2002
PART I. FINANCIAL INFORMATION
Page
Item 1. Condensed Consolidated Financial Statements (Unaudited)
Condensed Consolidated Balance Sheet at September 30, 2002 3
Condensed Consolidated Statements of Operations for the three and
nine months ended September 30, 2002 and 2001 4
Condensed Consolidated Statements of Cash Flows for the nine months
Months ended September 30, 2002 and 2001 5
Note to Condensed Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis or Plan of Operations 7
Item 3. Controls and Procedures 10
PART II. OTHER INFORMATION 11
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
2
INTERMEDIA MARKETING SOLUTIONS, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheet
(UNAUDITED)
September 30, 2002
Assets
--------
Current assets:
Cash $ 164,219
Accounts receivable, net of allowance for doubtful accounts
of $672,087 1,403,909
Inventories 1,581,123
Prepaid expenses and other current assets 1,445,435
---------------
Total current assets 4,594,686
Equipment and leasehold improvements, net 1,336,192
Other assets 437,290
---------------
Total assets $6,368,168
===============
Liabilities and stockholders' equity
Current liabilities:
Accounts payable and accrued expenses $1,022,729
Deferred income taxes payable 1,863,485
Lines of credit 1,296,737
Deferred revenue 2,050,724
---------------
Total current liabilities 6,223,675
Stockholders' equity:
Common stock, $.001 par value:
Authorized 150,000,000 shares; issued and outstanding,
12,614,702 shares, 12,648
Additional paid-in capital 1,626,422
Accumulated deficit (1,504,577)
--------------
Total stockholders' equity 134,493
--------------
Total liabilities and stockholders' equity $ 6,368,168
==============
See notes to unaudited condensed consolidated financial statements
3
INTERMEDIA MARKETING SOLUTIONS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
THREE MONTHS ENDED SEPTEMBER, NINE MONTHS ENDED SEPTEMBER 30,
-------------------------------- ------------------------------
2002 2001 2002 2001
------------- ------------- ------------- -------------
Revenues $ 2,509,627 4,249,928 $ 8,832,546 $ 12,558,008
Cost of revenues 1,109,948 1,564,483 3,966,943 5,291,480
------------- ------------- ------------- -------------
Gross Margin 1,399,679 2,685,445 4,865,603 7,266,528
Operating Expenses:
Selling 386,307 1,015,887 2,403,280 2,604,222
General and administrative 836,154 1,161,385 2,710,452 3,065,454
------------ ------------- ------------ -------------
Total operating expenses 1,222,461 2,177,272 5,113,732 5,669,676
Operating income (loss) 177,218 508,173 (248,129) 1,596,852
Interest expense (18,124) -- (50,874)
----------- ------------- ----------- ---------
Net income (loss) before taxes 159,094 508,173 (299,003) 1,596,852
Income tax 63,600 195,334 (119,601) 657,206
------------ ------------- ------------- -------------
Net Income (loss) $ 95,494 $ 312,839 $ (179,402) $ 939,646
============= ============= ============= =============
Net Income (loss) per Common Share-Basic
and Diluted $ (0.00) $ .02 $ (.01) $ .07
============= ============= ============= =============
Weighted Average Number of Common
Shares-Basic and Diluted 12,647,702 12,614,702 12,647,702 12,614,702
============= ============= ============= =============
See notes to unaudited condensed consolidated financial statements
4
INTERMEDIA MARKETING SOLUTIONS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
NINE MONTHS ENDED SEPTEMBER 30,
-------------------------
2001 2002
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 939,646 $ (179,402)
Adjustments to reconcile net income (loss) to net cash provided by
operating activities:
Depreciation and amortization 295,140 348,850
Provision for deferred income taxes 657,506 (120,000)
Provision for bad debts 42,401 --
Changes in operating assets and liabilities:
(Increase)decrease in accounts receivable (742,972) 1,159,125
(Increase)in inventories (964,656) 211,128
(Increase)in prepaid expenses and other current assets 99,925 (641,380)
(Increase)decrease in other assets (21,745) (201,547)
Increase (decrease) in accounts payable and accrued expenses 384,639 (641,742)
Increase (decrease) in deferred revenue (500,126) 367,320
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Net cash provided by operating activities 189,758 302,352
--------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (618,218) (547,790)
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Net cash used in investing activities (618,218) (547,790)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Lines of credit 273,366 270,693
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Net cash provided by financing activities 273,366 270,693
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Net decrease in cash (155,094) 25,255)
Cash, beginning of period 421,359 138,964
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Cash, end of period $ 266,265 164,219
========== ==========
Supplemental disclosures of cash flow information Cash paid during the period
for:
Interest $ -- $ 50,874
========= ==========
Taxes $ 1,238 $ --
========= ==========
See Notes to Unaudited Condensed Consolidated Financial Statements
5
INTERMEDIA MARKETING SOLUTIONS, INC.
Notes to Consolidated Financial Statements
September 30, 2002
(Unaudited)
1. BASIS OF PRESENTATION AND OPERATIONS
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and in accordance with the instructions to Form 10-QSB and
Items 303 and 300(b) of Regulation S-B. Accordingly, they do not include all of
the information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management, the
accompanying unaudited consolidated financial statements contain all normal and
recurring adjustments which are necessary for a fair presentation of the
Company's financial position, results of operations and cash flows as of the
dates and for the periods presented. The consolidated results of operations for
the three and nine months ended September 30, 2002 are not necessarily
indicative of the results to be expected for the full year. For further
information, refer to the financial statements and footnotes thereto included in
the Intermedia Marketing Solutions, Inc. ("Intermedia Marketing Solutions" or
the "Company") audited financial statements for the year ended December 31,
2001.
2. REVENUES
A portion of revenue represents revenues from contracts to produce television
programs using the "percentage-of-completion-method" recognizing revenue
relative to the proportionate progress on such contracts as measured by the
ratio which costs incurred by the Company to date bear to total anticipated
costs on each program.
Deferred revenue represents amounts which have been billed or paid and not yet
earned in accordance with this method.
3. INVENTORIES
Inventories consists primarily of retail goods obtained as payment for
transactions signed up for by customers. The inventory is recorded at the lower
of cost or market using the first-in first-out method. The company receives as
part of the consideration for some of their production services inventory
product for resale. The inventory is recorded at the fair value of the services
rendered. As of September 30, 2002 the company had $1,158,985 of finished goods
inventory on hand plus an additional $422,138 in-transit.
4. WORKING CAPITAL LINE OF CREDIT
The company on October 25, 2002, received a Notice of Non-Renewal and Demand for
Payment from Merrill Lynch Business Financial Services, Inc. (MLBFS) the bank
the company has a Working Capital Line of Credit with. The letter stated that as
of October 31, 2002 Loan Agreement and Working Capital Line of Credit will
expire and will not be renewed. Full repayment was demanded as of October 31 and
such failure to pay by close of business on November 7, 2002 will result in a
Event of Default. It also stated that at such time MLBFS will take whatever
actions it deems necessary to protect its rights under the Loan Documents and
applicable law. As of November 12, 2002 the company has not repaid the loan and
has been referred to MLBFS special handling group.
6
INTERMEDIA MARKETING SOLUTIONS, INC.
PART I. ITEM 2- MANAGEMENT'S DISCUSSION OR PLAN OF OPERATIONS
September 30, 2002
The following discussion of the results of the operations and financial
condition of Intermedia Marketing Solutions, Inc. ("Intermedia Marketing
Solutions" and the "Company") should be read in conjunction with Intermedia
Marketing Solutions unaudited Consolidated Financial Statements and Notes
thereto included elsewhere in this report and the Company's 10-KSB for the year
ended December 31, 2001.
Overview
The Company is an integrated multimedia marketing-solutions company. Its
consumer shopping division, markets and sells unique, newly launched, and
nationally branded consumer products using their integrated media approach
through 30-minute shop-at-home television programs, direct response television
commercials and e-commerce web sites. The Company's Tricom Pictures division
produces television programs to educate viewers on breakthroughs, emerging
trends, innovations, and lifestyles. These two divisions are related in that
both deal with the Company marketing the client's products to the consumers. The
Company's third division is a full service state-of-the-art multimedia
production facility that produces television, print and web material for
Intermedia Marketing Solutions divisions as well as other clients. All programs
and commercials are distributed to national audiences through a combination of
any and all of the following: ABC affiliates, NBC affiliates, CBS affiliates,
FOX affiliates, UPN affiliates and WB affiliates (collectively "network
affiliates"), independent television stations and targeted cable networks.
Products and services featured on the shopping divisions shows and direct
response commercials are sold through its telephone call centers, the Company's
websites and other e-commerce.
Historically part of the Company's strategy is to grow through the opening of
new offices domestically and the expansion of the number of distribution
opportunities for the participants on the Company's television programs. The
Company's expansion and growth plans will depend on its ability to identify
appropriate targets and markets and obtain the necessary financing to bring
these plans to fruition. Further, the success of the Company's efforts will
depend on its ability to identify these opportunities, attract highly qualified
personnel and manage geographically dispersed operations. There can be no
assurances that the Company will be successful in its plan of operational
expansion nor the management of such growth. In addition financial constraints
may make this strategy extremely difficult to achieve.
Results of Operations
COMPARISION OF THE NINE MONTHS ENDED SEPTEMBER 30, 2002 TO THE NINE MONTHS
ENDED SEPTEMBER 30, 2001.
Total revenues for the nine months ended September 30, 2002 were $8,832,546, a
decrease of $3,725,462 from $12,558,008 for the prior comparable period in 2001.
The decrease is attributable to a decrease in revenues from the TV shopping
division of approximately $2,250,000 and the education division of $1,450,000 in
the quarter as a result of fewer contracts written in the third and fourth
quarter last year and first quarter this year due to advertising revenue, across
the nation being significantly down.
7
Cost of Revenues decreased to $3,966,943, or 45% of revenues versus $5,291,480
or 42% for the prior comparable period. The decrease on a dollar for dollar
basis is a result of less airtime, due to less revenues, and a reduction in
personnel as compared to last year.
Selling expenses were $2,403,280 during the nine months ended September 30,
2002, a decrease of $200,992 from the prior comparable period in 2001. The
decrease is a result of lower expenses related to sales commissions and other
related sales costs due to less revenues. Selling expenses in 2002 were 27 % of
net revenues as compared to 21% in 2001. The increase of selling expenses on a
percentage basis is a result of fixed costs remaining constant and lower
revenues to compare to those costs.
General and administrative expenses were $2,710,452 during the nine months ended
September 30, 2002, a decrease of $355,002 from the prior comparable period in
2001. The decrease is mainly a result of cost savings from closing of offices
and reduction of personnel. General and administrative expenses in 2002 were 31%
of net revenues as compared to 24% in 2001. The increase of general and
administrative expenses on a percentage basis is a result of fixed costs
remaining constant from year to year and the decrease in revenues raising the
percent.
Liquidity and Capital Resources
The Company was provided $302,352 from operating activities in 2002 as opposed
to generating $189,758 during the same period in 2001. The difference mainly is
a result of decrease in net income offset by changes in accounts payable,
accounts receivable and deferred revenue. Cash used in investing activities
totaled $547,790 in 2002 as a result of capital expenditures relating to
purchase of production equipment, the purchase of computer hardware and computer
software.
At September 30, 2002, the Company's backlog for contracts signed and work not
begun or contracts partially completed and work is to be done totaled
approximately $3,917,000 as compared to approximately $4,870,000 at September
30, 2001. This decrease is mainly a result of more deferred revenue becoming
sales as a result of improved efficiencies in the production department and a
larger portion of contract being completed on a percentage basis.
The Company anticipates based on current backlog of contracts and assumptions
relating to operations, the Company's revenues and net income for the year ended
December 31, 2002 will be less than the prior year. This mainly is a result of
economic conditions and events occurring during the past 12 months. The current
state of the economy has resulted in less contracts signed during 2002 as
compared to 2001 reducing total revenue and net income. As a result of the
decrease in new contracts and reduced backlog the company may be required to
reduce additional personnel and close divisions in order to meet its cash needs
for the rest of the year.
Based on the current state of the economy the company has experienced a severe
reduction in its business and future cash flows as a result. The company
believes despite these events that cash flows from operations could be
sufficient to satisfy the Company's contemplated cash requirements until the end
of the current year. In the event that the Company is unable to sufficiently
meet cash flow, the Company could be required to seek additional financing and
severely reduce company overhead they may result in operating losses for 2002.
8
The Company currently has no outstanding material commitments for capital
expenditures. The Company's primary requirements for capital will be the cost of
revenue, marketing and sales costs associated with the Company's national and
international expansion into new target markets, and general and administrative
expenses associated with the Company's business plan. In the event that the
Company's plans change, its assumptions to change or prove to be inaccurate or
if its existing capital and cash flow otherwise prove to be insufficient (due to
unanticipated expenses, delays, problems, difficulties or otherwise), the
Company could be required to seek additional financing or may be required to
curtail its expansion or other activities. In the event that the Company
requires additional financing, the Company may seek to raise cash in the form of
strategic partners or in combination with equity financing, additional bank debt
or other debt financing to raise capital through the sale of its equity
securities, potentially at prices which may represent significant discounts from
the market price of the Common Stock.
CAUTIONARY STATEMENT RELATING TO FORWARD-LOOKING STATEMENTS
The foregoing Management's Discussion and Analysis or Plan of Operation contains
various "forward-looking statements" within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended, which represent the Company's expectations and beliefs
concerning future events. The Company cautions that these statements are further
qualified by important factors that could cause actual results to differ
materially from those in the forward-looking statements, including, without
limitation, the following: the Company's ability to manage growth, acceptance of
the Internet as a means for commerce, decrease in advertising budgets, market
demand for e-commerce, decline in demand for the Company's services; increases
in expenses and costs of sales and the effect of general economic conditions and
factors affecting the industries the Company markets its service to and the
ability of the Company to recruit and retain qualified management and employees.
These statements by their nature involve substantial risks and uncertainties and
actual events or results may differ as a result of these and other factors.
CRITICAL ACCOUNTIGN POLICIES
A portion of revenue represents revenues from contracts to produce television
programs using the "percentage-of-completion-method" recognizing revenue
relative to the proportionate progress on such contracts as measured by the
ratio which costs incurred by the Company to date bear to total anticipated
costs on each program.
Deferred revenue represents amounts which have been billed or paid and not yet
earned in accordance with this method.
Inventories consists primarily of retail goods obtained as payment for
transactions signed up for by customers. The inventory is recorded at the lower
of cost or market using the first-in first-out method. The company receives as
part of the consideration for some of their production services inventory
product for resale. The inventory is recorded at the fair value of the services
rendered.
9
Item 3. CONTROLS AND PROCEDURES
Our Chief Executive Officer and Chief Financial Officer (collectively, the
"Certifying Officers") are responsible for establishing and maintaining
disclosure controls and procedures for us. Such officers have concluded (based
upon their evaluation of these controls and procedures as of a date within 90
days of the filing of this report) that our disclosure controls and procedures
are effective to ensure that information required to be disclosed by us in this
report is accumulated and communicated to management, including our principal
executive officers as appropriate, to allow timely decisions regarding required
disclosure. The Certifying Officers also have indicated that there were no
significant changes in our internal controls or other factors that could
significantly affect such controls subsequent to the date of their evaluation,
and there were no corrective actions with regard to significant deficiencies and
material weaknesses.
10
PART II. OTHER INFORMATION
Item 2. Changes in Securities
None
Item 5. Other Information
The company on October 25, 2002, received a Notice of Non-Renewal and Demand for
Payment from Merrill Lynch Business Financial Services, Inc. (MLBFS) the bank
the company has a Working Capital Line of Credit with. The letter stated that as
of October 31, 2002 Loan Agreement and Working Capital Line of Credit will
expire and will not be renewed. Full repayment was demanded as of October 31 and
such failure to pay by close of business on November 7, 2002 will result in a
Event of Default. It also stated that at such time MLBFS will take whatever
actions it deems necessary to protect its rights under the Loan Documents and
applicable law. As of November 12, 2002 the company has not repaid the loan and
has been referred to MLBFS special handling group.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit
Number Description
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99 (a) Certification of Chief Executive Officer
99 (b) Certification of Chief Financial Officer
(b) Reports on Form 8K
8K with date of report of May 11, 2002 was filed on September 20, 2002
11
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on behalf by the
undersigned, thereunto duly authorized.
Intermedia Marketing Solutions, Inc.
(Registrant)
/s/ Douglas Campbell /s/ Brad Hacker
- ----------------------------- ----------------------------------
Douglas Campbell Brad Hacker
President Chief Financial Officer
Dated: November 26, 2002
12
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Intermedia Marketing Solutions, Inc.
on Form 10-QSB for the quarter ended September 30, 2002, as filed with the
Securities and Exchange Commission on the date hereof, I, Doug Campbell, the
Chief Executive Officer of the Company, certify, pursuant to and for purposes of
18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002, that:
1. I have reviewed this quarterly report on Form 10-QSB of Intermedia Marketing
Solutions, Inc.;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary in
order; to make the statements made, in light of the circumstances under which
such statements were made not, not misleading;
3. Based on my knowledge, the financial statements and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations of the registrant as of,
and for, the periods presented in this quarterly report;
4. The registrant's other certifying officer and I are responsible for
establishing and maintaining internal controls and have:
a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's internal controls and
procedures as of a date within 90 days prior to this quarterly report (the
"Evaluation Date"); and
c) presented in this quarterly report our conclusions about the effectiveness of
our internal controls based on our evaluation as of the Evaluation Date;
5. The registrant's other certifying officer and I have disclosed to the
registrant's auditors and the audit committee of the registrant's board of
directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weakness in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officer and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: November 18, 2002 /s/ Douglas Campbell
-----------------------------
Name: Douglas Campbell
Title: Chief Executive Officer
13
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Intermedia Marketing Solutions, Inc.
on Form 10-QSB for the quarter ended September 30, 2002, as filed with the
Securities and Exchange Commission on the date hereof, I, Brad Hacker, the Chief
Financial Officer of the Company, certify, pursuant to and for purposes of 18
U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002, that:
1. I have reviewed this quarterly report on Form 10-QSB of Intermedia Marketing
Solutions, Inc.;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary in
order; to make the statements made, in light of the circumstances under which
such statements were made, not misleading;
3. Based on my knowledge, the financial statements and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations of the registrant as of,
and for, the periods presented in this quarterly report;
4. The registrant's other certifying officer and I are responsible for
establishing and maintaining internal controls and have:
a) designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's internal controls and
procedures as of a date within 90 days prior to this quarterly report (the
"Evaluation Date"); and
c) presented in this quarterly report our conclusions about the effectiveness of
our internal controls based on our evaluation as of the Evaluation Date;
5. The registrant's other certifying officer and I have disclosed to the
registrant's auditors and the audit committee of the registrant's board of
directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weakness in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officer and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: November 18, 2002 /s/ Bradley Hacker
--------------------------------
Name: Bradley Hacker
Title: Chief Financial Officer
14
Exhibit 99(b)
CERTIFICATION OF CHIEF FINANCIAL OFFICER
Pursuant to Section 906 of the Sarbanes-Oxley Act 2002 (18 U.S.C.
1350), the undersigned, Brad Hacker, Chief Financial Officer of Intermedia
Marketing Solutions, Inc. (the "Company") has executed this certification in
connection with the filing with the Securities and Exchange Commission of the
Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2002
(the "Report").
The undersigned certifies that: (1) the Report fully complies with the
requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934;
and (2) the information contained in the Report fairly presents, in all material
respects, the financial condition and results of operation of the Company.
IN WITNESS WHEREOF, the undersigned has executed this certification as
of the 10th day of November, 2002.
/s/ Brad Hacker
----------------------------
Name: Brad Hacker
Title: Chief Financial Officer
Exhibit 99(a)
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
Pursuant to Section 906 of the Sarbanes-Oxley Act 2002 (18 U.S.C.
1350), the undersigned, Doug Campbell, Chief Executive Officer of Intermedia
(the "Company") has executed this certification in connection with the filing
with the Securities and Exchange Commission of the Company's Quarterly Report on
Form 10-Q for the quarter ended September 30, 2002 (the "Report").
The undersigned certifies that: (1) the Report fully complies with the
requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934;
and (2) the information contained in the Report fairly presents, in all material
respects, the financial condition and results of operation of the Company.
IN WITNESS WHEREOF, the undersigned has executed this certification as
of the 10th day of November, 2002.
/s/ Doug Campbell
----------------------------------------
Name: Doug Campbell
Title: President and Chief Executive Officer