NEW YORK–(BUSINESS WIRE)–Acacia Analysis Company (Nasdaq: ACTG) (“Acacia” or the “Corporate”) as of late introduced that its Board of Administrators (the “Board”) has been engaging in an inside investigation into the obvious misconduct of former Leader Govt Officer Clifford Press. After the Board had knowledgeable Mr. Press that it was once conscious about doable cases of misconduct that would qualify for a termination for purpose, Mr. Press resigned as each Leader Govt Officer and as a director of the Corporate. Mr. Press showed such resignation on a telephone name with a majority of the Board and exterior recommend. Mr. Press had prior to now issued a commentary referring to his said retirement within the Corporate’s October 31, 2022 press unlock, noting he was once “greatly thankful to the Board and everybody at the Acacia workforce.”
The Board’s formal investigation started next to Mr. Press’ departure and upon the Board turning into conscious about a rising collection of doable problems referring to his use of company budget and assets. Whilst the inner investigation is ongoing, initial findings come with the next:
- Mr. Press supplied misguided knowledge on positive submissions of company bills.
- Mr. Press seems to have misused company budget for private use, together with shuttle and leisure with other people now not related to Acacia.
- Mr. Press made considerable charitable donations in his personal title the use of company budget.
- Mr. Press did not practice the Board’s directive with regards to a subject matter contract. On a couple of events, Mr. Press then misrepresented to the Board and his fellow Board participants that he had complied with the Board’s directive. Mr. Press’ failure to conform and his next misrepresentation resulted in a considerable additional legal responsibility, which was once disclosed within the Corporate’s 10Q for the length ended September 30, 2022, which was once filed on November 14, 2022.
The Board’s inside investigation, which is being supported through unbiased criminal recommend, is constant to check Mr. Press’ use of company budget and assets all through his tenure. Based totally upon initial knowledge acquired in the course of the ongoing inside investigation, the Board does now not recently wait for any subject matter adjustments to Acacia’s ancient monetary statements or similar disclosures. Nevertheless, the Board is dedicated to figuring out whether or not any company abuse passed off and, if suitable, searching for restitution and different therapies for the advantage of the Corporate’s shareholders.
During the last a number of weeks, the Corporate has made Mr. Press’ representatives conscious about positive of those initial findings, and Acacia have been attractive in just right religion discussions with him and his representatives with the intention to supply a severance bundle that subtracted monies owed to the Corporate. Mr. Press’ representatives, alternatively, have made the Corporate mindful that he’s searching for a severance bundle that incorporates, amongst different issues, a fee this is exponentially better than what he would were owed within the match he had now not resigned and had merely been terminated with out purpose. Mr. Press’ representatives have made it transparent that if the Corporate does now not put up to his calls for, that he’s going to search to publicly assault Acacia and its associates.
On December 30, 2022, Mr. Press filed a lawsuit towards Acacia within the Delaware Court docket of Chancery to be reinstated as a director of the Corporate. Acacia believes the lawsuit lacks benefit and is a clear strive at the a part of Mr. Press to distract from his obvious misconduct. Acacia has filed arbitration lawsuits pursuant to its employment settlement with Mr. Press.
Concerning the Corporate
Acacia is an everlasting capital platform with a technique to buy companies in response to the differentials between private and non-private marketplace valuations. Acacia leverages its (i) get admission to to versatile capital that may be deployed opportunistically on account of its strategic partnership with Starboard, (ii) disciplined center of attention on figuring out alternatives the place it may be an advantaged purchaser, start up a transaction alternative spontaneously, steer clear of a conventional sale procedure and entire the acquisition of a industry, department or different asset at a fantastic worth, (iii) willingness to take a position throughout industries and in off-the-run, incessantly misunderstood property that be afflicted by a complexity or multi-factor bargain, (iv) relationships and partnership talents throughout purposes and sectors, and (v) robust experience in company governance and operational transformation. Acacia seeks to spot alternatives the place it believes it’s an advantaged purchaser, the place it might probably steer clear of structured sale processes and create the chance to buy companies, divisions and/or property of businesses at a fantastic worth because of Acacia’s distinctive functions, relationships or experience, or Acacia believes the objective could be value extra to it than to different patrons. Further details about Acacia and its subsidiaries is to be had at www.acaciaresearch.com.
Secure Harbor Commentary
This information unlock accommodates forward-looking statements throughout the that means of the “protected harbor” provisions of the Non-public Securities Litigation Reform Act of 1995. Those statements are based totally upon the Corporate’s present expectancies and talk simplest as of the date hereof. The Corporate’s exact effects would possibly range materially and adversely from the ones expressed in any forward-looking statements on account of more than a few elements and uncertainties, together with the overall result of the Board’s inside investigation described herein, the Corporate’s skill to effectively put into effect its strategic plan, the power of the Corporate to renegotiate the phrases of its dating with Starboard Worth LP, the power to effectively establish and entire strategic acquisitions of companies, divisions, and/or property, the power to effectively expand licensing methods and draw in new industry, adjustments in call for for present and long term highbrow assets rights, legislative, regulatory and aggressive trends addressing licensing and enforcement of patents and/or highbrow assets on the whole, basic financial stipulations, together with the have an effect on of the COVID-19 pandemic and the good fortune of the Corporate’s investments. The Corporate’s Annual Record on Shape 10-Ok, and different SEC filings talk about one of the most necessary dangers and uncertainties that can impact the Corporate’s industry, result of operations and monetary situation. We adopt no legal responsibility to revise or replace publicly any forward-looking statements for any explanation why.