WEB.COM 401(K) SAVINGS PLAN
 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
     
þ
  ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
   
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2006
 
   
OR
 
   
o
  TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 0-17932
WEB.COM, INC. 401(k) SAVINGS PLAN
303 Peachtree Center Avenue, Suite 500
Atlanta, Georgia 30303
(Name of issuer of the securities held pursuant to
the Plan and the address of its principal executive office)
 

 


 

Web.com, Inc. 401(k) Savings Plan
Financial Statements, Supplemental Schedule and
Report of Independent Registered Public
Accounting Firm
As of December 31, 2006 and 2005 and
for the year ended December 31, 2006

 

 


 

Web.com, Inc. 401(k) Savings Plan
December 31, 2006 and 2005
Contents
         
    Page(s)  
Report of Independent Registered Public Accounting Firm
    1  
 
       
Statements of Net Assets Available for Benefits
     As of December 31, 2006 and 2005
    2  
 
       
Statement of Changes in Net Assets Available for Benefits
     For the year ended December 31, 2006
    3  
 
       
Notes to Financial Statements
    4-9  
 
       
Supplemental Schedule
       
 
       
Form 5500 — Schedule H — Line 4i
     Schedule of Assets Held for Investment Purposes (at End of Year)
    10  
 
       
EX-23.1 CONSENT OF GRANT THORNTON LLP
       
     
Note:
  Other schedules required by 29 CFR 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they are not applicable.

 

 


 

Report of Independent Registered Public Accounting Firm
Plan Administrator,
Web.Com, Inc. 401(k) Savings Plan
We have audited the accompanying statements of net assets available for benefits of Web.com, Inc. 401(k) Savings Plan (the “Plan”) as of December 31, 2006 and 2005, and the related statement of changes in net assets available for benefits for the year ended December 31, 2006. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2006 and 2005, and the changes in net assets available for benefits for the year ended December 31, 2006 in conformity with accounting principles generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets held for investment purposes (at end of year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
/s/ GRANT THORNTON LLP
Atlanta, Georgia
June 20, 2007

 

 


 

Web.com, Inc. 401(k) Savings Plan
Statements of Net Assets Available for Benefits
As of December 31, 2006 and 2005
                 
    2006     2005  
ASSETS
               
 
Investments (Note C)
  $ 20,630,860     $ 22,677,701  
Receivables:
               
Participant contributions
          31,787  
Employer contributions
          20,691  
 
           
 
          52,478  
 
           
 
NET ASSETS AVAILABLE FOR BENEFITS
  $ 20,630,860     $ 22,730,179  
 
           
The accompanying notes are an integral part of these financial statements.

2

 


 

Web.com, Inc. 401(k) Savings Plan
Statement of Changes in Net Assets Available for Benefits
For the year ended December 31, 2006
         
    2006  
ADDITIONS
       
 
       
Additions to net assets attributed to:
       
Investment earnings:
       
Net appreciation in fair value of investments (Note C)
  $ 387,681  
Dividend income
    1,848,706  
Interest income
    87,071  
 
     
 
    2,323,458  
 
       
Contributions:
       
Participants
    718,027  
Employer
    400,739  
Rollover
    103,763  
 
     
 
    1,222,529  
 
     
Total additions
    3,545,987  
 
       
DEDUCTIONS
       
 
       
Deductions from net assets attributed to:
       
Benefits paid to participants
    5,633,389  
Administrative expenses
    11,917  
 
     
Total deductions
    5,645,306  
 
     
 
       
Net decrease
    (2,099,319 )
 
       
NET ASSETS AVAILABLE FOR BENEFITS
       
BEGINNING OF YEAR
    22,730,179  
 
     
END OF YEAR
  $ 20,630,860  
 
     
The accompanying notes are an integral part of this financial statement.

3

 


 

Web.com, Inc. 401(k) Savings Plan
Notes to Financial Statements
As of December 31, 2006 and 2005
NOTE A — DESCRIPTION OF PLAN
Web.com, Inc. (NASDAQ: WWWW), is a leading destination for simple yet powerful solutions for websites and web services which helps individuals and businesses leverage the power of the Internet to build a web presence. In this document, Web.com, Inc. may be referred to as “we,” “our” or “us.”
On March 20, 2006, Interland, Inc. announced a name change to Web.com, Inc. (the “Company” or the “Plan Sponsor”), in order to align itself more closely with its core web services business. Consequently, the name of the Company’s 401(k) savings plan was changed from the Interland 401(k) Savings Plan to the Web.com, Inc. 401(k) Savings Plan.
The following description of the Web.com, Inc. 401(k) Savings Plan (the “Plan”) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.
1.  
General
The Plan is a defined contribution plan covering substantially all employees of the Company, except leased employees, independent contractors, nonresident aliens, or those whose compensation and condition of employment are established by a collective bargaining agreement. Covered employees become eligible to participate in the Plan upon their date of hire. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).
2.  
Plan Administration
The Plan Sponsor has appointed the Benefits Department as the Plan Administrator and Fidelity Management Trust Company (“FMTC”) as the Plan Trustee. Fidelity Investments Institutional Operations Company, Inc. (“FIIOC”), an affiliate of FMTC, provides recordkeeping and other administrative services to the Plan.
3.  
Contributions
Each year, participants may contribute from 1% up to 75% of their pretax annual compensation as defined by the Plan. Participants may also make rollover contributions of amounts representing distributions from other qualified retirement plans. Participants age 50 and older may also make catch-up contributions.
The Plan is designed to be a “safe-harbor” plan. The Plan provides that the match is non-discretionary and is equal to 100% of the first 4% of compensation that participants contribute each pay period to the Plan. During 2006 and 2005, the Company made discretionary “true-up” matching contributions to ensure that participants’ total matching amounts during 2006 and 2005 equaled 100% of the participants’ contribution up to 4% of their contributions. Additional safe-harbor matching contributions (i.e. contributions in excess of 4%) may be contributed at the option of the Company, provided that such contributions satisfy certain additional safe-harbor requirements. Contributions are subject to certain regulatory limitations.

4

 


 

Web.com, Inc. 401(k) Savings Plan
Notes to Financial Statements
As of December 31, 2006 and 2005
NOTE A — DESCRIPTION OF PLAN — Continued
4.  
Participant Accounts
Each participant’s account is credited with the participant’s contribution, the Company’s contribution and an allocation of Plan earnings. Allocations are based on participant earnings or account balances, as defined. A participant is entitled to the benefit that can be provided from the participant’s vested account.
5.  
Vesting
Participants are immediately vested in their contributions plus earnings thereon. Participants are immediately vested in matching contributions received on or after January 1, 2000. Vesting in matching contributions received prior to January 1, 2000 is based on years of credited service.
6.  
Investment Options
Participants may direct their contributions and any related earnings into a number of available investment options that vary in degree of risk and investment objective. Participants may change their investment options daily. The Plan Administrator or FMTC may change the investment options available to participants at any time. The following investment options were available as of December 31, 2006: Fidelity Retirement Money Market Portfolio, Alger MidCap Growth Institutional Fund, Fidelity Magellan Fund, Fidelity Equity Income Fund, Fidelity Blue Chip Growth Fund, Fidelity Low-Priced Stock Fund, Fidelity Dividend Growth Fund, Spartan U.S. Equity Index Fund, Fidelity Managed Income Portfolio, PIMCO Total Return Fund Administrative Class, Fidelity Diversified International Fund, Fidelity Freedom Income Fund, Fidelity Freedom 2005 Fund, Fidelity Freedom 2010 Fund, Fidelity Freedom 2015 Fund, Fidelity Freedom 2020 Fund, Fidelity Freedom 2025 Fund, Fidelity Freedom 2030 Fund, Fidelity Freedom 2035 Fund, Fidelity Freedom 2040 Fund and Web.com, Inc. Stock Fund. The Web.com, Inc. Stock Fund consists of the Company’s common stock and a short-term interest bearing cash account necessary to maintain liquidity. The Plan renamed the Interland, Inc. Stock Fund to the Web.com, Inc. Stock Fund effective March 20, 2006. In addition, from July 1, 2004 through February 26, 2006, the Interland, Inc. Stock Fund (now the Web.com, Inc. Stock Fund) was frozen to new contributions. Effective February 27, 2006, the Company removed the freeze on the Web.com, Inc. Stock Fund investment option.

5

 


 

Web.com, Inc. 401(k) Savings Plan
Notes to Financial Statements
As of December 31, 2006 and 2005
NOTE A — DESCRIPTION OF PLAN — Continued
7.  
Benefit Payments
Upon termination of service due to death, disability, retirement, or other reasons, a participant or beneficiary will receive an amount equal to the value of the vested interest in the participant’s account. Participants may request in-service withdrawals if they are at least age 59 1/2 or have an immediate financial hardship. Participants may also elect to withdraw all or any part of their rollover account (including earnings). Participants receive payment in the form of a lump-sum distribution.
8.  
Participant Loans
Participants may borrow from their accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan terms range from 6-60 months. The participant’s account balance collateralizes the loans, which bear interest at a rate based on the prime rate on the loan approval date. Interest rates ranged from 6.0% to 8.25% for loans outstanding at December 31, 2006. Principal and interest payments occur ratably through regular payroll deductions.
9.  
Forfeitures and Administrative Expenses
Forfeitures represent the portion of the Participant’s Account that is not vested upon the participant’s termination date (see Note A-5). Forfeited nonvested amounts are used (1) to reinstate nonvested amounts to re-employed participants provided certain provisions of the Plan document are met, (2) to pay administrative expenses of the Plan, or (3) to reduce matching and other contributions to the Plan. During 2006, all accounts of terminated participants were reviewed by the Plan Trustee and any nonvested funds were transferred to the forfeiture account for terminated participants who no longer met the reinstatement provisions. Activity in the forfeiture account for 2006 is as follows:
         
    2006  
Forfeited nonvested accounts as of January 1
  $ 38,792  
Participant forfeitures during the year
    493,465  
Investment earnings
    6,355  
Forfeitures used to reduce employer contributions during the year
    (50,672 )
Other
    244  
 
     
Forfeited nonvested accounts (available to pay future expenses and reduce future employer contributions) as of December 31
  $ 488,184  
 
     
The Company pays for certain administrative expenses of the Plan including professional fees.
NOTE B — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
1.  
Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Plan Administrator to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

6

 


 

Web.com, Inc. 401(k) Savings Plan
Notes to Financial Statements
As of December 31, 2006 and 2005
NOTE B — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES — Continued
2.  
Investment Valuation and Income Recognition
The Plan’s investments are stated at fair value. Shares of mutual funds are valued by quoted market prices at the net asset value of shares held in trust for the Plan. Shares of common stock are valued by quoted market prices from a national exchange. Common/collective trust funds are valued at net unit value as determined by the Trustee. Participant loans and money market funds are valued at cost, which approximates fair value. Securities transactions are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
As described in Financial Accounting Standards Board Staff Position, FSP AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans (the “FSP”), investment contracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measure attributable for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The Plan invests in fully benefit-responsive investment contracts through a collective trust. The Plan adopted the FSP in 2006. The adoption did not have a material effect on the Plan’s net assets available for benefits or changes in net assets available for benefits.
3.  
Risks and Uncertainties
Investment securities are exposed to various risks, such as interest rate and market. Due to the level of risk associated with certain investments and the level of uncertainty related to changes in the value of investments, it is at least reasonably possible that changes in risk in the near term could materially affect participants’ account balances and the amounts reported in the statement of net assets available for benefits and the statement of changes in net assets available for benefits.
4.  
Benefit Payments
Benefit payments are recorded when paid.

7

 


 

Web.com, Inc. 401(k) Savings Plan
Notes to Financial Statements
As of December 31, 2006 and 2005
NOTE C — INVESTMENTS
The following presents the fair value of investments. A more detailed presentation of the investments appears in the supplemental schedule of assets held for investment purposes (at end of year). Investments that represent 5% or more of the Plan’s net assets are separately identified.
                 
    December 31,  
    2006     2005  
Money market fund
               
Fidelity Retirement Money Market Portfolio
  $ 1,948,072     $ 1,638,014  
 
               
Mutual funds
               
Alger MidCap Growth Institutional Fund
    1,208,786       1,433,613  
Fidelity Magellan Fund
    4,061,998       4,769,595  
Fidelity Equity Income Fund
    2,856,954       2,984,158  
Fidelity Blue Chip Growth Fund
    2,209,123       2,674,676  
Spartan U.S. Equity Index Fund
    1,864,100       2,273,809  
Fidelity Low-Priced Stock Fund
    879,169       1,127,446  
PIMCO Total Return Fund Administrative Class
    725,124       1,030,254  
Fidelity Diversified International Fund
    2,559,525       2,503,878  
Individually less than 5% of net assets
    1,864,079       1,792,547  
 
           
 
               
 
    18,228,858       20,589,976  
Common/collective trust
               
Individually less than 5% of net assets
    63,163       160,664  
 
               
Employer common stock fund
               
Individually less than 5% of net assets
    283,882       129,825  
 
               
Participant loans
               
Individually less than 5% of net assets
    106,885       159,222  
 
           
 
               
 
  $ 20,630,860     $ 22,677,701  
 
           
During 2006, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated (depreciated) in fair value as follows:
         
    2006  
Mutual funds
    452,466  
Employer common stock fund
    (64,785 )
 
     
 
  $ 387,681  
 
     

8

 


 

Web.com, Inc. 401(k) Savings Plan
Notes to Financial Statements
As of December 31, 2006 and 2005
NOTE D — RELATED PARTY TRANSACTIONS
Plan investments include shares of mutual funds, common/collective trusts and money market funds managed by an affiliate of FMTC as well as shares of the Company. FMTC is the Plan Trustee and the Company is the Plan Sponsor and, therefore, transactions in these investments qualify as party-in-interest transactions. Fees paid by the Plan to FIIOC, an affiliate of FMTC, for administrative services amounted to $11,917 for the year ended December 31, 2006.
NOTE E — TAX STATUS
The Internal Revenue Service (“IRS”) has informed the Company by a determination letter dated May 5, 2001, that the Plan and related trust are designed in accordance with the applicable sections of the Internal Revenue Code (“IRC”). Although the Company has amended the Plan since the date of the determination letter, the Plan Administrator believes that the Plan is currently designed and being operated in compliance with applicable requirements of the IRC.
NOTE F — PLAN TERMINATION
Although the Company expects to continue the Plan indefinitely, it has the right under the Plan document to discontinue its contributions at any time and to terminate the Plan (“full termination”) subject to the provisions of ERISA. In the event of full termination, termination with respect to a group or class of participants (“partial termination”) or a partial discontinuance of contributions, the unvested portion of Company contributions for participants subject to such full termination, partial termination or partial discontinuance will become fully vested and non-forfeitable. During 2005, the Company completed a restructuring, which included a reduction of approximately 150 full-time equivalent positions, out of an employee base of approximately 430. The restructuring constituted a “partial termination” under the Plan and the provisions of ERISA. The partial termination did not have a material effect on the Plan or the participants because under the terms of the Plan, the participants’ accounts already were fully vested prior to the partial termination.

9

 


 

Web.com, Inc. 401(k) Savings Plan
EIN 41-1404301/PN 001
Schedule of Assets Held for Investment Purposes (at End of Year)
Form 5500 — Schedule H — Line 4i
December 31, 2006
                         
(a)   (b)   (c)   (e)
*
  Fidelity Retirement Money Market Portfolio     1,948,072     shares of money market fund     1,948,072  
 
  Alger MidCap Growth Institutional Fund     71,399     shares of mutual fund     1,208,786  
*
  Fidelity Magellan Fund     45,375     shares of mutual fund     4,061,998  
*
  Fidelity Equity Income Fund     48,795     shares of mutual fund     2,856,954  
*
  Fidelity Blue Chip Growth Fund     49,856     shares of mutual fund     2,209,123  
*
  Fidelity Low-Priced Stock Fund     20,192     shares of mutual fund     879,169  
*
  Fidelity Dividend Growth Fund     25,013     shares of mutual fund     792,401  
*
  Spartan U.S. Equity Index Fund     37,148     shares of mutual fund     1,864,100  
 
  PIMCO Total Return Fund Administrative Class     69,858     shares of mutual fund     725,124  
*
  Fidelity Managed Income Portfolio     63,163     units of common/collection trust     63,163  
*
  Fidelity Diversified International Fund     69,270     shares of mutual fund     2,559,525  
*
  Fidelity Freedom Income Fund     842     shares of mutual fund     9,719  
*
  Fidelity Freedom 2005     1,164     shares of mutual fund     13,519  
*
  Fidelity Freedom 2010     1,713     shares of mutual fund     25,039  
*
  Fidelity Freedom 2015     1,485     shares of mutual fund     18,116  
*
  Fidelity Freedom 2020     8,063     shares of mutual fund     125,216  
*
  Fidelity Freedom 2025     8,879     shares of mutual fund     113,391  
*
  Fidelity Freedom 2030     11,774     shares of mutual fund     188,736  
*
  Fidelity Freedom 2035     20,586     shares of mutual fund     271,535  
*
  Fidelity Freedom 2040     32,321     shares of mutual fund     306,407  
*
  Web.com, Inc. Stock Fund     64,542     shares of employer common stock     283,882  
*
  Participant Loans           Interest rates range from 6.0% to 8.25%     106,885  
 
                       
 
 
                    20,630,860  
 
                       
* Represents a party-in-interest

10

 


 

SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Web.com, Inc. 401(k) Savings Plan Committee duly caused this Annual Report on Form 11-K to be signed on its behalf by the undersigned hereunto duly authorized.
     
 
  WEB.COM, INC. 401(k) SAVINGS PLAN
 
   
DATE: June 22, 2007
   
 
   
 
  /s/ Jon Christopher Nowlin
 
   
 
  Jon Christopher Nowlin
401(K) Committee Chairman and Plan Administrator of
Web.com, Inc. 401(K) Savings Plan
Senior Vice President, Human Resources, Web.com, Inc.