PART IV for Online_Resources (ORCC)

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ORCC » Topics » PART IV

These excerpts taken from the ORCC 10-K filed Apr 9, 2008.

PART IV


Item 15.	*Exhibits and Financial Statement Schedules*

(a) The following documents are filed as part of this report:

(1) Consolidated Financial Statements. All financial statements are filed in Part II, Item 8 of this report on Form 10-K.

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets

Consolidated Statements of Operations

Consolidated Statements of Stockholders’ Equity

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

(2) Schedule II — Valuation and Qualifying Accounts.

All other schedules set forth in the applicable accounting regulations of the Securities and Exchange Commission either are not required under the related instructions or are not applicable and, therefore, have been omitted.

(3) List of Exhibits.


2	.1	Agreement and Plan of Merger dated May 5, 2006 among the Company, its acquisition subsidiary and Princeton (filed as Ex. 2.1 to our Form 8-K filed on May 5, 2006)
2	.2	Agreement and Plan of Merger dated July 26, 2007 among the Company, its acquisition subsidiary and Internet Transaction Solutions, Inc. (filed as Ex. 99-1 to our Form 8-K filed on August 1, 2007)
3	.1	Form of Amended and Restated Certificate of Incorporation of the Company (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
3	.2	Form of Amended and Restated Bylaws of the Company (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
3	.3	Certificate of Designation of shares of Series B Junior Participating Preferred Stock (filed as Exhibit 3.3 to our Form 10-K for the year ended December 31, 2002 filed on March 31, 2003)
3	.4	Certificate of Designation of shares of Series A-1 Convertible Preferred Stock (filed as Exhibit 3.1 to our Form 8-K filed on July 3, 2006)
3	.5	Certificate of Correction to Certificate of Designation for the shares of Series A-1 Convertible Preferred Stock (filed as Ex. 3.2 to our Form 8-K filed on September 14, 2006)
4	.1	Specimen of Common stock Certificate of the Company (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
4	.5	Investor Rights Agreement dated July 3, 2006, by and among the Company and the holders of its shares of Series A-1 Convertible Preferred Stock (filed as Ex. 4.3 to our Form S-3/A filed on November 14, 2006
10	.1	Lease Agreement for premises at 7600 Colshire Drive, McLean, Virginia (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
10	.2	Online Resources & Communications Corporation 1989 Stock Option Plan (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
10	.3	1999 Stock Option Plan (incorporated by reference from our registration statement on Form S-1; Registration No. 333-40674)
10	.4	Employee Stock Purchase Plan (incorporated by reference from our registration statement on Form S-8; Registration No. 333-40674)
10	.5	Lease Agreement to premises at 4796 Meadow Wood Lane, Chantilly, Virginia (filed as an exhibit to our form 10-Q for the quarter ended September 30, 2004 filed on November 5, 2004)


10	.6	2005 Restricted Stock and Option Plan (filed with our Definitive Proxy Statement on April 5, 2005)
10	.7	Equity Purchase Agreement by and among the Company and the purchasers of its Series A-1 Convertible Preferred Stock (filed as Ex. 10.1 to our Form 8-K filed on July 3, 2006)
10	.8	Credit Agreement with Bank of America dated February 21, 2007 and filed as Exhibit 99.1 to the Company’s Form 8-K on February 26, 2007
23	.1	Consent of KPMG LLP, Independent Registered Public Accounting Firm
23	.2	Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm
31	.1	Certificate of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act, as amended
31	.2	Certificate of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act, as amended
32	.	Certificate of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

PART IV


Item 15.	Exhibits and Financial Statement Schedules

(a) The following documents are filed as part of this
report:

(1) Consolidated Financial Statements. All financial
statements are filed in Part II, Item 8 of this report
on
Form 10-K.

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets

Consolidated Statements of Operations

Consolidated Statements of Stockholders’ Equity

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

(2) Schedule II — Valuation and
Qualifying Accounts.

All other schedules set forth in the applicable accounting
regulations of the Securities and Exchange Commission either are
not required under the related instructions or are not
applicable and, therefore, have been omitted.

(3) List of Exhibits.


2	.1	Agreement and Plan of Merger dated May 5, 2006 among the Company, its acquisition subsidiary and Princeton (filed as Ex. 2.1 to our Form 8-K filed on May 5, 2006)
2	.2	Agreement and Plan of Merger dated July 26, 2007 among the Company, its acquisition subsidiary and Internet Transaction Solutions, Inc. (filed as Ex. 99-1 to our Form 8-K filed on August 1, 2007)
3	.1	Form of Amended and Restated Certificate of Incorporation of the Company (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
3	.2	Form of Amended and Restated Bylaws of the Company (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
3	.3	Certificate of Designation of shares of Series B Junior Participating Preferred Stock (filed as Exhibit 3.3 to our Form 10-K for the year ended December 31, 2002 filed on March 31, 2003)
3	.4	Certificate of Designation of shares of Series A-1 Convertible Preferred Stock (filed as Exhibit 3.1 to our Form 8-K filed on July 3, 2006)
3	.5	Certificate of Correction to Certificate of Designation for the shares of Series A-1 Convertible Preferred Stock (filed as Ex. 3.2 to our Form 8-K filed on September 14, 2006)
4	.1	Specimen of Common stock Certificate of the Company (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
4	.5	Investor Rights Agreement dated July 3, 2006, by and among the Company and the holders of its shares of Series A-1 Convertible Preferred Stock (filed as Ex. 4.3 to our Form S-3/A filed on November 14, 2006
10	.1	Lease Agreement for premises at 7600 Colshire Drive, McLean, Virginia (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
10	.2	Online Resources & Communications Corporation 1989 Stock Option Plan (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
10	.3	1999 Stock Option Plan (incorporated by reference from our registration statement on Form S-1; Registration No. 333-40674)
10	.4	Employee Stock Purchase Plan (incorporated by reference from our registration statement on Form S-8; Registration No. 333-40674)
10	.5	Lease Agreement to premises at 4796 Meadow Wood Lane, Chantilly, Virginia (filed as an exhibit to our form 10-Q for the quarter ended September 30, 2004 filed on November 5, 2004)


10	.6	2005 Restricted Stock and Option Plan (filed with our Definitive Proxy Statement on April 5, 2005)
10	.7	Equity Purchase Agreement by and among the Company and the purchasers of its Series A-1 Convertible Preferred Stock (filed as Ex. 10.1 to our Form 8-K filed on July 3, 2006)
10	.8	Credit Agreement with Bank of America dated February 21, 2007 and filed as Exhibit 99.1 to the Company’s Form 8-K on February 26, 2007
23	.1	Consent of KPMG LLP, Independent Registered Public Accounting Firm
23	.2	Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm
31	.1	Certificate of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act, as amended
31	.2	Certificate of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act, as amended
32	.	Certificate of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

This excerpt taken from the ORCC 10-K filed Mar 16, 2007.

PART IV


Item 15.	*Exhibits and Financial Statement Schedules*

(a) The following documents are filed as part of this report:

(1) Consolidated Financial Statements. All financial statements are filed in Part II, Item 8 of this report on Form 10-K.

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets

Consolidated Statements of Operations

Consolidated Statements of Stockholders’ Equity

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

(2) Schedule II — Valuation and Qualifying Accounts.

(2) List of Exhibits.


2	.1	Agreement and Plan of Merger dated May 5, 2006 among the Company, its acquisition subsidiary and Princeton (filed as Ex. 2.1 to our Form 8-K filed on May 5, 2006)
3	.1	Form of Amended and Restated Certificate of Incorporation of the Company (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
3	.2	Form of Amended and Restated Bylaws of the Company (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
3	.3	Certificate of Designation of shares of Series B Junior Participating Preferred Stock (filed as Exhibit 3.3 to our Form 10-K for the year ended December 31, 2002 filed on March 31, 2003)
3	.4	Certificate of Designation of shares of Series A-1 Convertible Preferred Stock (filed as Exhibit 3.1 to our Form 8-K filed on July 3, 2006)
3	.5	Certificate of Correction to Certificate of Designation for the shares of Series A-1 Convertible Preferred Stock (filed as Ex. 3.2 to our Form 8-K filed on September 14, 2006)
4	.1	Specimen of Common stock Certificate of the Company (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
4	.2	Rights Agreement dated as of January 11, 2002, between the Company and American Stock Transfer & Trust Company (filed as Exhibit 4.1 to our Form 8-K filed on January 15, 2002)
4	.3	Credit Agreement dated July 3, 2006 between the Company and Obsidiain, LLC as agent (filed as Ex. 10.2 to our Form 8-K filed on July 3, 2006)
4	.4	Form of Senior Secured Floating Rate Note due 2011 (filed as Ex. 10.3 to our Form 8-K filed on July 3, 2006)
4	.5	Investor Rights Agreement dated July 3, 2006, by and among the Company and the holders of its shares of Series A-1 Convertible Preferred Stock (filed as Ex. 4.3 to our Form S-3/A filed on November 14, 2006
10	.1	Lease Agreement for premises at 7600 Colshire Drive, McLean, Virginia (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
10	.2	Online Resources & Communications Corporation 1989 Stock Option Plan (incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
10	.3	1999 Stock Option Plan (incorporated by reference from our registration statement on Form S-1; Registration No. 333-40674)
10	.4	Employee Stock Purchase Plan (incorporated by reference from our registration statement on Form S-8; Registration No. 333-40674)
10	.5	Lease Agreement to premises at 4796 Meadow Wood Lane, Chantilly, Virginia (filed as an exhibit to our form 10-Q for the quarter ended September 30, 2004 filed on November 5, 2004)
10	.6	2005 Restricted Stock and Option Plan (filed with our Definitive Proxy Statement on April 5, 2005)
10	.7	Equity Purchase Agreement by and among the Company and the purchasers of its Series A-1 Convertible Preferred Stock (filed as Ex. 10.1 to our Form 8-K filed on July 3, 2006)
23	.	Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm
31	.1	Certificate of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act, as amended
31	.2	Certificate of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act, as amended
32	.	Certificate of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

This excerpt taken from the ORCC 10-K filed Mar 16, 2006.

PART IV


Item 15.	*Exhibits and Financial Statement Schedules*

(a) The following documents are filed as part of this report:

(1) Consolidated Financial Statements. All financial statements are filed in Part II, Item 8 of this report on Form 10-K.

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets

Consolidated Statements of Operations

Consolidated Statements of Stockholders’ Equity

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

(2) Schedule II — Valuation and Qualifying Accounts.

(3) List of Exhibits.


3	.1	Form of Amended and Restated Certificate of Incorporation of the Company (Incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
3	.2	Form of Amended and Restated Bylaws of the Company (Incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
3	.3	Certificate of Designation of Shares of Series B Junior Participating Preferred Stock (Filed as Exhibit 3.3 to our Form 10-K for the year ended December 31, 2002 filed on March 31, 2003 and incorporated herein by reference)
4	.1	Specimen of Common Stock Certificate of the Company (Incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
4	.2	Registration Rights Agreement dated September 28, 2000 among the Registrant and Jefferies & Company, Inc. as the placement agent (Filed as Exhibit 4.2 to our Form 10-Q for the quarter ended September 30, 2000 filed on November 14, 2000 and incorporated herein by reference)
4	.3	Rights Agreement dated as of January 11, 2002, between the registrant and American Stock Transfer & Trust Company (filed as Exhibit 4.1 to our Form 8-K filed on January 15, 2002 and incorporated herein by reference.)
1	0.1	Lease Agreement for premises at 7600 Colshire Drive, McLean, Virginia (Incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
1	0.2	Online Resources & Communications Corporation 1989 Stock Option Plan (Incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
1	0.3	1999 Stock Option Plan (Incorporated by reference from our registration statement on Form S-1; Registration No. 333-74777)
1	0.4	Employee Stock Purchase Plan (Incorporated by reference from our registration statement on Form S-8; Registration No. 333-40674)
1	0.5	Lease Agreement for premises at 4795 Meadow Wood Lane, Chantilly, Virginia (filed as an exhibit to our Form 10-Q for the quarter ended September 30, 2004 filed on November 5, 2004 and incorporated herein by reference.)
1	0.6	2005 Restricted Stock and Option Plan (Incorporated by reference from our Definitive Proxy Statement filed on April 5, 2005)
23		Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm
31	.1	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act, as amended
31	.2	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act, as amended
32		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sabanes-Oxley Act of 2002

EXCERPTS ON THIS PAGE:

10-K (2 sections)	Apr 9, 2008

10-K	Mar 16, 2007

10-K	Mar 16, 2006

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