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Item 3. Legal Proceedings

2021-03-29 compared with 2020-03-16 · 49 added, 53 removed, 2 unchanged (98% of the section changed)

LEGAL PROCEEDINGS

In the ordinary course of business, we are

the subject of, or party to, various pending or threatened legal actions, including various counterclaims in connection with our

patent enforcement activities.

We believe that any liability arising from these actions will not have a material adverse effect

on our consolidated financial position, results of operations or cash flows.

Our operating subsidiaries are often required

to engage in litigation to enforce their patents and patent rights.

Certain of our operating subsidiaries are parties to ongoing

patent enforcement related litigation, alleging infringement by third-parties of certain of the patented technologies owned or

controlled by our operating subsidiaries.

In connection with any of our patent enforcement

actions, it is possible that a defendant may claim and/or a court may rule that we have violated statutory authority, regulatory

authority, federal rules, local court rules, or governing standards relating to the substantive or procedural aspects of such enforcement

In such event, a court may issue monetary sanctions against us or our operating subsidiaries or award attorney’s

fees and/or expenses to a defendant(s), which could be material, and if required to be paid by us or our operating subsidiaries,

could materially harm our operating results and our financial position.

We spend a significant amount of our financial

and management resources to pursue our current litigation matters.

We believe that these litigation matters and others that we

may in the future determine to pursue could continue for years and continue to consume significant financial and management resources.

The counterparties to our litigation are sometimes large, well-financed companies with substantially greater resources than us.

We cannot assure you that any of our current or future litigation matters will result in a favorable outcome for us.

in part due to the appeals process and other legal processes, even if we obtain favorable interim rulings or verdicts in particular

litigation matters, they may not be predictive of the ultimate resolution of the dispute.

Also, we cannot assure you that we will

not be exposed to claims or sanctions against us which may be costly or impossible for us to defend.

Unfavorable or adverse outcomes

may result in losses, exhaustion of financial resources or other adverse effects which could encumber our ability to effectively

and efficiently monetize our assets.

On June 17, 2015, Celltrace

Communications Ltd., or Celltrace, filed a lawsuit against Acacia in U.S.

District Court for the Southern District of New

York, Case No.

1:15-cv-04746, alleging, among other things, significant damages for alleged breach of contract, unjust

enrichment and fraud.

Acacia disputes the allegations and does not believe that Celltrace is entitled to any

Acacia successfully moved to compel arbitration of the dispute, and the District Court stayed the litigation

pending arbitration before the International Court of Arbitration for the International Chamber of Commerce, or the

Celltrace appealed the decision to the U.S.

Court of Appeals for the Second Circuit, which denied the

Celltrace filed its request for arbitration of the claims with the ICC on November 28, 2016.

an answer denying all allegations of wrongdoing and asserting affirmative defenses.

A tribunal was appointed to preside

over the arbitration and conducted its first case management conference on June 26, 2017.

The parties conducted

discovery and submitted their cases in chief to the tribunal in a series of written submissions per the tribunal’s

orders between January 2018 and December 2018.

The tribunal held an evidentiary hearing with live witness testimony in

New York City between February 4, 2019 and February 13, 2019.

At the end of the hearing, the tribunal set a schedule

for post-hearing briefing by the parties, which concluded in April 2019.

We are now waiting for the tribunal to issue its

Acacia continues to vigorously contest all allegations of wrongdoing.

In the ordinary

course of business, we are the subject of, or party to, various pending or threatened legal actions, including various counterclaims

in connection with our patent enforcement activities.

We believe that any liability arising from these actions will not have a

material adverse effect on our consolidated financial position, results of operations or cash flows.

Our operating

subsidiaries are often required to engage in litigation to enforce their patents and patent rights.

Certain of our operating subsidiaries

are parties to ongoing patent enforcement related litigation, alleging infringement by third-parties of certain of the patented

technologies owned or controlled by our operating subsidiaries.

In connection

with any of our patent enforcement actions, it is possible that a defendant may claim and/or a court may rule that we have violated

statutory authority, regulatory authority, federal rules, local court rules, or governing standards relating to the substantive

or procedural aspects of such enforcement actions.

In such event, a court may issue monetary sanctions against us or our operating

subsidiaries or award attorney’s fees and/or expenses to a defendant(s), which could be material, and if required to be

paid by us or our operating subsidiaries, could materially harm our operating results and our financial position.

We spend a significant

amount of our financial and management resources to pursue our current litigation matters.

We believe that these litigation matters

and others that we may in the future determine to pursue could continue for years and continue to consume significant financial

and management resources.

The counterparties to our litigation are sometimes large, well-financed companies with substantially

greater resources than us.

We cannot assure you that any of our current or future litigation matters will result in a favorable

outcome for us.

In addition, in part due to the appeals process and other legal processes, even if we obtain favorable interim

rulings or verdicts in particular litigation matters, they may not be predictive of the ultimate resolution of the dispute.

we cannot assure you that we will not be exposed to claims or sanctions against us which may be costly or impossible for us to

Unfavorable or adverse outcomes may result in losses, exhaustion of financial resources or other adverse effects which

could encumber our ability to effectively and efficiently monetize our assets.

6, 2019, Slingshot Technologies, LLC, or Slingshot, filed a lawsuit in Delaware Chancery Court against the Company and

Acacia Research Group, LLC, or collectively, the Acacia Entities , Monarch Networking

Solutions LLC (“Monarch”) , Acacia board member Katharine Wolanyk, and Transpacific IP Group, Ltd., or Transpacific.

Slingshot alleges that the Acacia Entities and Monarch misappropriated its confidential

and proprietary information, purportedly furnished to the Acacia Entities and Monarch

Wolanyk, in acquiring a patent portfolio from Transpacific after Slingshot’s exclusive option to purchase

the same patent portfolio from Transpacific had already expired.

Slingshot seeks monetary damages, as well as equitable and injunctive

relief related to its alleged right to own the portfolio.

On March 15, 2021, the court

issued orders granting Monarch’s motion to dismiss for lack of personal jurisdiction and Ms.

Wolanyk’s motion to dismiss

for lack of subject matter jurisdiction.

The Acacia Entities maintain that Slingshot’s allegations are baseless,

that the Acacia Entities neither had access to nor used Slingshot’s information in acquiring the portfolio, that the Acacia

Entities acquired the portfolio as a result of the independent efforts of its IP licensing group, and that Slingshot suffered

no damages given its exclusive option to purchase the portfolio had already ended and it has proven itself incapable of closing

on the portfolio purchase.

MINE SAFETY DISCLOSURES

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 3. Legal Proceedings