Network-1 Technologies to be Acquired for $300M
Ticker: NTIP · Form: 8-K · Filed: Jun 28, 2024 · CIK: 1065078
| Field | Detail |
|---|---|
| Company | Network-1 Technologies, Inc. (NTIP) |
| Form Type | 8-K |
| Filed Date | Jun 28, 2024 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 2 min |
| Key Dollar Amounts | $0.01 |
| Sentiment | bullish |
Sentiment: bullish
Topics: acquisition, going-private, merger
TL;DR
Network-1 going private! FFL Partners buying for $300M ($19/share).
AI Summary
Network-1 Technologies, Inc. announced on June 27, 2024, that it has entered into a definitive agreement to be acquired by an affiliate of FFL Partners, LLC. The transaction is valued at approximately $300 million, with Network-1 shareholders expected to receive $19.00 per share in cash.
Why It Matters
This acquisition by FFL Partners, LLC will result in Network-1 Technologies, Inc. becoming a private company, delisting from public exchanges and changing its ownership structure.
Risk Assessment
Risk Level: medium — The deal is subject to customary closing conditions, including shareholder approval, which introduces a degree of uncertainty until completion.
Key Numbers
- $300 million — Transaction Value (Total amount FFL Partners is paying for Network-1 Technologies.)
- $19.00 — Price Per Share (Cash amount each Network-1 shareholder will receive.)
Key Players & Entities
- Network-1 Technologies, Inc. (company) — Company being acquired
- FFL Partners, LLC (company) — Acquiring entity
- $300 million (dollar_amount) — Total transaction value
- $19.00 (dollar_amount) — Price per share
- June 27, 2024 (date) — Date of agreement
FAQ
Who is acquiring Network-1 Technologies, Inc.?
An affiliate of FFL Partners, LLC is acquiring Network-1 Technologies, Inc.
What is the total value of the acquisition?
The acquisition is valued at approximately $300 million.
What price will Network-1 shareholders receive per share?
Network-1 shareholders are expected to receive $19.00 per share in cash.
When was the definitive agreement signed?
The definitive agreement was entered into on June 27, 2024.
What are the conditions for closing the transaction?
The transaction is subject to customary closing conditions, including the approval of Network-1's shareholders.
Filing Stats: 547 words · 2 min read · ~2 pages · Grade level 11.8 · Accepted 2024-06-28 15:52:16
Key Financial Figures
- $0.01 — ch registered Common Stock, par value $0.01 per share NTIP NYSE American Chec
Filing Documents
- form8k.htm (8-K) — 30KB
- 0001072613-24-000578.txt ( ) — 197KB
- ntip-20240627.xsd (EX-101.SCH) — 3KB
- ntip-20240627_lab.xml (EX-101.LAB) — 33KB
- ntip-20240627_pre.xml (EX-101.PRE) — 22KB
- form8k_htm.xml (XML) — 4KB
01 Other Events
Item 8.01 Other Events. The Board of Directors of Network-1 Technologies, Inc. (the "Company") has authorized, and the Company has entered into, a written trading plan (10b5-1 Plan) under Rule 10b5-1 of the Securities Exchange Act of 1934 (the "Exchange Act"). Adopting a trading plan that satisfies the conditions of Rule 10b5-1 allows a company to repurchase its shares at times when it might otherwise be prevented from doing so due to self-imposed trading black-outs or pursuant to insider trading laws. Purchases under the Company's 10b5-1 Plan are for the following periods: (1) beginning on July 8, 2024 until two trading days after the Company issues a press release announcing its financial results for the quarter ended June 30, 2024 and (2) beginning on October 1, 2024 until two trading days after the Company issues a press release announcing its financial results for the quarter ended September 30, 2024. Under the 10b5-1 Plan, the Company's third party broker may purchase up to 1,000,000 shares of the Company's common stock, subject to certain price, market, volume and timing constraints, in accordance with the terms of the plan and subject to Rule 10b5-1 and Rule 10b-18 under the Exchange Act. -2- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NETWORK-1 TECHNOLOGIES, INC. Dated: June 28, 2024 By: /s/ Corey M. Horowitz Name:Corey M. Horowitz Title:Chairman & Chief Executive Officer -3-