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CLOSED · 16:10 ET
Market ClerkRecap
Sun Sep 6 · markets closed2 signals today321 insider buys this week · $404MCIRO short report next: Sep 15The week ahead

ACTG

ACACIA RESEARCH CORP
NASDAQ · FINANCIALS · PATENT OWNERS & LESSORS
4.54
+0.03 +0.67%
USD · Sep 6, 01:16 a.m. ET
MKT CAP $443MP/E DIV YIELD FCF YIELD REV TTM $278.4M +12.3%NET INCOME −$15MNET CASH $216.8M52W 3.15 – 5.16NEXT EARNINGS Nov 4 EST.SEC XBRL · TTM TO Invalid Date

How ACTG rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
81%
of sentences unchanged
Added
118
new sentences
Dropped
85
sentences removed
Length
+1,429
words, now 32,308

New in FY2025

  • We find unique situations, bring a flexible and creative approach to transacting, combining relationships and expertise to drive continual improvement in operating performance.
  • We approach transactions as business owners and operators, rather than purely as financial investors.
  • We believe this differentiates us in creating long-term value for shareholders and partners.
  • Relationship with Starboard Value, LP Our strategic relationship with Starboard Value, LP (together with certain funds and accounts affiliated with, or managed by, Starboard Value LP, “Starboard”), the Company’s controlling shareholder, provides us access to industry expertise, and operating partners and industry experts to evaluate potential acquisition opportunities and enhance the oversight and value creation of such businesses once acquired.
  • Our Operations Intellectual Property Operations - Patent Licensing, Enforcement and Technologies Business We invest in intellectual property (“IP”) and engage in the licensing and enforcement of patented technologies, in each case through our wholly-owned subsidiary Acacia Research Group LLC and its wholly owned subsidiaries (our “Intellectual Property Operations” or “Intellectual Property Business”).
  • We acquired one new patent portfolio during the year ended December 31, 2025 consisting of Wi-Fi 7 standard essential patents.
  • The patents and patent rights acquired have estimated economic useful lives ranging from two to five years.
  • We have established a proven track record of licensing and enforcement success with over 1,600 license agreements executed as of December 31, 2025, across nearly 200 patent portfolio licensing and enforcement programs.
  • As of December 31, 2025, we have generated gross licensing revenue of approximately $1.9 billion, and have returned $898.2 million to our patent partners.
  • During the past five calendar years ending on December 31, 2025, we generated gross licensing revenue of approximately $282.6 million and returned approximately $87.3 million to our patent partners.
  • Headquartered in Austin, Texas, Benchmark is an independent oil and natural gas company that acquires, produces and develops oil and natural gas assets in Texas and Oklahoma.
  • Benchmark is run by an experienced management team and seeks to acquire predictable and shallow decline, cash-flowing oil and natural gas properties whose value can be enhanced via a disciplined, field optimization strategy, with risk managed through robust commodity hedges and low leverage.
  • Through its investment in Benchmark, the Company, along with the Benchmark management team, will evaluate future growth and acquisitions of oil and natural gas assets at attractive valuations.
  • As of December 31, 2025, Benchmark’s operated assets consisted of 554 gross (474 net) operated wells, and its non-operated assets consisted of an average working interest of 10% in 82 gross (8 net) productive wells including the assets acquired in the Revolution Transaction (as defined below).
  • Production from Benchmark’s operated and non-operated wells during the year ended December 31, 2025 totaled 2,081 Mboe, or an average of 5.7 Mboe per day.
  • Development In connection with our investment in Benchmark in November 2023 and Benchmark’s subsequent acquisition of the Revolution assets in 2024, we commenced an evaluation of the development potential of Benchmark’s undrilled assets.
  • Benchmark had not adopted a long-term development plan as of December 31, 2024 and, in accordance with SEC rules, its unproved and unevaluated properties could not be classified as having proved undeveloped reserves as of such dates.
  • All proved undeveloped reserves as of December 31, 2025 are part of a development plan adopted by Benchmark in 2025 indicating that such locations are scheduled to be drilled within five years of initial booking.
  • In December 2025, Benchmark spud its first horizontal development well which is expected to be completed and producing in the first quarter of 2026.
  • Benchmark intends to continue these development activities in 2026 and has adopted a plan for future development thereafter.
  • With Benchmark’s ability and intention to develop these assets over the next five years, certain undrilled locations have been reclassified as proved undeveloped reserves as of December 31, 2025.
  • The aggregate consideration paid to the Deflecto Sellers in the Deflecto Transaction consisted of $103.7 million in cash, subject to certain working capital, debt and other customary adjustments set forth in the Deflecto Stock Purchase Agreement, which was funded with a combination of borrowings under a $48.0 million secured term loan (the “Deflecto Term Loan”) and cash on hand.
  • A portion of the Deflecto purchase price is being held in escrow to indemnify us against certain claims, losses and liabilities.
  • Refer to Notes 3 and 11 to the consolidated financial statements elsewhere herein for additional information.
  • Through the end of December 31, 2025, we have received proceeds of $564.1 million as we monetized the Life Sciences portfolio.
  • We retained an investment in the Life Sciences Portfolio consisting of public and private securities valued at $25.7 million at December 31, 2025.
  • Our Energy Operations Business faces intense competition in identifying, evaluating, and executing attractive oil and natural gas asset acquisitions from other entities with similar business objectives, including major and independent oil and natural gas companies and private equity groups.
  • These include the regulation of the size of drilling and spacing units or proration units, the density of wells that may be drilled and the unitization or pooling of oil and natural gas properties.
  • The regulatory burden on the oil and natural gas industry often increases the cost of doing business and, consequently, affects our profitability.
  • Existing environmental laws and regulations may be revised or reinterpreted from time to time, which introduces further uncertainty as to our compliance obligations.
  • State and federal laws applicable to remediation of oil and natural gas wastes and properties have become stricter over time.
  • The Oil Pollution Act of 1990 (the “OPA”) and implementing regulations impose a variety of obligations on responsible parties related to the prevention of oil spills and liability for damages resulting from such spills into waters of the U.S.
  • Although the definition has been both expanded and narrowed in recent years, the term “waters of the U.S.” has been broadly defined to include some inland water bodies, including wetlands and intermittent streams.
  • A critical habitat or suitable habitat designation could result in further material restrictions to federal land use and may materially delay or prohibit land access for oil and natural gas development.
  • The increase in endangered species listings may limit our ability to explore for or produce oil and natural gas in certain areas or cause us to incur additional costs.
  • Subsurface placement of fluids (including disposal wells or enhanced oil recovery) is governed by federal or state regulatory authorities that, in some cases, includes the state’s oil and natural gas regulatory authority and/or the state’s environmental authority.
  • Due to concerns raised relating to potential impacts of hydraulic fracturing on groundwater quality, legislative and regulatory efforts at the U.S. federal, state and local levels have been considered or implemented to render permitting and compliance requirements more stringent for hydraulic fracturing or to restrict or prohibit the activity altogether.
  • The Trump Administration has issued a series of executive orders and taken measures that signal a shift in the United States’ energy and climate change policies from the prior administration.
  • Future administrations may, however, pursue executive orders similar to, or more restrictive than prior administrations.
  • The EPA has also adopted rules requiring the monitoring and reporting of GHG emissions from specified sources in the U.S., including, among others, certain oil and natural gas production facilities on an annual basis, which includes certain of our operations.

and 78 more.

Gone since FY2024

  • We find unique situations, bring a flexible and creative approach to transacting, and relationships and expertise to drive continual improvement in operating performance.
  • We approach transactions as business owners and operators rather than purely as financial investors and we believe it is our differentiator for creating long-term value for shareholders and partners.
  • Relationship with Starboard Value, LP Our strategic relationship with Starboard Value, LP (together with certain funds and accounts affiliated with, or managed by, Starboard Value LP, “Starboard”), the Company’s controlling shareholder, expands our sourcing and operating network and resources; and enhances our access to operating partners and industry experts with whom we evaluate potential acquisition opportunities, which enhances the oversight and value creation of our businesses.
  • Starboard provides ready access to its extensive network of industry executives and, as part of our relationship, Starboard has assisted, and we expect will continue to assist, with sourcing and evaluating appropriate acquisition opportunities.
  • Our Operations Intellectual Property Operations - Patent Licensing, Enforcement and Technologies Business We invest in intellectual property (“IP”) and engage in the licensing and enforcement of patented technologies, in each case through our wholly-owned subsidiary Acacia Research Group LLC and its wholly owned subsidiaries.
  • We did not acquire any new patent portfolios in calendar years 2024, 2023 and 2022.
  • The patents and patent rights acquired in 2021 and 2020 have estimated economic useful lives of approximately five years.
  • We have established a proven track record of licensing and enforcement success with over 1,600 license agreements executed as of December 31, 2024, across nearly 200 patent portfolio licensing and enforcement programs.
  • As of December 31, 2024, we have generated gross licensing revenue of approximately $1.9 billion, and have returned $881.0 million to our patent partners.
  • During the past five calendar years ending on December 31, 2024, we generated gross licensing revenue of approximately $234.0 million and returned approximately $91.2 million to our patent partners.
  • Headquartered in Austin, Texas, Benchmark is an independent oil and gas company focused on the acquisition, production and development of operated and non-operated oil and natural gas assets in Texas and Oklahoma.
  • Benchmark is run by an experienced management team led by Chief Executive Officer Kirk Goehring and seeks to acquire predictable and shallow decline, cash-flowing oil and gas properties whose value can be enhanced via a disciplined, field optimization strategy, with risk managed through robust commodity hedges and low leverage.
  • Through its investment in Benchmark, the Company, along with the Benchmark management team, will evaluate future growth and acquisitions of oil and gas assets at attractive valuations.
  • As of December 31, 2024, Benchmark’s operated assets consisted of 551 gross (472 net) operated wells, and its non-operated assets consisted of an average working interest of 13% in 64 gross (8 net) productive wells including the assets acquired in the Revolution Transaction (as defined below).
  • Production from Benchmark’s operated and non-operated wells during the year ended December 31, 2024 totaled 1,680 Mboe, or an average of 4.6 Mboe per day.
  • Development In connection with our investment in Benchmark in November 2023 and Benchmark’s subsequent acquisition of the Revolutions assets in 2024, we commenced an evaluation of the development potential of Benchmark’s undrilled assets.
  • Benchmark had not adopted a long-term development plan as of December 31, 2024 or 2023 and, in accordance with SEC rules, its undrilled assets could not be classified as having proved undeveloped reserves for such periods.
  • As a result, Benchmark’s estimated net proved reserves at December 31, 2024 and 2023 consist entirely of proved developed reserves.
  • The Deflecto Transaction closed simultaneously with the execution of the Deflecto Stock Purchase Agreement on October 18, 2024.
  • Under the terms and conditions of the Deflecto Stock Purchase Agreement, the aggregate consideration paid to the Deflecto Sellers in the Deflecto Transaction consisted of $103.7 million, subject to certain working capital, debt and other customary adjustments set forth in the Deflecto Stock Purchase Agreement (the “Deflecto Purchase Price”).
  • The Deflecto Purchase Price was funded with a combination of borrowings of a $48.0 million secured term loan (the “Deflecto Term Loan”) and cash on hand.
  • A portion of the Deflecto Purchase Price is being held in escrow to indemnify Deflecto Purchaser against certain claims, losses and liabilities.
  • The Company’s consolidated financial statements include Deflecto’s consolidated operations from October 18, 2024 through December 31, 2024.
  • Refer to Note 3 to the consolidated financial statements elsewhere herein for additional information.
  • Through the end of December 31, 2024, we have received proceeds of $564.1 million as we monetized the Life Sciences portfolio.
  • We retained an investment in the Life Sciences Portfolio consisting of public and private securities valued at $25.7 million at December 31, 2024.
  • Our Energy Operations Business faces intense competition in identifying, evaluating, and executing attractive oil and gas asset acquisitions from other entities with similar business objectives, including major and independent oil and natural gas companies and private equity groups.
  • These include the regulation of the size of drilling and spacing units or proration units, the density of wells that may be drilled and the unitization or pooling of oil and gas properties.
  • The regulatory burden on the oil and gas industry often increases the cost of doing business and, consequently, affects our profitability.
  • Existing environmental laws and regulations could be revised or reinterpreted, including by the Trump administration, which introduces further uncertainty as to our compliance obligations.
  • State and federal laws applicable to oil and gas wastes and properties have become stricter over time.
  • The Oil Pollution Act of 1990 (the “OPA”) and implementing regulations impose a variety of obligations on responsible parties related to the prevention of oil spills and liability for damages resulting from such spills in waters of the U.S.
  • The term “waters of the U.S.” has been broadly defined to include some inland water bodies, including wetlands and intermittent streams.
  • A critical habitat or suitable habitat designation could result in further material restrictions to federal land use and may materially delay or prohibit land access for oil and gas development.
  • The increase in endangered species listings may limit our ability to explore for or produce oil and gas in certain areas or cause us to incur additional costs.
  • Subsurface placement of fluids (including disposal wells or enhanced oil recovery) is governed by federal or state regulatory authorities that, in some cases, includes the state’s oil and gas regulatory authority or the state’s environmental authority.
  • Due to concerns raised relating to potential impacts of hydraulic fracturing on groundwater quality, legislative and regulatory efforts at the U.S. federal, state and local levels have been initiated to render permitting and compliance requirements more stringent for hydraulic fracturing or to restrict or prohibit the activity altogether.
  • A number of federal agencies are analyzing, or have been requested to review, a variety of environmental issues associated with hydraulic fracturing practices.
  • The Trump Administration has issued a series of executive orders that signal a shift in the United States’ energy and climate change policies from the prior administration.
  • Future administrations may, however, pursue executive orders similar to, or more restrictive than, current and prior administrations.

and 45 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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