Item 1.01. Entry into a Material Definitive Agreement.
On April 14, 2022, Acacia Research Corporation, a Delaware corporation (the
"Company") entered into a Seventh Supplemental Agreement (the "Seventh
Supplemental Agreement") with Merton Acquisition HoldCo LLC ("Merton") and
Starboard Value LP (the "Designee" or "Starboard Value"), on behalf of the
certain buyers (the "Starboard Funds") of the Notes issued pursuant to the
previously reported Securities Purchase Agreement (as amended and supplemented,
the "Purchase Agreement"), dated as of November 18, 2019, to, primarily, (i)
repay an aggregate of $50.0 million principal amount of the Notes, (ii) extend
the maturity date of the remaining outstanding Notes to July 15, 2022, and (iii)
amend the definitions of (a) "Permitted Investments" to permit certain types of
derivative instruments and (b) "Permitted Debt" to permit certain guarantees in
connection with such derivative instruments. After giving effect to the Seventh
Supplemental Agreement, the total principal amount outstanding of the Notes is
$115.0 million.
The foregoing description of the Seventh Supplemental Agreement is a summary of
the material terms of such agreement, does not purport to be complete and is
qualified in its entirety by reference to the Seventh Supplemental Agreement,
which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is
incorporated by reference herein.
Item 3.03 Material Modification to Rights of Security Holders.
The information set forth under Item 1.01 regarding the terms of the Sixth
Supplemental Agreement is incorporated by reference into this Item 3.03.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description of Exhibit
10.1 Seventh Supplemental Agreement, dated as of April 14, 2022, between
Starboard Value, L.P., on behalf of the Starboard Funds, Acacia Research
Corporation and Merton Acquisition Holdco LLC.
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