Commitments and Contingencies | (11) Commitments and Contingencies (a) Operating Leases Pursuant to the terms of the lease agreement for the Company’s corporate headquarters, the Company took possession of additional office space in the same building in February 2015. The term of the lease for the additional space will expire in 2024. (b) Litigation The Company is involved from time to time in various legal proceedings in the normal course of business that individually or in the aggregate would not have a material effect on its results of operations or financial position. On January 6, 2015, the Company, John Kunze and Ryno Blignaut were sued in a putative class action lawsuit, captioned Alexander Liu v. Xoom Corporation, et al. , Case No. CGC-15-543531, filed in San Francisco Superior Court by purported stockholders of the Company, in connection with its January 5, 2015 announcement that the Company was the victim of criminal fraud resulting in the transfer of $30.8 million in corporate cash to overseas accounts. On February 6, 2015, the lawsuit was removed to federal court in the Northern District of California, and assigned the case number 5:15-cv-00602-LHK. On March 11, 2015, the Company, John Kunze and Ryno Blignaut were sued in a putative class action lawsuit captioned Patrick Andrew Barrett v. Xoom Corp. , et al., Case No. CGC-15-544655, also filed in San Francisco Superior Court by purported stockholders of the Company. On March 20, 2015, the lawsuit was removed to federal court in the Northern District of California, and assigned the case number 5:15-cv-01319. On June 25, 2015, the federal court remanded the Liu and Barrett actions back to the San Francisco Superior Court. On September 28, 2015, an amended complaint was filed in the Liu action naming a different plaintiff, Duncan C. Leuenberger. On October 6, 2015, an amended complaint was filed in the Barrett action. The Liu and Barrett lawsuits allege that the Company and Messrs. Kunze and Blignaut violated federal securities laws by misrepresenting and/or omitting information in the offering materials distributed in connection with the Company’s February 2013 initial public offering and September 2013 follow-on offering. The lawsuits seek unspecified damages and attorneys’ fees and costs. Between July 8, 2015 and July 16, 2015, four purported class action lawsuits were filed against Xoom and its directors, PayPal, Inc., Timer Acquisition Corp. and PayPal Holdings, Inc. in connection with the proposed Merger between Xoom and PayPal in the Delaware Chancery Court, captioned Booth Family Trust v. Xoom Corporation et al. , C.A. No. 11263 (July, 8, 2015), King v. Xoom Corporation et al. , C.A. No. 11273 (July 9, 2015), Beverly v. Kunze et al. , C.A. No. 11285 (July 13, 2015) and Torres v. Xoom Corporation et al ., C.A. No. 11301 (July 16, 2015). On July 17, 2015, the Delaware Court of chancery issued an order consolidating all of the actions into one matter captioned In re Xoom Corporation Stockholder Litigation , Consolidated C.A. No. 11263-VCP. On July 29, 2015, plaintiffs in the consolidated action filed a consolidated class action complaint against us and our directors, PayPal, Timer Acquisition Corp., and PayPal Holdings. On August 5, 2015, plaintiffs in the consolidated action filed a motion for expedited proceedings, seeking certain discovery on an expedited basis, and a motion for a preliminary injunction barring defendants from taking any action to consummate the proposed merger. On August 14, 2015, the Delaware Court of Chancery denied plaintiffs’ motion for expedited proceedings. On October 20, 2015, plaintiffs notified the Court that they intend to voluntarily dismiss the case. The consolidated class action complaint alleges that Xoom’s directors breached their fiduciary duties to Xoom stockholders, and that the other defendants aided and abetted such breaches, by seeking to sell Xoom through an allegedly unfair process and for an unfair price and on unfair terms. In addition, the consolidated class action complaint alleges that Xoom’s directors breached their fiduciary duties with respect to the contents of the preliminary proxy statement filed with the SEC on July 21, 2015. The consolidated class action complaint seeks, among other things, equitable relief that would enjoin the consummation of the Merger, rescission of the Merger Agreement (to the extent it has already been implemented) or rescissory damages, and attorneys’ fees and costs. Although the ultimate outcome of litigation cannot be predicted with certainty, the Company believes that these lawsuits are without merit and intends to defend against the actions vigorously. The Company believes that any liability resulting from these lawsuits will not have a material adverse effect on its business, financial condition or results of operations. (c) Merger Agreement The Company incurred $9.4 million and $10.7 million of Merger-related expenses during the three and nine months ended September 30, 2015, respectively, which were recognized as general and administrative expenses. The Company expects to incur an additional $0. 2 million in Merger-related expenses that are not contingent upon the closing of the Merger. These expenses will likely be recognized during the period ending December 31, 2015. In addition, should the Merger close, the Company expects to incur additional expenses of approximately $14.2 million in connection with closing. Total Merger-related expenses, contingent and non-contingent, are anticipated to be approximately $25.1 million. |