Contingencies | Contingencies As part of our consumer services, we offer 24x7x365 member service support. If a member’s identity has been compromised, our member service team and remediation specialists will assist the member until the issue has been resolved. This includes our $1 million service guarantee, which is backed by an identity theft insurance policy, under which we will spend up to $1 million to cover certain third-party costs and expenses incurred in connection with the remediation, such as legal and investigatory fees. This insurance also covers certain out-of-pocket expenses, such as loss of income, replacement of fraudulent withdrawals, and costs associated with child and elderly care, travel, stolen purse/wallet, and replacement of documents. While we have reimbursed members for claims under this guarantee, the amounts in aggregate for the three- and six -month periods ended June 30, 2015 and 2014 were not material. As previously disclosed, on January 17, 2014, we met with FTC Staff, at our request, to discuss allegations in a whistleblower claim against us relating to our compliance with the FTC Order. We subsequently responded to FTC requests for information and we engaged in discussions with the FTC Staff regarding our compliance with the FTC Order. Settlement discussions were on-going from February 2015 through mid-July 2015. We did not reach a settlement with the FTC regarding this inquiry, and, on July 21, 2015, the FTC filed a motion in the United States District Court for the District of Arizona seeking to hold us in contempt of the FTC Order. As of June 30, 2015, we have accrued $20.0 million for this matter, however, the ultimate resolution of the litigation is not estimable. On January 19, 2015, plaintiffs Napoleon Ebarle and Jeanne Stamm filed a nationwide putative consumer class action against us in the United States District Court for the Northern District of California. The plaintiffs allege that we have engaged in deceptive marketing and sales practices in connection with our membership plans in violation of the Arizona Consumer Fraud Act, and are seeking declaratory judgment under the Federal Declaratory Judgment Act. In their Complaint, the plaintiffs also sought certification of a nationwide class of consumers who are or were subscribers of our identity theft protection services since January 19, 2014, compensatory damages, and attorneys’ fees and costs. On March 6, we filed a motion to dismiss. Rather than respond to our motion to dismiss, plaintiffs filed an amended complaint on March 27, 2015. The amended complaint dramatically expanded the scope of the claims and the size of the asserted class, which was expanded to include any LifeLock members since January 19, 2009. Pursuant to the parties’ joint stipulation, on May 4, 2015, the Court stayed the matter to allow the parties to participate in a private mediation on July 1, 2015, before Justice Howard Weiner. Following the July 1, 2015, mediation, the parties agreed to participate in a second mediation session on August 18, 2015. On July 8, 2015, also pursuant to the parties’ joint stipulation, the Court further stayed this matter pending the second mediation session on August 18, 2015. The parties continue to informally exchange information in connection with the mediation. On January 29, 2015, plaintiff Etan Goldman filed a California putative consumer class action complaint against us in Santa Clara Superior Court in San Jose, California. The complaint alleges that we violated California’s Automatic Renewal Law and Unfair Competition Law by failing to provide required disclosures concerning our auto renewal terms and cancellation policies. The complaint also seeks certification of a class consisting of all persons in California who had purchased subscriptions to identity theft protection services from us since December 1, 2010, injunctive relief, compensatory damages, restitution, and attorneys’ fees and costs. On May 15, 2015, the parties executed a class-wide Settlement Agreement and Release. On June 4, 2015, the plaintiff filed a motion for preliminary approval of the class Settlement Agreement. On July 10, 2015, the Court tentatively approved the class Settlement Agreement, continued the hearing on plaintiff’s motion for preliminary approval until July 24, 2015 and requested that plaintiff submit, by July 21, 2015, additional information concerning the amount of monthly subscription fees paid by class members. On February 2, 2015, plaintiff, Thomas A. Trax, filed a class action complaint against us in the United States District Court for the Southern District of California. The complaint asserted that we violated California’s Automatic Renewal Law and Unfair Competition Law by failing to provide required disclosures concerning our auto renewal terms and cancellation policies. The complaint sought certification of a class consisting of all persons in California who have purchased products and/or services from us as part of an automatic renewal plan or continuous service offer since February 2, 2011, injunctive relief, compensatory damages, restitution, a constructive trust and/or disgorgement, and attorneys’ fees and costs. On May 11, 2015, plaintiff filed a voluntary notice of dismissal without prejudice. On March 20, 2014, Michael D. Peters filed a complaint in United States District Court for the District of Arizona against our company, Kim Jones, and Cristy Schaan. Mr. Peters’ claim against Mr. Jones, who is not affiliated with us, and Ms. Schaan, who was our Chief Information Security Officer, no longer are pending in the case due to a settlement between Mr. Peters and Mr. Jones and the court’s dismissal of Mr. Peters’ claim against Ms. Schaan. In his complaint, Mr. Peters alleges that we violated the whistleblower protection provisions of the Sarbanes-Oxley Act and the Dodd-Frank Act by terminating Mr. Peters' employment as a result of alleged disclosures that he made to us. Mr. Peters seeks from us two times his back pay, two times the value of certain stock options and bonus, moving expenses, damages for emotional harm and anxiety, damages for harm to reputation, litigation costs including attorneys' fees, and interest. On April 21, 2014, we filed an answer, affirmative defenses, and counterclaims, answering Mr. Peters' claim under the Sarbanes-Oxley Act and asserting counterclaims against Mr. Peters for fraud, negligent misrepresentation, breach of contract, and unjust enrichment, based on our allegations that we were induced to hire Mr. Peters by his false statements and misrepresentations regarding his employment history and seeking to recover actual and consequential damages, punitive damages, attorneys' fees, and the signing bonus paid to Mr. Peters. Mr. Peters answered our counterclaims on May 7, 2014. On April 21, 2014, we also filed a motion to dismiss Mr. Peters' claim under the Dodd-Frank Act. On June 2, 2014, Mr. Peters filed a motion for judgment on the pleadings directed to our unjust enrichment counterclaim, one of the four counterclaims we brought against Mr. Peters. The court ruled on all of the pending motions on September 19, 2014, denying our motion and the motion filed by Mr. Peters On October 3, 2014, we filed an amended answer responding to both of the claims Mr. Peters asserted against us. On January 22, 2015, the court entered a scheduling order containing certain deadlines for the case, including the completion of all discovery by October 30, 2015, the filing of any dispositive motions by December 4, 2015, and the filing of certain pre-trial submissions by March 4, 2016. Discovery is proceeding in the case. A status hearing is set in the case for August 14, 2015. On August 1, 2014, the Company’s subsidiaries Lemon and Lemon Argentina, S.R.L. (Lemon Argentina, and together, the Lemon Entities) filed a lawsuit in Santa Clara Superior Court in San Jose, California, against Wenceslao Casares, former General Manager of Lemon, Cynthia McAdam, former General Counsel of Lemon, and Federico Murrone, Martin Apesteguia and Fabian Cuesta, each a former employee and former member of the Board of Directors of Lemon Argentina (the “Argentine Executives”). The complaint alleges breaches of employment-related contracts and breaches of fiduciary duty involving each named individual’s work for third-party Xapo, Inc. and/or Xapo, Ltd. during their employment by the applicable Lemon Entity. Mr. Casares and Ms. McAdam have been served. The Lemon Entities are in the process of serving the Argentine Executives through the procedures set forth in the Hague Convention. Mr. Casares and Ms. Cynthia McAdam, through their counsel, have demanded that we and Lemon defend them against the claims brought by the Lemon Entities and advance them the costs of their attorneys’ fees. The Company and Lemon have rejected those demands. The parties, including the Argentine Executives, engaged in mediation in August 2014 in Buenos Aires, Argentina, and again in December 2014 in San Francisco, California, but were unable to settle any claims. On January 30, 2015, the Lemon Entities filed a second amended complaint alleging breaches of employment-related contracts, breaches of fiduciary duties, and fraud, and seeking declatory relief against Mr. Casares, Ms. McAdam, and the Argentine Executives. Mr. Casares and Ms. McAdam demurred to the Second Amended Complaint on May 1, 2015. The court overruled the demurrer in its entirety on July 2, 2015, and Mr. Casares and Ms. McAdam answered the Second Amended Complaint on July 24, 2015. The Argentine Executives entered their appearances in the litigation and are required to respond to the Second Amended Complaint no later than September 8, 2015. Mr. Casares also filed a cross-claim against LifeLock, Inc. and Lemon, Inc. on July 24, 2015, for breach of contract, breach of the implied covenant of good faith and fair dealing, conversion, unjust enrichment and declaratory relief, all arising from the termination of his employment. On July 22, 2015, Miguel Avila, representing himself and seeking to represent a class of persons who acquired our securities from July 30, 2014 to July 20, 2015, inclusive, filed a class action complaint in the United States District Court for the District of Arizona. His complaint alleges that our CEO, our CFO, and we violated Sections 10(b) and 20(a) of the Securities Exchange Act by making materially false or misleading statements, or failing to disclose material facts about the Company’s business, operations, and prospects, including with regard to our information security program, advertising, recordkeeping, and our compliance with the FTC Order. The complaint seeks certification as a class action, compensatory damages, and attorney’s fees and costs. We, along with our CEO and CFO anticipate filing a motion to dismiss the complaint at a time yet to be determined. We are subject to other legal proceedings and claims that have arisen in the ordinary course of business. Although there can be no assurance as to the ultimate disposition of these matters, we believe, based upon the information available at this time, that, except as disclosed above, a material adverse outcome related to the matters is neither probable nor estimable. |