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46 VONAGE ANNUAL REPORT 2013
ITEM 15. Exhibits, Financial Statement Schedules
(a)
(1) Financial Statements. The index to our financial statements is found on page F-1 of this Form 10-K.
(2) Financial Statement Schedule. Schedule II—Valuation and Qualifying Accounts is as follows:
Balance at
Beginning
of Period
Additions Less
Deductions Other
Balance
at End
of Period
Revenue Expense
Allowance for Doubtful Accounts:
Year ended December 31, 2013 $ 753 $ (256)$ 186 $—$—$
683
Year ended December 31, 2012 591 (764)926 —— 753
Year ended December 31, 2011 588 (4) 7 —— 591
Inventory Obsolescence
Year ended December 31, 2013 $ 268 $ $ 663 $(702)$ — $ 229
Year ended December 31, 2012 269 527 (528)— 268
Year ended December 31, 2011 763 773 (1,267) — 269
Valuation Allowance for Deferred Tax
Year ended December 31, 2013 $ 12,590 $—$
1,695 (1) $—$
2,637 (2) 16,922
Year ended December 31, 2012 17,683 (5,093) (1) ——
12,590
Year ended December 31, 2011 415,903 (398,220)(1) ——
17,683
(1) Amounts charged (credited) to expense represent change in valuation allowance.
(2) Represents estimated valuation allowance on Vocalocity's deferred tax assets at date of acquisition.
(3) Exhibits.
Exhibit
Number Description of Exhibit
2.1 Agreement and Plan of Merger, dated October 9, 2013, by and among Vonage, Vista Merger Corp., Vocalocity and the Representative
(15).
3.1 Restated Certificate of Incorporation of Vonage Holdings Corp.(4)
3.2 Second Amended and Restated By-laws of Vonage Holdings Corp.(9)
4.1 Form of Certificate of Vonage Holdings Corp. Common Stock(3)
4.2 Tax Benefits Preservation Plan, dated as of June 7, 2012, by and between Vonage Holdings Corp. and American Stock Transfer &
Trust Company, LLC, as Rights Agent, including as Exhibit A the form of Certificate of Designation of the Company's Series A Participating
Preferred Stock and as Exhibit B the forms of Right Certificate and of Election to Purchase (20)
10.1 2001 Stock Incentive Plan of Vonage Holdings Corp.(1)*
10.2 Form of Nonqualified Stock Option Agreement for Employees under the 2001 Stock Incentive Plan(1)*
10.3 Form of Nonqualified Stock Option Agreement for Outside Directors under the 2001 Stock Incentive Plan(1)*
10.4 Vonage Holdings Corp. 2006 Incentive Plan (Amended and Restated through June 6, 2013)(13)*
10.5 Form of Restricted Stock Unit Agreement under the Vonage Holdings Corp. 2006 Incentive Plan(6)*
10.6 Form of Nonqualified Stock Option Agreement under the Vonage Holdings Corp. 2006 Incentive Plan(16)*
10.7 Form of Restricted Stock Agreement under the Vonage Holdings Corp. 2006 Incentive Plan(6)*
10.8 Form of Restricted Stock Agreement for Non-Executive Directors under the Vonage Holdings Corp. 2006 Incentive Plan (10)*
10.9 Form of Nonqualified Stock Option Agreement for Non-Executive Directors (Quarterly Grants) under the Vonage Holdings Corp. 2006
Incentive Plan (10)*
10.10. Form of Nonqualified Stock Option Agreement for Non-Executive Directors (Sign-on Grant) under the Vonage Holdings Corp. 2006
Incentive Plan (10)*
10.11 Vonage Holdings Corp. 401(k) Retirement Plan(1)*
10.12 Lease Agreement, dated March 24, 2005, between 23 Main Street Holmdel Associates LLC and Vonage USA Inc.(1)
10.13 Amended and Restated Employment Agreement dated November 5, 2009 between Vonage Holdings Corp. and Marc P. Lefar(14)*
10.14 Indemnification Agreement dated as of July 29, 2008 by and between Vonage Holdings Corp. and Marc. P. Lefar(9)*
10.15 Form of Nonqualified Stock Option Agreement for Marc P. Lefar under the Vonage Holdings Corp. 2006 Incentive Plan(9)*
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