ACACIA RESEARCH CORPORATION (NASDAQ:ACTG) Files An 8-K Other EventsItem 8.01, as amended to address the typographical error, has been reproduced below. Except as specifically described above, no changes have been made to the Original Filing by the filing of this Amendment.
ACACIA RESEARCH CORPORATION (NASDAQ:ACTG) Files An 8-K Other Events
Item 8.01 Other Events.
As previously reported, on August 15, 2016, Acacia Research Corporation, a Delaware corporation (“Acacia”), entered into an Investment Agreement with Veritone, Inc., a Delaware corporation (“Veritone”), that provides for Acacia to invest up to $50 million in Veritone, consisting of both debt and equity components. to the Investment Agreement, Veritone issued to Acacia a Secured Promissory Note (the “Note”) whereby Veritone borrowed $20 million from Acacia through two $10 million advances. The Note provides that, immediately after the closing of an initial public offering of common stock of Veritone, all outstanding amounts of principal and accrued interest under the Note will automatically convert into shares of common stock of Veritone at a conversion price per share equal to the lesser of (i) $8.1653 and (ii) the initial public offering price per share of common stock of Veritone.
to the Investment Agreement, Veritone also issued to Acacia a five-year warrant (the “Primary Warrant”) that, upon the closing of an initial public offering of common stock of Veritone, will be automatically exercised in full for a number of shares of common stock of Veritone determined by dividing $50 million, less all converted amounts or payments under the Note (including interest accrued thereon), by an exercise price per share equal to the lesser of (i) $8.1653 and (ii) the initial public offering price per share of common stock of Veritone.
On May 17, 2017, Veritone closed the initial public offering of its common stock at an initial public offering price per share of $15.00. As a result, on May 17, 2017, all outstanding principal and accrued interest under the Note, which equalled $20,736,438 on the conversion date, automatically converted into 1,523,746 shares of common stock of Veritone at a conversion price of $13.6088 per share, which represents the initial $8.1653 conversion price described above as adjusted for a 0.6-for-1.0 reverse stock split of Veritone’s common stock, which was effected in April 2017 (the “Reverse Stock Split”). In addition, the Primary Warrant was automatically exercised in full into 2,150,335 shares of common stock of Veritone, which was determined by dividing $29,263,562, or $50 million less all converted principal and accrued interest under the Note on the conversion date, by an exercise price of $13.6088 per share, which>represents the initial $8.1653 exercise price described above as adjusted for the Reverse Stock Split. Following the automatic exercise of the Primary Warrant, Veritone issued to Acacia an additional warrant (the “10% Warrant”) that provides for the issuance of additional shares of common stock of Veritone at an exercise price per share equal to the lesser of $13.6088, which represents an initial conversion price of $8.1653 as adjusted for the Reverse Stock Split, or the initial public offering price per share of common stock of Veritone, with 50% of the shares underlying the 10% Warrant vesting as of the issuance date of the 10% Warrant and the remaining 50% of the shares vesting on the first anniversary of the issuance date of the 10% Warrant. Acacia also received 295,440 shares of common stock of Veritone upon the automatic conversion of all outstanding principal and accrued interest under a secured convertible promissory note issued to Acacia by Veritone to a Note Purchase Agreement dated March 15, 2017, which equalled $4,020,584 on the conversion date, at a conversion price of $13.6088 per share,>which represents an initial $8.1653 conversion price as adjusted for the Reverse Stock Split.
About ACACIA RESEARCH CORPORATION (NASDAQ:ACTG)
Acacia Research Corporation, through its subsidiaries, is engaged in patent investment, prosecution, licensing and enforcement activities. The Company’s subsidiaries partner with inventors and patent owners for patented inventions. The Company operates in patent licensing and enforcement business segment. The Company’s subsidiaries generate revenues from the granting of intellectual property rights for the use of patented technologies that its subsidiaries control or own. The Company’s subsidiaries assist patent owners with the prosecution and development of their patent portfolios, the protection of their patented inventions from unauthorized use, the generation of licensing revenue from users of their patented technologies and with the enforcement against unauthorized users of their patented technologies through the filing of patent infringement litigation. It is engaged in licensing and enforcing patented technologies. Its subsidiaries include Adaptix, Inc. and Body Science, LLC. ACACIA RESEARCH CORPORATION (NASDAQ:ACTG) Recent Trading Information
ACACIA RESEARCH CORPORATION (NASDAQ:ACTG) closed its last trading session down -0.20 at 4.20 with 387,646 shares trading hands.
Acacia Research Corporation, through its subsidiaries, is engaged in patent investment, prosecution, licensing and enforcement activities. The Company’s subsidiaries partner with inventors and patent owners for patented inventions. The Company operates in patent licensing and enforcement business segment. The Company’s subsidiaries generate revenues from the granting of intellectual property rights for the use of patented technologies that its subsidiaries control or own. The Company’s subsidiaries assist patent owners with the prosecution and development of their patent portfolios, the protection of their patented inventions from unauthorized use, the generation of licensing revenue from users of their patented technologies and with the enforcement against unauthorized users of their patented technologies through the filing of patent infringement litigation. It is engaged in licensing and enforcing patented technologies. Its subsidiaries include Adaptix, Inc. and Body Science, LLC. ACACIA RESEARCH CORPORATION (NASDAQ:ACTG) Recent Trading Information
ACACIA RESEARCH CORPORATION (NASDAQ:ACTG) closed its last trading session down -0.20 at 4.20 with 387,646 shares trading hands.