no significant integration costs are anticipated in the future , as such the majority of the acquisition and integration related costs have been paid as of december 31 , 2011. since the wag acquisition , certain residual wag operations have been separately accounted for during the integration process . these operations relate to certain wag product revenues , the related operating costs and integration costs . we have presented such residual wag operations for purposes of providing comparable financial information for the impacted fiscal years ended 2010 and 2011. we will not provide this information going forward into 2012 , since 2011 represented a full year with these residual wag operations and will thus be more comparable to 2012. we expect such revenues and expenses that directly relate to wag products will gradually decrease over fiscal 2012. for additional information , see note 5  business combination of the notes to consolidated financial statements , included in part iv , item 15 of this report . we may pursue additional acquisition opportunities in the future to increase our share of the aftermarket auto parts market or expand our product offering . executive summary for the fiscal year 2011 , the company generated net sales of $ 327.1 million , compared with $ 262.3 million for fiscal 2010 , representing an increase of 25 % . excluding $ 83.4 million and $ 39.1 million of net sales from wag in fiscal 2011 and 2010 , respectively , our net sales for fiscal 2011 and 2010 were $ 243.7 million and $ 223.2 million , respectively , for an increase of 9 % over the prior year . net loss for fiscal 2011 was $ 15.1 million , or $ 0.50 per share , which included a non-cash write-down of intangibles and restructuring charges related to wag of $ 3.4 million ( net of a $ 1.7 million tax benefit ) and $ 7.4 million , respectively , and $ 0.5 million of legal expenses to protect intellectual property . this compares to a net loss of $ 13.9 million , or $ 0.46 per share for fiscal 2010 , which included $ 3.1 million of restructuring charges related to wag , and $ 2.3 million of legal expenses to protect intellectual property . earnings per share for fiscal 2011 and 2010 also included amortization expense related to intangibles of $ 3.7 million or $ 0.12 per share and $ 2.8 million or $ 0.09 per share , respectively . we generated adjusted ebitda ( earnings before interest , taxes , depreciation , and amortization plus current year 's share-based compensation expense , legal costs to enforce intellectual property rights , restructuring expenses related to acquisition and a fiscal 2010 only charge for change in revenue recognition ) of $ 16.3 million in fiscal 2011 compared to $ 19.5 million in fiscal 2010. adjusted ebitda excludes share-based compensation expense of $ 2.6 million in fiscal 2011 and $ 2.7 million in fiscal 2010. adjusted ebitda is presented because such measure is used by rating agencies , securities analysts , investors and other parties in evaluating the company . it should not be considered , however , as an alternative to operating income as an indicator of the company 's operating performance or as an alternative cash flows as measures of the company 's overall liquidity as presented in the company 's consolidated financial statements . further , the adjusted ebitda measure shown for the company may not be comparable to similarly titled measures used by other companies . to understand revenue generation through our network of e-commerce websites , we monitor several key business metrics , including the following : unique visitors : a unique visitor to a particular website represents a user with a distinct ip address that visits that particular website . we define the total number of unique visitors in a given month as the sum of unique visitors to each of our websites during that month . we measure unique visitors to understand the volume of traffic to our websites and to track the effectiveness of our online marketing efforts . the number of unique visitors has historically varied based on a number of factors , including our marketing activities and seasonality . we believe an increase in unique visitors to our websites will result in an increase in the number of orders . we seek to increase the number of unique visitors to our websites by attracting repeat customers and improving search engine marketing and other internet marketing activities . total number of orders : we monitor the total number of orders as an indicator of future revenue trends . we recognize revenue associated with an order when the products have been delivered , consistent with our revenue recognition policy . average order value : average order value represents our net sales on a placed orders basis for a given period of time divided by the total number of orders recorded during the same period of time . we seek to increase the average order value as a means of increasing net sales . average order values vary depending upon a number of factors , including the components of our product offering , the order volume in certain online sales channels , macro-economic conditions , and the general level of competition online . 23 the tables below reconcile net ( loss ) income to consolidated adjusted ebitda and u.s. auto parts ( usap ) excluding the wag acquisition for the periods presented ( in thousands ) : replace_table_token_4_th replace_table_token_5_th basis of presentation net sales . online and offline sales represent two different sales channels for our products . we generate online net sales primarily through the sale of auto parts to individual consumers through our network of e-commerce websites and online marketplaces , including online advertising . e-commerce sales are derived from our network of websites , which are company owned and operated . story_separator_special_tag under asc 740 , deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amount of existing assets and liabilities and their respective tax bases . deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled . when appropriate , a valuation reserve is established to reduce deferred tax assets , which include tax credits and loss carry forwards , to the amount that is more likely than not to be realized . the ability to realize deferred tax assets depends on the ability to generate sufficient taxable income within the carryback or carryforward periods provided for in the tax law for each applicable tax jurisdiction . we consider the following possible sources of taxable income when assessing the realization of our deferred tax assets : future reversals of existing taxable temporary differences ; 27 future taxable income exclusive of reversing temporary differences and carryforwards ; taxable income in prior carryback years ; and tax-planning strategies . the assessment regarding whether a valuation allowance is required or should be adjusted also considers , among other matters , the nature , frequency and severity of recent losses of the combined usap and wag operations , forecasts of future profitability , the duration of statutory carryforward periods , our experience with tax attributes expiring unused and tax planning alternatives . in making such judgments , significant weight is given to evidence that can be objectively verified . concluding that a valuation allowance is not required is difficult when there is significant negative evidence that is objective and verifiable , such as cumulative losses in recent years . although we expect that the operations of the recently acquired wag business and our ability to achieve future profitability of these operations was enhanced by the cost reductions that occurred as a result of the acquisition and subsequent integration efforts , wag 's historic operating results remain relevant as they are reflective of the industry and the effect of economic conditions . the fundamental businesses and inherent risks in which the wag business operates did not change from those which existed prior to the acquisition . we utilized a three-year analysis of actual results as the primary measure of cumulative losses in recent years . however , because a substantial portion of those cumulative losses relate to impairment of intangible assets and goodwill , those three-year cumulative results are adjusted for the effect of these items . in addition , the near- and medium-term financial outlook is considered when assessing the need for a valuation allowance . the valuation of deferred tax assets requires judgment and assessment of the future tax consequences of events that have been recorded in the financial statements or in the tax returns , and our future profitability represents our best estimate of those future events . changes in our current estimates , due to unanticipated events or otherwise , could have a material effect on our financial condition and results of operations . prior to the acquisition of wag , the company concluded that it was more likely than not that we would realize the deferred tax assets in all jurisdictions . however , with the acquisition of wag in 2010 , based largely on the weight of the combined cumulative three-year adjusted loss position , it was determined that it was not more likely than not that the company would realize its net deferred tax assets as of january 1 , 2011. therefore , a valuation allowance of $ 18.3 million was recorded as of january 1 , 2011 , of which $ 4.7 million was recorded in relation to wag in connection with our acquisition in august 2010. based on the same determination , an additional valuation allowance of $ 5.7 million was recorded as of december 31 , 2011 , resulting in a valuation allowance balance of $ 22.8 million as of december 31 , 2011. if , in the future , we generate taxable income on a sustained basis in jurisdictions where we have recorded full valuation allowances , our conclusion regarding the need for full valuation allowances in these tax jurisdictions could change , resulting in the reversal of some or all of the valuation allowances . if our operations generate taxable income prior to reaching profitability on a sustained basis , we would reverse a portion of the valuation allowance related to the corresponding realized tax benefit for that period , without changing our conclusions on the need for a full valuation allowance against the remaining net deferred tax assets . at december 31 , 2011 , federal and state net operating loss ( nol ) carryforwards were $ 28.3 million and $ 42.2 million , respectively . federal nol carryforwards of $ 2.7 million were acquired in the acquisition of wag which are subject to internal revenue code section 382 and limited to an annual usage limitation of $ 135,000. additionally the tax benefit of $ 0.9 million of the federal and state nol carryforwards which was created by the exercise of stock options will be credited to additional paid-in-capital once recognized . federal nol carryforwards expire in 2029 and 2030 , while state nol carryforwards begin to expire in 2016. the state nol carryforwards expire in the respective tax years as follows ( in thousands ) : replace_table_token_6_th the company utilizes a two-step approach to recognizing and measuring uncertain tax positions . the first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit , including resolution of related appeals or litigation processes . the second step is to measure the tax benefit as the largest amount which is more than 50 % likely of being realized

cash flows the following table summarizes the key cash flow metrics from our consolidated statements of cash flow for fiscal 2009 , fiscal 2010 and fiscal 2011 , respectively , ended : replace_table_token_28_th operating activities net cash provided by operating activities increased by approximately $ 12.1 million for fiscal 2011 , as compared to fiscal 2010. the increase over prior year was primarily due to a significant decrease in the purchase of inventory and an improvement in timing of payments on accounts payable . this was partially offset by an increase in accounts receivable and a reduction in net earnings in fiscal 2011 compared to 2010 , after adjusting for non-cash items such as depreciation , amortization , impairment loss on intangibles , share-based compensation and deferred income taxes . net cash provided by operating activities decreased by approximately $ 13.3 million for fiscal 2010 , as compared to fiscal 2009. the decrease was primarily due to an increase in purchase of inventory , which was offset by an improvement in timing of payments on accounts payable and net earnings in fiscal 2010 after adjusting for non-cash items such as depreciation and amortization and deferred income taxes . 36 investing activities net cash used in investing activities decreased by approximately $ 19.5 million for fiscal 2011 , as compared to fiscal 2010. the decrease was primarily due to the cash paid for the wag acquisition in fiscal 2010 , which was partially offset by net proceeds from the sale of marketable securities . net cash used in investing activities increased by approximately $ 13.0 million for fiscal 2010 , as compared to fiscal 2009. the increase was primarily due to our acquisition of wag and purchase of property and equipment , which was partially offset by proceeds from the sale of marketable securities .


 Write a concise suspicious activity report of the following text delimited by triple backquotes. Return your response as a formal report which covers the key points highlighting the location,dates,entity names and account holder information in chronological order of the text.
     ```cash flows the following table summarizes the key cash flow metrics from our consolidated statements of cash flow for fiscal 2009 , fiscal 2010 and fiscal 2011 , respectively , ended : replace_table_token_28_th operating activities net cash provided by operating activities increased by approximately $ 12.1 million for fiscal 2011 , as compared to fiscal 2010. the increase over prior year was primarily due to a significant decrease in the purchase of inventory and an improvement in timing of payments on accounts payable . this was partially offset by an increase in accounts receivable and a reduction in net earnings in fiscal 2011 compared to 2010 , after adjusting for non-cash items such as depreciation , amortization , impairment loss on intangibles , share-based compensation and deferred income taxes . net cash provided by operating activities decreased by approximately $ 13.3 million for fiscal 2010 , as compared to fiscal 2009. the decrease was primarily due to an increase in purchase of inventory , which was offset by an improvement in timing of payments on accounts payable and net earnings in fiscal 2010 after adjusting for non-cash items such as depreciation and amortization and deferred income taxes . 36 investing activities net cash used in investing activities decreased by approximately $ 19.5 million for fiscal 2011 , as compared to fiscal 2010. the decrease was primarily due to the cash paid for the wag acquisition in fiscal 2010 , which was partially offset by net proceeds from the sale of marketable securities . net cash used in investing activities increased by approximately $ 13.0 million for fiscal 2010 , as compared to fiscal 2009. the increase was primarily due to our acquisition of wag and purchase of property and equipment , which was partially offset by proceeds from the sale of marketable securities .
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 Suspicious Activity Report : no significant integration costs are anticipated in the future , as such the majority of the acquisition and integration related costs have been paid as of december 31 , 2011. since the wag acquisition , certain residual wag operations have been separately accounted for during the integration process . these operations relate to certain wag product revenues , the related operating costs and integration costs . we have presented such residual wag operations for purposes of providing comparable financial information for the impacted fiscal years ended 2010 and 2011. we will not provide this information going forward into 2012 , since 2011 represented a full year with these residual wag operations and will thus be more comparable to 2012. we expect such revenues and expenses that directly relate to wag products will gradually decrease over fiscal 2012. for additional information , see note 5  business combination of the notes to consolidated financial statements , included in part iv , item 15 of this report . we may pursue additional acquisition opportunities in the future to increase our share of the aftermarket auto parts market or expand our product offering . executive summary for the fiscal year 2011 , the company generated net sales of $ 327.1 million , compared with $ 262.3 million for fiscal 2010 , representing an increase of 25 % . excluding $ 83.4 million and $ 39.1 million of net sales from wag in fiscal 2011 and 2010 , respectively , our net sales for fiscal 2011 and 2010 were $ 243.7 million and $ 223.2 million , respectively , for an increase of 9 % over the prior year . net loss for fiscal 2011 was $ 15.1 million , or $ 0.50 per share , which included a non-cash write-down of intangibles and restructuring charges related to wag of $ 3.4 million ( net of a $ 1.7 million tax benefit ) and $ 7.4 million , respectively , and $ 0.5 million of legal expenses to protect intellectual property . this compares to a net loss of $ 13.9 million , or $ 0.46 per share for fiscal 2010 , which included $ 3.1 million of restructuring charges related to wag , and $ 2.3 million of legal expenses to protect intellectual property . earnings per share for fiscal 2011 and 2010 also included amortization expense related to intangibles of $ 3.7 million or $ 0.12 per share and $ 2.8 million or $ 0.09 per share , respectively . we generated adjusted ebitda ( earnings before interest , taxes , depreciation , and amortization plus current year 's share-based compensation expense , legal costs to enforce intellectual property rights , restructuring expenses related to acquisition and a fiscal 2010 only charge for change in revenue recognition ) of $ 16.3 million in fiscal 2011 compared to $ 19.5 million in fiscal 2010. adjusted ebitda excludes share-based compensation expense of $ 2.6 million in fiscal 2011 and $ 2.7 million in fiscal 2010. adjusted ebitda is presented because such measure is used by rating agencies , securities analysts , investors and other parties in evaluating the company . it should not be considered , however , as an alternative to operating income as an indicator of the company 's operating performance or as an alternative cash flows as measures of the company 's overall liquidity as presented in the company 's consolidated financial statements . further , the adjusted ebitda measure shown for the company may not be comparable to similarly titled measures used by other companies . to understand revenue generation through our network of e-commerce websites , we monitor several key business metrics , including the following : unique visitors : a unique visitor to a particular website represents a user with a distinct ip address that visits that particular website . we define the total number of unique visitors in a given month as the sum of unique visitors to each of our websites during that month . we measure unique visitors to understand the volume of traffic to our websites and to track the effectiveness of our online marketing efforts . the number of unique visitors has historically varied based on a number of factors , including our marketing activities and seasonality . we believe an increase in unique visitors to our websites will result in an increase in the number of orders . we seek to increase the number of unique visitors to our websites by attracting repeat customers and improving search engine marketing and other internet marketing activities . total number of orders : we monitor the total number of orders as an indicator of future revenue trends . we recognize revenue associated with an order when the products have been delivered , consistent with our revenue recognition policy . average order value : average order value represents our net sales on a placed orders basis for a given period of time divided by the total number of orders recorded during the same period of time . we seek to increase the average order value as a means of increasing net sales . average order values vary depending upon a number of factors , including the components of our product offering , the order volume in certain online sales channels , macro-economic conditions , and the general level of competition online . 23 the tables below reconcile net ( loss ) income to consolidated adjusted ebitda and u.s. auto parts ( usap ) excluding the wag acquisition for the periods presented ( in thousands ) : replace_table_token_4_th replace_table_token_5_th basis of presentation net sales . online and offline sales represent two different sales channels for our products . we generate online net sales primarily through the sale of auto parts to individual consumers through our network of e-commerce websites and online marketplaces , including online advertising . e-commerce sales are derived from our network of websites , which are company owned and operated . story_separator_special_tag under asc 740 , deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amount of existing assets and liabilities and their respective tax bases . deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled . when appropriate , a valuation reserve is established to reduce deferred tax assets , which include tax credits and loss carry forwards , to the amount that is more likely than not to be realized . the ability to realize deferred tax assets depends on the ability to generate sufficient taxable income within the carryback or carryforward periods provided for in the tax law for each applicable tax jurisdiction . we consider the following possible sources of taxable income when assessing the realization of our deferred tax assets : future reversals of existing taxable temporary differences ; 27 future taxable income exclusive of reversing temporary differences and carryforwards ; taxable income in prior carryback years ; and tax-planning strategies . the assessment regarding whether a valuation allowance is required or should be adjusted also considers , among other matters , the nature , frequency and severity of recent losses of the combined usap and wag operations , forecasts of future profitability , the duration of statutory carryforward periods , our experience with tax attributes expiring unused and tax planning alternatives . in making such judgments , significant weight is given to evidence that can be objectively verified . concluding that a valuation allowance is not required is difficult when there is significant negative evidence that is objective and verifiable , such as cumulative losses in recent years . although we expect that the operations of the recently acquired wag business and our ability to achieve future profitability of these operations was enhanced by the cost reductions that occurred as a result of the acquisition and subsequent integration efforts , wag 's historic operating results remain relevant as they are reflective of the industry and the effect of economic conditions . the fundamental businesses and inherent risks in which the wag business operates did not change from those which existed prior to the acquisition . we utilized a three-year analysis of actual results as the primary measure of cumulative losses in recent years . however , because a substantial portion of those cumulative losses relate to impairment of intangible assets and goodwill , those three-year cumulative results are adjusted for the effect of these items . in addition , the near- and medium-term financial outlook is considered when assessing the need for a valuation allowance . the valuation of deferred tax assets requires judgment and assessment of the future tax consequences of events that have been recorded in the financial statements or in the tax returns , and our future profitability represents our best estimate of those future events . changes in our current estimates , due to unanticipated events or otherwise , could have a material effect on our financial condition and results of operations . prior to the acquisition of wag , the company concluded that it was more likely than not that we would realize the deferred tax assets in all jurisdictions . however , with the acquisition of wag in 2010 , based largely on the weight of the combined cumulative three-year adjusted loss position , it was determined that it was not more likely than not that the company would realize its net deferred tax assets as of january 1 , 2011. therefore , a valuation allowance of $ 18.3 million was recorded as of january 1 , 2011 , of which $ 4.7 million was recorded in relation to wag in connection with our acquisition in august 2010. based on the same determination , an additional valuation allowance of $ 5.7 million was recorded as of december 31 , 2011 , resulting in a valuation allowance balance of $ 22.8 million as of december 31 , 2011. if , in the future , we generate taxable income on a sustained basis in jurisdictions where we have recorded full valuation allowances , our conclusion regarding the need for full valuation allowances in these tax jurisdictions could change , resulting in the reversal of some or all of the valuation allowances . if our operations generate taxable income prior to reaching profitability on a sustained basis , we would reverse a portion of the valuation allowance related to the corresponding realized tax benefit for that period , without changing our conclusions on the need for a full valuation allowance against the remaining net deferred tax assets . at december 31 , 2011 , federal and state net operating loss ( nol ) carryforwards were $ 28.3 million and $ 42.2 million , respectively . federal nol carryforwards of $ 2.7 million were acquired in the acquisition of wag which are subject to internal revenue code section 382 and limited to an annual usage limitation of $ 135,000. additionally the tax benefit of $ 0.9 million of the federal and state nol carryforwards which was created by the exercise of stock options will be credited to additional paid-in-capital once recognized . federal nol carryforwards expire in 2029 and 2030 , while state nol carryforwards begin to expire in 2016. the state nol carryforwards expire in the respective tax years as follows ( in thousands ) : replace_table_token_6_th the company utilizes a two-step approach to recognizing and measuring uncertain tax positions . the first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit , including resolution of related appeals or litigation processes . the second step is to measure the tax benefit as the largest amount which is more than 50 % likely of being realized

