Subsequent Events | (17) Subsequent Events Red Falcon Credit Facility Effective July 16, 2015, Red Falcon Trust (“Red Falcon”), a Delaware statutory trust formed by Blue Heron Designated Activity Company (“Blue Heron”), a wholly-owned Irish subsidiary of the Company, entered into a revolving loan and security agreement (together with its ancillary documents, the “Red Falcon Credit Facility”) with LNV Corporation, as initial lender, the other lenders party thereto from time to time, Imperial Finance & Trading, LLC, as guarantor, Blue Heron as portfolio administrator and CLMG Corp., as administrative agent (the “Agent”). General & Security Borrowing Base & Availability Amortization & Distributions. Initial Advance and Use of Proceeds. Interest. Maturity. Covenants/Events of Defaults Secured Notes On July 16, 2015, the Company redeemed all of the outstanding Secured Notes and discharged the Secured Note Indenture. The Secured Notes were redeemed at 106% of their principal amount plus interest up to but excluding November 10, 2015. Effective as of the redemption of the Secured Notes, 159 of the life insurance policies that served as collateral under the Indenture were sold to Red Falcon in an internal transfer and pledged as collateral under the Red Falcon Credit Facility. Approximately $8.8 million was expensed as loss on extinguishment related to the early repayment of the facility in July 2015. This includes $5.2 million, $171,000, $1.7 million and $1.7 million related to interest, unused fees, amortization of debt discount and issuance cost. Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following discussion summarizes the significant factors affecting the consolidated operating results, financial condition, liquidity, and cash flows of our Company as of and for the periods presented below and should be read in conjunction with the financial statements and accompanying notes included with this Quarterly Report on Form 10-Q. This discussion contains forward-looking statements that are based on the beliefs of our management, as well as assumptions made by, and information currently available to, our management. Actual results could differ materially from those discussed in or implied by forward-looking statements as a result of various factors. See “Forward-Looking Statements.” Business Overview We were founded in December 2006 as a Florida limited liability company and in connection with our initial public offering, in February 2011, Imperial Holdings, Inc. succeeded to the business of Imperial Holdings, LLC and its assets and liabilities. Incorporated in Florida, Imperial owns a portfolio of 633 life insurance policies, also referred to as life settlements, with a fair value of $439.0 million and an aggregate death benefit of approximately $3.0 billion at June 30, 2015. The Company primarily earns income on these policies from changes in their fair value and through death benefits. Our indirect subsidiary company, White Eagle Asset Portfolio, LP (“White Eagle”), is the owner of 439 of these life insurance policies with an aggregate death benefit of approximately $2.2 billion and an estimated fair value of approximately $316.5 million at June 30, 2015. White Eagle pledged its policies as collateral to secure borrowings made under a $300.0 million 15-year revolving credit agreement (the “Revolving Credit Facility”), which is used, among other things, to pay premiums on the life insurance policies owned by White Eagle. As of June 30, 2015, the majority of our other assets, including the 194 policies that were not pledged as collateral under the Revolving Credit Facility, with an aggregate death benefit of approximately $779.6 million and an estimated fair value of approximately $122.5 million as of June 30, 2015, were pledged as collateral for the payment of $50 million in aggregate principal amount of our 12.875% Senior Secured Notes (the “Secured Notes”), which Secured Notes were redeemed in July 2015, as discussed below. Beginning in the fourth quarter of 2014, we began acquiring policies with a view towards enhancing projected short term cash flows. Prior to year end, we acquired 14 policies and during the six months ended June 30, 2015, we acquired an additional 38 life insurance policies. These 52 policies, with a face value of $157.5 million, had a weighted average life expectancy at the time of acquisition of 68 months and the insureds underlying these policies had a weighted average age of 85 years. As a result, we have decreased the weighted average life expectancy on the policies that served as collateral for the Secured Notes at June 30, 2015 from 12.6 years at September 30, 2014 to 10.5 years at June 30, 2015. Conversely, we have increased the weighted average age of the insureds underlying these policies from 78.7 years at September 30, 2014 to 80.6 years at June 30, 2015. We believe that re-shaping the projected characteristics of this portfolio made it a more attractive candidate for longer-term financing at a lower cost of capital and, on July 16, 2015, we redeemed the Secured Notes that this portfolio secured and entered into a new revolving credit facility that can be used to pay the premiums on Red Falcon’s life insurance policies for five years. See Note 17, “Subsequent Events” of the notes to Consolidated Financial Statements. During the second quarter of 2015, we commenced a rights offering and distributed one non-transferable subscription right for every four shares of common stock owned by our shareholders of record at the close of business on May 26, 2015. Each right entitled its holder to subscribe for one share of common stock at a price of $5.75 per share. Additionally, we set aside 1,337,686 shares to honor over-subscription requests. The rights offering was over-subscribed and we issued 6,688,433 shares of common stock and raised gross proceeds of $38.5 million. We plan to use the proceeds from the rights offering to pay premiums on certain of our life insurance policies, to make selective investments in the life settlement asset class, and for general corporate purposes, including working capital. During the six months ended June 30, 2015, we acquired 38 life insurance policies with an aggregate face amount of $100.8 million, which resulted in a gain of approximately $4.4 million. 12 life insurance policies with face amounts totaling $49.8 million matured, resulting in a gain of $37.8 million on these policies. The gains related to acquisitions and maturities are included in income from changes in the fair value of life settlements in the consolidated statements of operations for the three months and six months ended June 30, 2015. We continue to believe that there are accretive opportunities to grow our existing portfolio of life settlements and intend, subject to our liquidity needs, to selectively deploy capital in both the secondary and tertiary life settlement markets through the remainder of 2015. During the second quarter of 2015, the U.S. Society of Actuaries (the “SOA”) exposed tables for the 2014 Valuation Basic Table (“2014 VBT”), which show a lengthening of average life expectancies. We are continuing to monitor the market reaction to the 2014 VBT while we await the final report from the SOA. Additionally, we will continue to monitor our mortality experience to determine whether future adoption of the 2014 VBT would be an appropriate change to the Company’s valuation technique. We understand from discussions with our third-party life expectancy providers that the release of the 2014 VBT tables should not impact their life expectancy estimates. We do expect, however, that adoption of the 2014 VBT would impact our estimated probabilistic cash flow stream as a new mortality table inputted into the Company’s fair value model would likely result in a change to the mortality curve generated for a given insured. Future changes in life expectancies could have a material adverse effect on the fair value of our life settlements, which could have a material adverse effect on our business, financial condition and results of operations. Critical Accounting Policies Critical Accounting Estimates The preparation of the financial statements requires us to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. We base our judgments, estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances. Actual results could differ materially from these estimates under different assumptions and conditions. We evaluate our judgments, estimates and assumptions on a regular basis and make changes accordingly. We believe that the judgments, estimates and assumptions involved in the accounting for income taxes, the valuation of life settlements, the valuation of the debt owing under the Revolving Credit Facility and the valuation of our conversion derivative liability formerly embedded within the Convertible Notes have the greatest potential impact on our financial statements and accordingly believe these to be our critical accounting estimates. Fair Value Measurement Guidance We follow ASC 820, Fair Value Measurements and Disclosures Fair Value Option We have elected to account for the debt under the Revolving Credit Facility, which includes its interest in policy proceeds to the lender, using the fair value method. The fair value of the debt is the estimated amount that would have to be paid to transfer the debt to a market participant in an orderly transaction. We calculated the fair value of the debt using a discounted cash flow model taking into account the stated interest rate of the credit facility and probabilistic cash flows from the pledged policies. Considerable judgment is required in interpreting market data to develop the estimates of fair value. Accordingly, our estimates are not necessarily indicative of the amounts that we, or holders of the instruments, could realize in a current market exchange. The most significant assumptions are the estimates of life expectancy of the insured and the discount rate. The use of assumptions and/or estimation methodologies could have a material effect on the estimated fair different values. We determined that an embedded conversion option existed in the Convertible Notes, prior to June 5, 2014, that was required to be separately accounted for as a derivative under Accounting Standards Codification (“ASC”) 815, Derivatives and Hedging. Income Recognition Our primary sources of income are in the form of changes in fair value of life settlements and gains/(losses) on life settlements, net. Our income recognition policies for this source of income is as follows: • Changes in Fair Value of Life Settlements • Gain/(Loss) on Life Settlements, Net Deferred Debt Costs Deferred debt costs include costs incurred in connection with acquiring and maintaining debt arrangements. These costs are amortized over the life of the related loan using the effective interest method and are classified as interest expense in the accompanying consolidated statement of operations. These deferred costs are related to our Convertible and Secured Notes. We did not recognize any deferred debt costs on the Revolving Credit Facility given all costs were expensed due to electing the fair value option in valuing the Revolving Credit Facility. Income Taxes We account for income taxes in accordance with ASC 740, Income Taxes. Under ASC 740, deferred income taxes are determined based on the estimated future tax effects of differences between the financial statement and tax basis of assets and liabilities given the provisions of enacted tax laws. Deferred income tax provisions and benefits are based on changes to the assets or liabilities from year to year. In providing for deferred taxes, we consider tax regulations of the jurisdictions in which we operate, estimates of future taxable income and available tax planning strategies. If tax regulations, operating results or the ability to implement tax-planning strategies varies adjustments to the carrying value of the deferred tax assets and liabilities may be required. Valuation allowances are based on the “more likely than not” criteria of ASC 740. Our provision for income taxes from continuing operations results in an annual effective tax rate of 41.2% and 39.4% in 2015 and 2014, respectfully, except as noted below. The accounting for uncertain tax positions guidance under ASC 740 requires that we recognize the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. We recognize interest and penalties (if any) on uncertain tax positions as a component of income tax expense. In March of 2014, we were notified by the IRS of its intention to examine our tax returns for the years ended December 31, 2011 and 2012. See also “IRS Investigation” in Note 14, Contingencies and Commitments regarding the IRS Criminal Investigation Division’s investigation related to our former structured settlement business. Stock-Based Compensation We have adopted ASC 718, Compensation—Stock Compensation. Held-for-sale and discontinued operations We report a business as held-for-sale when management has approved or received approval to sell the business and is committed to a formal plan, the business is available for immediate sale, the business is being actively marketed, the sale is anticipated to occur during the ensuing year and certain other specified criteria are met. A business classified as held-for-sale is recorded at the lower of its carrying amount or estimated fair value less cost to sell. If the carrying amount of the business exceeds its estimated fair value, a loss is recognized. Depreciation is not recorded on assets of a business classified as held-for-sale. Assets and liabilities related to a business classified as held-for-sale are segregated in the Consolidated Balance Sheet and major classes are separately disclosed in the notes to the Consolidated Financial Statements commencing in the period in which the business is classified as held-for-sale. We report the results of operations of a business as discontinued operations if the business is classified as held-for-sale, the operations and cash flows of the business have been or will be eliminated from the ongoing operations of the Company as a result of a disposal transaction and we will not have any significant continuing involvement in the operations of the business after the disposal transaction. The results of discontinued operations are reported in Discontinued Operations in the Consolidated Statement of Operations for current and prior periods commencing in the period in which the business meets the criteria of a discontinued operation, and include any gain or loss recognized on closing or adjustment of the carrying amount to fair value less cost to sell. During the fourth quarter of 2013, we sold substantially all of our structured settlements business. As a result, we have classified our structured settlement operating results as discontinued operations. Foreign Currency We own certain foreign subsidiary companies formed under the laws of Ireland, Bahamas and Bermuda. These foreign subsidiary companies utilize the U.S. dollar as their functional currency. The foreign subsidiary companies financial statements are denominated in U.S. dollars and therefore, there are no translation gains and losses resulting from converting the financial statements at exchange rates other than the functional currency. Any gains and losses resulting from foreign currency transactions (transactions denominated in a currency other than the subsidiary companies functional currency) are included in income. These gains and losses are immaterial to our financial statements. Accounting Changes Note 3, “ Recent Accounting Pronouncements Selected Operating Data (dollars in thousands): For the Three Months Ended For the Six Months Ended June 30, 2015 2014 2015 2014 Period Acquisitions — Policies Owned Number of policies acquired 8 — 38 — Average age of insured at acquisition 79.7 — 85.0 — Average life expectancy — Calculated LE (Years) 7.2 — 5.4 — Average death benefit $ 2,105 $ — $ 2,652 $ — Aggregate purchase price $ 2,125 $ — $ 27,535 $ — End of Period — Policies Owned Number of policies owned 633 593 633 593 Average Life Expectancy — Calculated LE (Years) 10.2 11.1 10.2 11.1 Aggregate Death Benefit $ 2,982,416 $ 2,873,899 $ 2,982,416 $ 2,873,899 Aggregate fair value $ 438,986 $ 336,846 $ 438,986 $ 336,846 Monthly premium — average per policy $ 8.4 $ 7.6 $ 8.4 $ 7.6 Results of Operations The following is our analysis of the results of operations for the periods indicated below. This analysis should be read in conjunction with our financial statements, including the related notes to the financial statements. Our results of operations are discussed below in two parts: (i) our consolidated results of continuing operations and (ii) our results of discontinued operations. Consolidated Results of Continuing Operations Three Months Ended June 30, 2015 Compared to Three Months Ended June 30, 2014 Net income from continuing operations for the quarter ended June 30, 2015 was $966,000 as compared to a net loss of $6.3 million for the quarter ended June 30, 2014, an increase of $7.2 million. Total income from continuing operations was $28.0 million for the quarter ended June 30, 2015, an increase of $19.0 million as compared to total income from continuing operations of $9.0 million during the same period in 2014. Total expenses from continuing operations were $27.4 million for the quarter ended June 30, 2015 compared to total expenses from continuing operations of $19.5 million incurred during the same period in 2014, an increase of $7.9 million, or 41%. Our net income for the quarter ended June 30, 2014 includes an income tax provision of approximately $4.2 million, which resulted from the adoption of ASU No. 2013-11. See Note 16 “Income Taxes,” to the accompanying consolidated financial statements. Change in Fair Value of Life Settlements During the quarter ended June 30, 2015, seven life insurance policies with face amounts totaling $36.6 million matured. The net gain of these maturities was $26.1 million and is recorded as a change in fair value of life settlements in the consolidated statements of operations for the quarter ended June 30, 2015. All seven of these maturities served as collateral under the Revolving Credit Facility. Proceeds from maturities totaling $6.2 million were received during the quarter ended June 30, 2015 and include approximately $4.2 million, which was outstanding for maturities during the quarter ended March 31, 2015 and $2.0 million for maturities in the quarter ended June 30, 2015. Approximately $9.5 million was utilized to repay borrowings under the Revolving Credit Facility during the three months ended June 30, 2015, including approximately $4.0 million that was collected during the quarter ended March 31, 2015. We recorded a $34.7 million receivable for maturity of life settlements at June 30, 2015. As of June 30, 2015, we owned 633 policies with an estimated fair value of $439.0 million compared to 607 policies with an estimated fair value of $388.9 million at December 31, 2014, an increase of $50.1 million or 13%. Of the 633 policies, 439 policies were pledged to the Revolving Credit Facility and 194 policies serve as collateral for the Secured Notes. During the quarter ended June 30, 2015, we acquired eight life insurance policies that resulted in a gain of approximately $975,000. There were no such acquisitions for the same period during 2014. As of June 30, 2015, the aggregate death benefit of our life settlements was $3.0 billion. Of these 633 policies owned as of June 30, 2015, 548 were previously premium financed and are valued using discount rates that range from 16.00% – 24.75%. The remaining 85 policies are valued using discount rates that range from 15.00% – 21.00%. See Note 12, “Fair Value Measurements,” to the accompanying consolidated financial statements. (Loss) / Gain on life settlements, net Expenses Interest expense. Of the interest expense of $6.6 million, approximately $2.3 million represents interest paid on the Revolving Credit Facility. Interest expense on the Convertible Notes totaled $2.3 million, including $1.5 million, $661,000 and $98,000 representing interest, amortization of debt discount and issuance costs, respectively. We recorded $2.0 million of interest expense on the Secured Notes, including $1.6 million, $126,000, $147,000, and $149,000 from interest, unused fees, amortization of debt discounts and issuance costs, respectively, during the three months ended June 30, 2015. Of the interest expense of $4.1 million for second quarter of 2014, approximately $1.9 million represents interest paid on the Revolving Credit Facility. Interest expense on the Convertible Notes totaled $2.2 million including $1.5 million, $554,000 and $101,000 representing interest, amortization of debt discount and issuance costs, respectively. See Notes 9, 10 and 11 to the accompanying consolidated financial statements. Change in fair value of Revolving Credit Facility Change in fair value of conversion derivative. Selling, General and Administrative Expenses Legal expenses for the quarter ended June 30, 2015 were $3.2 million compared to $3.3 million for the quarter ended June 30, 2014. Of the legal expense, approximately $2.3 million is associated with the USAO Investigation and related matters for the quarter ended June 30, 2015, compared to $1.2 million for the quarter ended June 30, 2014. See Note 14, “Commitments and Contingencies,” to the accompanying consolidated financial statements. Results of Discontinued Operations Three Months Ended June 30, 2015 Compared to Three Months Ended June 30, 2014 Net loss from our discontinued structured settlement operations for the quarter ended June 30, 2015 was $145,000 as compared to a net loss of $185,000 for the quarter ended June 30, 2014. Total income from our discontinued structured settlement operations was $38,000 for the quarter ended June 30, 2015 and 2014, respectively. Unrealized change in fair value of structured settlements receivable was $8,000 for the quarters ended June 30, 2015 and 2014, respectively. Total expenses from our discontinued structured settlement operations were $274,000 for the quarter ended June 30, 2015 compared to $223,000 incurred during the same period in 2014. This increase was attributable to a $54,000 increase in legal fees. Consolidated Results of Continuing Operations Six Months Ended June 30, 2015 Compared to Six Months Ended June 30, 2014 Net loss from continuing operations for the six months ended June 30, 2015 was $3.2 million as compared to a net loss of $9.6 million for the six months ended June 30, 2014, a reduction of $6.4 million. Total income from continuing operations was $41.0 million for the six months ended June 30, 2015, an increase of $18.4 as compared to total income from continuing operations of $22.6 million during the same period in 2014. Total expenses from continuing operations were $46.5 million for the six months ended June 30, 2015 compared to total expenses from continuing operations of $32.4 million incurred during the same period in 2014, an increase of $14.1 million, or 43%. Our net loss for the six months ended June 30, 2015 includes an income tax benefit of approximately $2.3 million. Change in Fair Value of Life Settlements During the six months ended June 30, 2015, 12 life insurance policies with face amounts totaling $49.8 million matured compared to five policies with face amounts totaling $11.5 million matured for the same period in 2014. The net gain of these maturities was $37.8 million and $10.6 million for 2015 and 2014, respectively, and is recorded as a change in fair value of life settlements in the consolidated statements of operations for the six months ended June 30, 2015 and 2014, respectively. 11 of these maturities served as collateral under the Revolving Credit Facility. Proceeds from maturities totaling $19.2 million were received during the six months ended June 30, 2015. Of this amount, approximately $18.6 million was utilized to repay borrowings under the Revolving Credit Facility during the six months ended June 30, 2015. We recorded a $34.7 million receivable for maturity of life settlements at June 30, 2015. As of June 30, 2015, we owned 633 policies with an estimated fair value of $439.0 million compared to 593 policies with a fair value of $336.8 million at June 30, 2014, an increase of $102.2 million or 30%. Of the 633 policies, 439 policies were pledged to the Revolving Credit Facility and 194 policies served as collateral for the Secured Notes. During the six months ended June 30, 2015, we acquired 38 life insurance policies that resulted in a gain of approximately $4.3 million. There were no such acquisitions for the same period during 2014. As of June 30, 2015, the aggregate death benefit of our life settlements was $3.0 billion. Of these 633 policies owned as of June 30, 2015, 548 were previously premium financed and are valued using discount rates that range from 16.00% – 24.75%. The remaining 85 policies are valued using discount rates that range from 15.00% – 21.00%. See Note 12, “Fair Value Measurements,” to the accompanying consolidated financial statements. (Loss) / Gain on life settlements, net Expenses Interest expense. Of the interest expense of $12.9 million, approximately $4.6 million represents interest paid on the Revolving Credit Facility. Interest expense on the Convertible Notes totaled $4.5 million, including $3.0 million, $1.3 million and $189,000 representing interest, amortization of debt discount and issuance costs, respectively. We recorded $3.8 million of interest expense on the Secured Notes, including $3.0 million, $255,000, $264,000, and $277,000 from interest, unused fees, amortization of debt discounts and issuance costs, respectively, during the six months ended June 30, 2015. Of the interest expense of $6.9 million for six months ended June 30, 2014, approximately $3.7 million represents interest paid on the Revolving Credit Facility. Interest expense on the Convertible Notes totaled $3.2 million including $2.2 million, $804,000 and $149,000 representing interest, amortization of debt discount and issuance costs, respectively. See Notes 9, 10 and 11 to the accompanying consolidated financial statements. Change in fair value of Revolving Credit Facility Change in fair value of conversion derivative. Selling, General and Administrative Expenses Legal expenses for the six months ended June 30, 2015 were $7.0 million compared to $6.2 million for the six months ended June 30, 2014. Of the legal expense, approximately $4.2 million is associated with the USAO Investigation and related matters for the six months ended June 30, 2015, compared to $1.9 million for the six months ended June 30, 2014. See Note 14, “Commitments and Contingencies,” to the accompanying consolidated financial statements. Results of Discontinued Operations Six Months Ended June 30, 2015 Compared to Six Months Ended June 30, 2014 Net loss from our discontinued structured settlement operations for the six months ended June 30, 2015 was $302,000 as compared to a net loss of $204,000 for the six months ended June 30, 2014. Total income from our discontinued structured settlement operations was $73,000 for the six months ended June 30, 2015 compared to $112,000 in 2014. During the six months ended June 30, 2014, our discontinued structured settlement operations sold eight structured settlement for a gain of $18,000. There were no sales for the six months ended June 30, 2015. Unrealized change in fair value of structured settlements receivable was $16,000 for the six months ended June 30, 2015 and 2014, respectively. Total expenses from our discontinued structured settlement operations were $565,000 for the six months ended June 30, 2015 compared to $316,000 incurred during the same period in 2014. This increase was attributable to a $254,000 increase in legal fees. Liquidity and Capital Resources Our consolidated financial statements have been prepared assuming the realization of assets and the satisfaction of liabilities in the normal course, as well as continued compliance with the covenants contained in the Revolving Credit Facility, the indentures governing our note issuances and other financing arrangements. In the quarter ended June 30, 2015, the Company consummated a rights offering and raised $38.5 million through the issuance of 6,688,433 additional shares of its common stock. At June 30, 2015 we had approximately $55.6 million of cash and cash equivalents. We expect to meet our liquidity needs for the rest of the year primarily through a combination of the receipt of death benefits from life insurance policy maturities, revolving credit borrowings, capital market raises, policy sales (subject to the asset sale restrictions in our debt arrangements) and cash on hand. For the six months ended June 30, 2015, we paid $31.4 million in premiums to maintain our policies in force. Of this amount, $23.2 million was paid by White Eagle through its Revolving Credit Facility borrowings. While the liquidity risk associated with the policies that have been pledged as collateral under the Revolving Credit Facility has been mitigated, any available proceeds under the facility’s waterfall provisions will generally be directed to pay outstanding interest and principal on the loan unless the lenders determine otherwise. Accordingly, there can be no assurance as to when the proceeds from maturities of the policies pledged as collateral under the Revolving Credit Facility will be distributed to the Company. As we continue to acquire additional life settlement assets, we expect our premium obligations to increase. Assuming no policy maturities, as of June 30, 2015, we expect to pay $7.7 million in premiums during the remainder of 2015 on the 194 policies that have not been pledged by White Eagle under the Revolving Credit Facility. However, subsequent to June 30, 2015, we expect borrowings under the Red Falcon Credit Facility will pay for $6.7 million of this remaining premium amount. Additionally, at June 30, 2015, $70.7 million and $50.0 million in aggregate principal amount of Convertible Notes and Secured Notes was outstanding, which accrued interest at 8.50% and 12.875%, respectively. Interest on the Convertible Notes is due semi-annually and interest on the Secured Notes was due monthly. Following the end of the second quarter of 2015, we redeemed all of our outstanding Secured Notes. See Note 17, “Subsequent Events” of the notes to Consolidated Financial Statements. As of June 30, 2015, the Company’s cumulative legal and related fees in respect of the USAO Investigation (including indemnification obligations), the SEC Investigation, the IRS Investigation and related matters were $44.6 million, including $2.3 million and $1.2 million incurred during the three months ended June 30, 2015 and 2014, respectively, and $4.2 million and $1.9 million incurred during the six months ended June 30, 2015 and 2014, respectively. We believe we may continue to spend significant amounts on these matters as well as for general litigation and judicial proceedings over the next year, and possibly beyond. In addition, as part of the framework for the settlements of certain litigation arising from the USAO Investigation, the Company has undertaken to advance legal fees and indemnify certain individuals covered under the director and officer liability insurance policies. The remaining obligation to advance and indemnify on behalf of these individuals, while currently unquantifiable, may be substantial and could have a material adverse effect on the Company’s financial position and results of operations. Accordingly, the Company must proactively manage its cash in order to effectively run its businesses, service its debt and opportunistically grow its assets. To do so, the Company may in the future determine, subject to the covenants and restrictions in its deb |