ACACIA RESEARCH CORPORATION (NASDAQ:ACTG) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.
| Exhibit No. | Description of Exhibit |
| 2.1 | Transaction Agreement, dated as of June 4, 2020, between LF Equity Income Fund and Acacia Research Corporation. |
| 4.1 | Form of Note (incorporated by reference to Exhibit 10.1). |
| 10.1 | Supplemental Agreement, dated as of June 4, 2020, between Starboard Value, L.P. and Acacia Research Corporation. |
| 99.1 | Press Release of Acacia Research Corporation, dated June 5, 2020. |
ACACIA RESEARCH CORP Exhibit
EX-99 2 exhibit2_1.htm EXHIBIT 2.1 – TRANSACTION AGREEMENT Execution Version TRANSACTION agreement relating to the sale and purchase of the Portfolio Dated 4 JUNE 2020 lf Equity Income Fund and Acacia Research Corporation Contents Clause Page 1. Interpretation 1 2. Sale and Purchase of the Transferable Sale Securities 13 3. Irrevocable Offer in Respect of the Signing Non-Transferable Sale Securities 14 4. Consideration; Determination of Final Consideration; Payment 15 5. Conditions 19 6. Compulsory Sale Provisions; Cooperation; Other Pre-Completion Covenants 21 7. Completion 25 8. Warranties 27 9. Effect of Completion 28 10. Dealings in Takeover Code Sale Securities 28 11. Confidential Information 29 12. Announcements and Filings 30 13. Variation and Waiver 30 14. Further Assurance 30 15. Time of the Essence 31 16. Assignment 31 17. Costs and Expenses 31 18. Interest 31 19. Provision of Information to Insurers 32 20. Entire Agreement 32 21. Invalidity 32 22. Notices 32 23. Counterparts 34 24. Specific Performance 34 25. No Rescission 34 26. Governing Law and Jurisdiction 34 Schedule 1 Information about the Signing Sale Securities,…
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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.