Commitments and Contingencies

Operating Leases

The Company leases its office space and certain equipment under non-cancellable operating leases with various terms through 2017. The minimum annual rent on the Company’s office space is subject to increases based on stated rental adjustment terms, property taxes and operating costs and contains rent concessions. For financial reporting purposes, rent expense is recognized on a straight-line basis over the term of the lease. Accordingly, rent expense recognized in excess of rent paid is reflected as deferred rent. Rental expense under operating leases in 2014, 2013 and 2012 was $3.0 million, $4.1 million and $4.5 million, respectively. The Company’s office space lease contains incentives in the form of reimbursement from the landlord for a portion of the costs of leasehold improvements incurred by the Company which are recorded to rent expense on a straight-line basis over the term of the lease.

The minimum future lease payments under non-cancellable operating leases as of December 31, 2014 are as follows (in thousands):



For the Period Ending December 31,	Amount
2015	$	2,744
2016	2,749
2017	537
2018	436
2019	433
Thereafter	221
Total minimum lease payments	$	7,120

Committed Purchase Orders

The Company has entered into purchase commitments totaling approximately $55.0 million with certain contract manufacturers under which the Company has committed to buy a minimum amount of designated products between January 2015 and December 2015. In certain of these agreements, the Company may be required to acquire and pay for such products up to the prescribed minimum or forecasted purchases.

Employee Retention Matters

In connection with the Company’s turnaround efforts, and to retain and encourage employees to assist the Company with its efforts, the Company's Compensation Committee approved an all-employee retention bonus plan ("2014 Retention Bonus Plan") based on achieving certain financial and cash targets. The financial metrics must be met for two consecutive quarter periods during the three quarter periods ending March 31, 2015. At December 31, 2014, the Company accrued approximately $5.5 million of the maximum total target bonus expense based on the Company's financial results for the quarter ended December 31, 2014 and the assessment of the probability of the achievement of the remaining metrics in March 31, 2015. The bonus is being recognized over the requisite service period and the total estimated expense under the 2014 Retention Bonus Plan is $11.0 million in the event the remaining metrics are achieved on March 31, 2015.

Legal Matters

The Company is, from time to time, party to various legal proceedings arising in the ordinary course of business. For example, the Company is currently named as a defendant or co-defendant in some patent infringement lawsuits in the U.S. and is indirectly participating in other U.S. patent infringement actions pursuant to its contractual indemnification obligations to certain customers. Based on an evaluation of these matters and discussions with the Company’s intellectual property litigation counsel, the Company believes that liabilities arising from or sums paid in settlement of these existing matters would not have a material adverse effect on its consolidated results of operations or financial condition.

On September 15, 2008 and September 18, 2008, two putative securities class action lawsuits were filed in the U.S. District Court for the Southern District of California (the “Court”) on behalf of alleged stockholders of the Company. On December 11, 2008, these lawsuits were consolidated into a single action and in May 2010, the consolidated lawsuits were captioned the case In re Novatel Wireless Securities Litigation (the “Litigation”). The Litigation was filed on behalf of persons who purchased the Company’s common stock between February 27, 2007 and September 15, 2008.

On June 23, 2014, the Court entered its judgment approving a final settlement agreement with respect to the Litigation. The settlement agreement does not admit any liability, and the Company and the individual defendants continue to deny any and all liability. Under the terms of the settlement agreement, the plaintiff class agreed to settle all claims asserted in the Litigation and granted the defendants and released parties a full and complete release in exchange for (i) a cash payment of $6.0 million to the plaintiff’s class, approximately $1.7 million of which was to be funded by the Company’s insurers, (ii) the issuance of unrestricted and freely tradable shares of the Company’s stock with an aggregate value of $5.0 million and (iii) the issuance of a $5.0 million secured promissory note, which such note shall having a 30-month maturity, carrying interest at 5% per annum, payable quarterly, and being secured by the accounts receivable of the Company.

On July 1, 2014, the Company and the individual defendants filed a motion to amend the judgment entered on June 23, 2014, specifically requesting the Court to amend the effective date of such judgment to June 20, 2014 - the date the court held the final approval hearing. The Court granted this motion on July 8, 2014, and the judgment date was deemed entered on June 20, 2014.

On July 8, 2014, the Company funded the cash portion of the settlement with $4.3 million of Company cash and $1.7 million previously funded into escrow by the Company’s insurers. On July 17, 2014, the Company issued 2,407,318 unrestricted shares of the Company’s common stock to the class members in satisfaction of the $5.0 million stock payment. The Company also issued a $5.0 million secured promissory note on July 8, 2014, which was paid off by the Company during the fourth quarter of 2014.

On November 17, 2014, the Court granted Plaintiff’s motion to enforce the Settlement and the Court agreed with the Plaintiffs to use an intra-day trading price of the Company's stock for valuation purposes and not the closing price, and accordingly, the Company owed $789,600 which was paid by the Company on December 16, 2014.

As of December 31, 2014, there were no further liabilities accrued in connection with the Litigation.

Credit Facility

On October 31, 2014, the Company and one of its subsidiaries entered into the Revolver with Wells Fargo Bank, National Association. The amount of borrowings that may be made under the Revolver are based on a borrowing base and are comprised of a specified percentage of eligible receivables. If, at any time during the term of the Revolver, the amount of borrowings outstanding under the Revolver exceeds the borrowing base then in effect or the maximum revolver amount of $25.0 million, the Company is required to repay such borrowings in an amount sufficient to eliminate such excess. the Revolver includes $3.0 million of availability for letters of credit. At December 31, 2014, the balance of the revolving credit facility was approximately $5.2 million and the Company had available borrowings of approximately $12.1 million. At December 31, 2014, the Company was in compliance with all financial covenants contained in the credit agreement. (see Note 6)

Under the terms of the Revolver, we are prohibited from declaring or paying any cash dividends on our common stock.

On November 19, 2014, the Company terminated its existing margin credit facility with one of the banks that held the Company's marketable securities. Borrowings under this facility were collateralized by the Company's cash and cash equivalents and marketable securities on deposit at the bank. During the twelve months ended December 31, 2014, the Company did not borrow against the facility and had no outstanding borrowings under this facility at December 31, 2014.