Enom 2013 Annual Report Download - page 39

We are also subject to certain anti-takeover provisions under Delaware law. Under Delaware law, a corporation may not, in general,
engage in a business combination with any holder of 15% or more of its capital stock unless the holder has held the stock for three years or,
among other things, our board of directors has approved the transaction.
None.
We do not own any real estate. We currently occupy an aggregate of approximately 69 ,000 square feet in two locations in Santa Monica,
California that serve as our corporate headquarters and also house a significant portion of our Content & Media headcount. The leases for our
primary 52,000 square-foot facility and a 17,000 square foot facility in Santa Monica each expire in July 2024. We also lease an approximately
34,000 square-foot facility (which is expanding to 41,000 square feet in May 2014) for the headquarters of our domain name business in
Kirkland, Washington under a lease that expires in April 2019. In addition, we lease an office primarily for our Content & Media service
offering in Austin, Texas; an office for our Name.com retail registrar service offering in Denver, Colorado; and sales offices, support facilities
and data centers in other locations in North America, South America, Europe and Australia. We believe our current and planned data centers and
offices will be adequate for the foreseeable future.
In December 2013, we entered into a settlement agreement with one of our insurance carriers in connection with a subrogation and
reimbursement claim made with respect to payments previously paid to us under an insurance policy. We agreed to settle the matter for $1.85
million and paid the settlement amount in December 2013, and this matter is now resolved.
In addition, from time to time we are a party to various legal matters incidental to the conduct of our business. Certain of our outstanding
legal matters include speculative claims for indeterminate amounts of damages. We record a liability when we believe that it is probable that a
loss has been incurred and the amount can be reasonably estimated. Based on our current knowledge, we do not believe that there is a reasonable
possibility that the final outcome of the pending or threatened legal proceedings to which we are a party, either individually or in the aggregate,
will have a material adverse effect on our future financial results. However, the outcome of such legal matters is subject to significant
uncertainties.
Not applicable.
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a prohibition on stockholder action by written consent, which forces stockholder action to be taken at an annual or special meeting of
our stockholders;
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the requirement that a special meeting of stockholders may be called only by the chairman of our board of directors, the Chief
Executive Officer, the president (in absence of a Chief Executive Officer) or our board of directors, which may delay the ability of
our stockholders to force consideration of a proposal or to take action, including the removal of directors;
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the requirement for the affirmative vote of holders of at least 66 2/3% of the voting power of all of the then outstanding shares of the
voting stock, voting together as a single class, to amend the provisions of our amended and restated certificate of incorporation
relating to the issuance of preferred stock and management of our business or our amended and restated bylaws, which may inhibit
the ability of an acquiror from amending our certificate of incorporation or bylaws to facilitate a hostile acquisition;
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the ability of our board of directors, by majority vote, to amend the bylaws, which may allow our board of directors to take additional
actions to prevent a hostile acquisition and inhibit the ability of an acquiror from amending the bylaws to facilitate a hostile
acquisition; and
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advance notice procedures that stockholders must comply with in order to nominate candidates to our board of directors or to propose
matters to be acted upon at a stockholders’
meeting, which may discourage or deter a potential acquiror from conducting a solicitation
of proxies to elect the acquiror
’
s own slate of directors or otherwise attempting to obtain control of us.
Item 1B.
Unresolved Staff Comments
Item 2.
Properties
Item 3.
Legal Proceedings
Item 4.
Mine Safety Disclosures