WALKER INNOVATION INC. (OTCMKTS:WLKR) Files An 8-K Entry into a Material Definitive Agreement

WALKER INNOVATION INC. (OTCMKTS:WLKR) Files An 8-K Entry into a Material Definitive Agreement

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Item 1.01 Entry into a Material Definitive

Walker Innovation Inc. (the Company) entered into a Redemption
Agreement dated as of June2, 2017 (the Redemption Agreement) with
The Upside Commerce Group, LLC (f/k/a Flexible Travel Company,
LLC) (Upside), a company affiliated with Walker Digital, LLC
(Walker Digital) the Company’s controlling stockholder, to
redeem 12,650,000 Upside Class A Common Shares. Simultaneously
with the redemption on June 2, 2017, the Company acquired the
Upside Class A Common Shares at a price of $0.06 per share to a
warrant (the Warrant) previously granted to the Company by Jay S.
Walker, the controlling stockholder of Walker Digital. The Upside
Class A Common Shares were redeemed at $1.43182745 per share as
approved by the Companys Audit Committee and Board. Net proceeds
from the transaction after giving effect to fees and the exercise
price was approximately $16.8 million. After giving effect to the
transaction described above, the Company no longer retains an
equity interest in Upside.

The foregoing description of the redemption is qualified in its
entirety by the full text of the Redemption Agreement, which is
filed as Exhibit 10.1 hereto, and incorporated by reference

Item 9.01 Financial Statements and Exhibits.


Exhibit Number



Redemption Agreement between and amongWalker Innovation
Inc. and The Upside Commerce Group, LLC dated as of June 2,


Press Release


Walker Innovation Inc., formerly Patent Properties, Inc., develops and commercializes its portfolio of intellectual property assets through its licensing and enforcement operations. The Company’s segments include Licensing and Enforcement, and Innovation Business. Its innovation business consists of Haystack IQ and custom business innovation services. Haystack IQ uses Big Data software to connect the stockpile of technology improvements and technical experts. Haystack IQ’s Big Data software engine cross-references a company’s products, services, processes and product development priorities with the entire United States patent database to find statistically relevant matches. Its patent portfolio consists of approximately 400 granted patents, as well as over 40 pending patent applications. It is used in industries, including data management, e-commerce, electronic and computer hardware, social networking and Internet services, security and state lotteries.

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