Business Context and Reporting Period
Company: Marchex, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: February 15, 2011
Reporting Period: Quarter and fiscal year ended December 31, 2010
Marchex, Inc. filed this report to announce the issuance of a press release and the holding of a conference call regarding its financial results for the period ended December 31, 2010.
Key Financial Metrics
The Form 8-K filing itself does not contain specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity. These metrics are detailed in the attached Press Release (Exhibit 99.1), which is furnished but not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934.
The filing notes that the company is referencing non-GAAP financial measures in its communications, with reconciliations to GAAP measures provided in the attached press release.
Material Changes
This filing serves as a notification of the release of financial results. Specific material changes in financial condition or results of operations compared to prior periods are not detailed in the text of the 8-K but are contained within the referenced Exhibit 99.1.
Guidance, Outlook, and Risks
Management Commentary: Management is providing commentary via a press release and conference call. The filing highlights the use of non-GAAP financial measures, stating that definitions and the rationale for their use are included in the press release.
Risks and Contingencies: The filing includes a standard disclaimer that the information furnished in Item 2.02 and Exhibit 99.1 shall not be deemed "filed" under the Exchange Act and shall not be incorporated by reference into other registration statements unless expressly set forth by specific reference.
Investor Verification Checklist
- Review Exhibit 99.1 (Press Release) for specific revenue, earnings, and cash flow figures for the quarter and year ended December 31, 2010.
- Examine the reconciliation of non-GAAP financial measures to GAAP measures provided in the press release.
- Verify the definitions of non-GAAP measures used by management and the justification for their utility to investors.
- Confirm that the press release is not incorporated by reference into other filings unless explicitly stated.