Juno 2014 Annual Report Download - page 29
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Table of Contents
fair market value of the shares of common stock of FTD held by United Online, Inc. on the distribution date over United Online, Inc.'s tax basis in such shares.
In connection with the FTD Spin-Off Transaction, FTD indemnified us for certain liabilities and we indemnified FTD for certain liabilities. This indemnity
may not be sufficient to insure us against the full amount of the liabilities assumed by FTD and FTD may be unable to satisfy its indemnification
obligations to us in the future.
Pursuant to the Separation and Distribution Agreement and certain other agreements with FTD, FTD agreed to indemnify us for certain liabilities, and we
agreed to indemnify FTD for certain liabilities, in certain cases, for unlimited amounts. We cannot assure you that the indemnity from FTD will be sufficient
to protect us against the full amount of such liabilities, or that FTD will be able to fully satisfy its indemnification obligations. Third-parties could also seek
to hold us responsible for any of the liabilities that FTD has agreed to assume. Even if we ultimately succeed in recovering from FTD any amounts for which
we are held liable, we may be temporarily required to bear these losses ourselves. In addition, certain indemnities that we may be required to provide to FTD
are not subject to any limits on the aggregate amount of the liability, may be significant and could negatively impact our business. Each of these risks could
negatively affect our business, financial condition, results of operations, and cash flows.
None.
Our corporate headquarters, which includes space for the Communications segment, is located in Woodland Hills, California and consists of leased space
of approximately 30,000 square feet. Our Communications segment leases office space in Fort Lee, New Jersey and our Content & Media segment leases
office space in Seattle, Washington; San Francisco, California; Schaumburg, Illinois; Erlangen, Germany; and Berlin, Germany. We also lease office space in
Hyderabad, India, which is used by both of our segments.
We believe that our existing facilities are adequate to meet our current requirements and that suitable additional or substitute space will be available, as
needed, to accommodate any physical expansion of our corporate and operations facilities. For additional information regarding our obligations under leases,
see Note 12, "Commitments and Contingencies—Leases" of the Notes to Consolidated Financial Statements, which appears in Part II, Item 8 of this Annual
Report on Form 10-K.
For a description of our material pending legal proceedings, please refer to Note 12, "Commitments and Contingencies—Legal Matters" of the Notes to
the Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.
Not applicable.
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