Litigation, Commitments, Contingencies and Leases | 3 Months Ended |
Sep. 30, 2014 |
Litigation, Commitments, Contingencies and Leases [Abstract] | ' |
Litigation, Commitments, Contingencies and Leases | ' |
12. Litigation, Commitments, Contingencies and Leases |
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Litigation — At September 30, 2014, the Company is involved in litigation relating to claims arising out of the ordinary course of business or otherwise. Any litigation, regardless of outcome, is costly and time-consuming, can divert the attention of management and key personnel from business operations, deter distributors from selling the Company’s products and dissuade potential customers from purchasing the Company’s products. The Company defends itself vigorously against any such claims. Due to the uncertainty surrounding the litigation process, the Company is unable to estimate a range of loss, if any, at this time, however the Company does not believe a material loss is probable. |
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In addition, on March 21, 2013, the Company provided Fortis Advisors LLC, as representative of the former shareholders of M5 Networks, with a Claim Certificate disclosing certain claims for indemnification under the January 31, 2012 Agreement and Plan of Reorganization between M5 and the Company (the “Purchase Agreement”). Thereafter, the Company and Fortis engaged in negotiations in an attempt to resolve the indemnification claims asserted by the Company. In September 2013, the Company received notice of commencement of an arbitration proceeding by Fortis on behalf of the former shareholders of M5. Through the arbitration, Fortis seeks a declaration that the Company’s claims for indemnification are precluded. On October 11, 2013, the Company served its response, denying all of Fortis’ allegations and asserting counterclaims for breach of the Purchase Agreement and declaratory relief. The arbitrator held a hearing with the parties from October 13, 2014 through October 16, 2014, addressing certain of the Company’s claims. The parties are awaiting the decision from the arbitrator. |
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Indemnification asset — At September 30, 2014, the Company had a $5.7 million indemnification asset. The indemnification asset represents reimbursement the Company reasonably expects to receive from the escrow funds, currently held by a financial institution, pursuant to the M5 purchase agreement. |
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Leases — The Company leases its facilities under noncancelable operating leases which expire at various times through 2023. The leases provide for the lessee to pay all costs of utilities, insurance, and taxes. Future minimum lease payments under the noncancelable capital and operating leases as of September 30, 2014, are as follows (in thousands): |
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Years Ending June 30, | | Operating Leases | | | Capital Leases | |
2015 (remaining 9 months) | | | 4,386 | | | | 179 | |
2016 | | | 5,872 | | | | 48 | |
2017 | | | 5,695 | | | | 8 | |
2018 | | | 5,044 | | | | - | |
2019 | | | 3,753 | | | | - | |
Therafter | | | 4,944 | | | | - | |
Total minimum lease payments | | $ | 29,694 | | | | 235 | |
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Less: amount representing interest | | | | | | | (3 | ) |
Present value of total minimum lease payments | | | | | | | 232 | |
Less: current portion liability | | | | | | | (177 | ) |
Capital lease obligation, net of current portion | | | | | | $ | 55 | |
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The current portion of the capital leases is included in accrued liabilities and other on the condensed consolidated balance sheet. The non-current portion of the capital leases is included in the other long-term liabilities on the consolidated balance sheet. Lease obligations for the Company’s foreign offices are denominated in foreign currencies, which were converted in the above table to U.S. dollars at the interbank exchange rate on September 30, 2014. |
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Rent expense for the three months ended September 30, 2014 and 2013 was $1.1 million and $1.1 million, respectively. |
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Purchase commitments — The Company had purchase commitments with contract manufacturers for inventory totaling approximately $15.7 million as of September 30, 2014 and $21.2 million as of June 30, 2014. |
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Letters of credit — Outstanding letters of credit maintained by the Company totaled $635,000 as of September 30, 2014. |
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Indemnification — Under the indemnification provisions of the Company’s customer agreements, the Company agrees to indemnify and defend its customers against infringement of any patent, trademark, or copyright of any country or the misappropriation of any trade secret, arising from the customers’ legal use of the Company’s services. The exposure to the Company under these indemnification provisions is generally limited to the total amount paid by the customers under pertinent agreements. However, certain indemnification provisions potentially expose the Company to losses in excess of the aggregate amount received from the customer. |
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The Company also has entered into customary indemnification agreements with each of its officers and directors. The Company also has indemnification obligations to the underwriters of its initial public offering pursuant to the underwriting agreement executed in connection with that offering. |