Good afternoon, and welcome ladies and gentlemen to the Acacia Research Third Quarter Earnings Release Conference Call. At this time, I would like to inform you that this conference is being recorded, and that all participants are in a listen-only mode. At the request of the company, we will open the conference up for question and answers after the presentation. I will now turn the conference over to Mr. Matthew Vella. Please go ahead, sir.

Thank you for being with us. Today’s call may involve what the SEC considers to be forward-looking statements. Please refer to our 8-K, which was filed with the SEC today, for our forward-looking statement disclaimer. In today’s call, the terms we, us, and our, refer to Acacia Research Corporation and it’s wholly and majority owned operating subsidiaries. All patent rights acquisitions, development, licensing and enforcement activities are conducted solely by certain of Acacia Research Corporation’s wholly and majority owned operating subsidiaries. With me today are Clayton Haynes, our Chief Financial Officer; and David Rosmann, our Executive Vice President of Licensing. Clayton will start our call by taking you through the numbers for this past quarter. Clayton?

Thank you, Matt, and thank you to those joining us for today’s earnings conference call. As detailed in our earnings release today, third quarter 2015 revenues totaled 13 million, as compared to 37.2 million in the comparable prior year quarter. Third quarter of 2015 revenues were comprised primarily of eight new license agreements executed in the quarter, as compared to 20 new license agreements executed in the comparable prior year quarter. In the third quarter of 2015, three licensees individually accounted for 54%, 15% and 13% of revenues recognized, as compared to three licensees individually accounting for 43%, 30% and 12% of revenues recognized during the third quarter of 2014. As we have discussed on previous conference calls, license fee revenues continue to be uneven from period-to-period. For the third quarter of 2015, we reported a GAAP net loss of 27.3 million or $0.55 per share versus a GAAP net loss of 12.4 million or $0.26 per share for the comparable prior year quarter. On a non-GAAP basis, we reported a net loss of 11.5 million or $0.23 per share as compared to non-GAAP net income of 5.1 million or $0.10 per share for the comparable prior year quarter. Please refer to our disclosures regarding the presentation of non-GAAP financial measures and other notes in today’s earnings release and 8-K filed with the SEC. On a combined basis, inventor royalties and contingent legal fees expense decreased 83% primarily due to the 65% decrease in related revenues quarter-to-quarter and a higher percentage of revenues generated during the third quarter of 2015 having no inventor royalty obligations as compared to the revenues generated during the third quarter of 2014. As a result, average margins for the third quarter of 2015 were 84%, as compared to 67% in the comparable prior year quarter.…

Thanks, Clayton. As you can imagine, the team at Acacia is very disappointed with our financial performance of the third quarter. It was a quarter where legal developments on one hand strengthened several of our most important portfolios but on the other hand postponed the expected revenue drivers for the quarter, resulting in the poor numbers Clayton just set out. As a result, we believe revenues not generated on our portfolios this past quarter were not lost but simply pushed into subsequent quarters. Specifically, our first two Adaptix base station trials originally scheduled to commence in June then rescheduled to start in late August and November were each postponed again by roughly one quarter. This is because a few days prior to the August trial, our team unearthed significant documentation we believe strongly enhanced our legal position. The court accepted this documentation as evidence but also allowed the defense time to review it, which postponed our base station trials by roughly one quarter. We now expect our Adaptix base station case against Alcatel-Lucent to start nearly to mid-December and our Adaptix base station case against Ericsson to start in February. All-in-all, these developments when coupled with several new Adaptix patent allowances, market wins and summary judgment motion wins have strengthened our confidence that the Adaptix portfolio will earn significant revenues. Turning to VoiceAge. This past quarter, our VoiceAge patents were tested on two more occasions in Europe; once against LG in Munich and once against HTC in Dusseldorf. Based on the stated opinion of the court, on both occasions we won on all counts including infringements, validity and competition law issues bringing our overall record in this portfolio to four wins and no losses. While the German court is indicating it has decided in our favor, however, it will take…

Thank you, sir. The question-and-answer session will begin. [Operator Instructions]. We’ll take our first question from Craig Hoagland with Anderson Hoagland & Co.

Matt, could you say a little bit more about the headcount reduction and what that says about the mix of portfolios or portfolios that might not have panned out?

The headcount reduction I think – probably the one thing it does say is that in certain sectors like med-tech, the intake has seized [indiscernible]. I don’t think it says anything about what we’ve pulled in. And I think that’s probably the only correlation you can make between headcount reductions on one hand and portfolio fails on the other gets more of the intake than the actual portfolios that we have in-house. I think the headcount reduction also reflects the fact that the business is transitioning, right, for the last couple of years from one where we’ve filed lots of lawsuits on lots of portfolios of varying values through one where we’re focusing on marquees – a smaller number of marquees. And so that obviously should lead to reduced headcount.

And that’s still trailed into 2015.

Yes.

We’ll take our next question from Mark Argento with Lake Street Markets.

Hi. Good afternoon, guys.

Hi, Mark.

Hi. Just a quick question on the legal fees. I saw that you guys – it looks like you took a reserve. Can you talk a little bit about the reserve for legal fees in regards to, I’m assuming it’s the case in which you guys were – the judge decided to award the defendant some legal fees. Just walk through that. And what do you see going forward just in terms of that being a risk to the business model?

I think the accrual – well, let me answer two questions because I think you’ve pinned us on two issues, they are separate. The accrual, and Clayton correct me if I’m wrong, that largely relates to a matter we have with a law firm. It’s a fee dispute with a law firm. That’s nothing to do with sanctions awards. On the sanctions awards front, we don’t anticipate a lot more of those. If you actually look historically at our lawsuit record, we filed over a 1,000 suits and I think we’ve only been sanctioned on three or four occasions. We generated over $1.2 billion of licensing revenue almost all of it from lawsuits or at least a lot of it, and again I don’t think we paid more than 0.2% of that. And when you’re in that many legal disputes, you’re going to have some of things cropping up once in a while. That’s how I’d characterize it. And actually now that I recall, there was part of the accrual that you’re referring to, Mark, a chunk of that has to do with a fee dispute with a firm. About 700,000 of that had to with a fee dispute, so I was wrong on that count.

Okay, that’s helpful. And then just turning to the – just the total number of licensed transactions, I think you guys had did eight new agreements or eight new licensing agreements in the quarter, which is down and granted the total number of license deals wasn’t as important as the actual size per license. But just say like the breadth of transactions are just down. Is that by design or is that somewhat by the environment we’re in or is that driven by your shift to more focusing on these more marquee portfolios versus a broader kind of slot historically?

Well, if you’re talking about comparing this quarter in terms of the number of transactions, the number of transactions we have three years ago because the strategy is changed, right. We’re sound [ph] on marquee strategy, small number of deals, bigger dollars and you can see that trend play itself out. If we had to compare the number of deals we had this quarter to the number of deals we had last quarter or the previous quarter within, I’d say, the last two years, I think that’s more of an aberration. We were negotiating a similar number of transactions as we normally negotiate. In fact, the dollars we’re negotiating were in some sense comparable if not higher to what we’re normally negotiating; just that the gap between the bid and the ask didn’t quite close and the number came out the way it did. But again, I wouldn’t read anything into the number of transactions as being indicative of a trend if you’re comparing it to the other quarters this year and I certainly wouldn’t read anything into the revenue as being indicative of a trend. I see that as more of an aberration. Again, it had to do with the gaps between the bid and the ask not closing to where we thought they would.

All right. And then last, maybe a question for Clayton. Your guidance for the 21 million to 22 million in MG&A for 2016, you guys think about that level, is that consistent on a run rate basis where you guys are right now in Q4 in terms of total kind of overhead cost or is that contemplated additional reductions in terms of the fixed expense as a business?

Sure. That contemplates the current run rate as of right now, of course those savings in Q3 were offset by some nonrecurring severance-related payments. But that 21 million to 22 million is the current run rate currently.

All right. And then last question for Matt, maybe you could talk a little bit about the environment, obviously it’s been bad for quite a while. Are you seeing a light at the end of the tunnel there at all? I know legislation seems to have kind of come and gone or the tread of legislation. It seems like the lawmakers have basically affected change without having to put actual laws on the books. What are you seeing out there in terms of the environment, maybe you could give us a little bit of your perspective? That would be helpful.

It hasn’t changed. If you go back to my responses for the last couple of years, it really hasn’t changed. And let me restate my views on the environment as you call it and then I’m come back into how it would position my views given the numbers we just put up for the quarter. I think the environment is tougher if you have a case that’s closer to the fringes where the valuation’s lower or you’re taking more risk on various positions. And so I think that we’re running the business we used to run four or five years ago, three years ago absolutely would have impacted it. But we predicted this impact and we shifted out of the business and my opinion in the nick of time. So I don’t think that’s what’s going on. What’s going on is it’s a new regime. It’s been the most complete overhaul of the U.S. patent law that’s happened in our lifetime, right. And so it’s not so much the regime is something we had anticipated, it just takes time to understand how it’s going to work with respect to the details. So with things like predicting trial dates, it becomes a little bit trickier because you’re seeing fact patents that no one seen before. And I can get into the examples, but perhaps it’s not the time and the place with this call. So, overall, I don’t think it’s really impacted us in a way that we haven’t been able to model and that’s why we made our shift to this marquee strategy. In terms of what happened this past quarter, I wouldn’t read any of that into the environment. I mean, the reality is we’re in a marquee strategy. There’s going to be a smaller number of deals driving revenue. And if there is a miscalculation on the timing of when those deals close, you get a quarter like the one we just had, right. But at the same time, I don’t think we lost value. I don’t think the revenue is indicative of the company being weaker. As I said in my prepared remarks, we think it’s stronger and we think that revenues that we could have collected this past quarter that we didn’t collect will be collected. And we think much of those will be collected in the next few quarters.

My last, last question in terms of the intake, looks like you’re looking to bring in another two to four portfolios. In the environment out there, I guess it’s a buyers’ market for lack of a better word. Do you anticipate having to lay capital out for IP or can you really lean on that partnership model?

They’ll be many, most where you won’t have to deploy that much capital. There might be one or two where you might. It depends on the circumstance. I don’t want to preclude that, but by and large I think we’ll be able to do quite well and deploy – and get a good return on any capital we do deploy, let’s put it that way.

Great. Thanks, guys.

We’ll go next to Mike Latimore with Northland Capital Markets.

Hi, guys. This is Jim Fitzgerald in for Mike Latimore.

Hi, Jim.

So were the medical device patents the biggest revenue contributors in the quarter?

I’m not sure we can – all we can do is tell you what’s in our public filings, right. So we can tell you by size what the top three are. I will say I think if you look at it, the marquees that we closed this quarter, I think many of them were medical, I’ll say that.

Okay. And you see further material opportunity in the medical device base over, I’ll say, the next few quarters?

On intake, as I’ve mentioned, we’ll still look at stuff but we’ve cut back resources looking at that space because we think that those patents are actually pricing quite well and there’s less need for our service in that space. In terms of the portfolios, we do have in-house, we do see some future opportunities, yes.

Okay. We just talked a little bit about the patent environment in the U.S. It seems in Europe, the environment is a little bit more favorable. Would you say you guys are considering or are increasing your focus on European litigation over U.S.?

We have increased our focus and we’ll keep increasing our focus. But really it’s a matter of finding the right patent for the right venue. I don’t want to get people the impression that the U.S. is an awful place to litigate because it’s a harder place to litigate than it was three, four years ago, especially if you have lower quality patents. But again much of frustration I think people are sensing is new rules that have to be burnt in properly. I think there is in some cases an anti-patent holder bias but I think the American system will rebalance. I think we’re seeing some hints of rebalancing, for example, in our own IPR outcomes. And so overall, the way we see it is not so much Europe good, U.S. bad. There’s different patents, they have different characteristics, we put [indiscernible] for them. And perhaps in the past; five, six years ago, we didn’t look at Europe enough and we’re starting to. And again, for the right patents, it’s a good place to look just as America is for certain other types of patents.

Sure, okay. I know you just launched an IPR, so have you had any notable wins or losses in that space?

We basically had some [indiscernible] request denied. We won some IPRs on the Adaptix suite. I don’t know if they happened – the wins themselves happened this quarter or the past quarter but I know we won some in the past, let’s call it four, five months. By and large – if I look back I just get a general notion of what’s been happening with our IPRs, my sense is we’ve been winning the significant ones. And we’ve lost one or two here or there but the ones we really needed to win, we’ve won. And I’ll give as an example one of our main patents in the NSN portfolio, I know we’ve won I think one or two IPRs there and we’ve certainly won one or two IPRs I believe on the Adaptix matter as well as an example.

Okay, great. Thanks, guys.

We’ll take our next question from Darrin Peller with Barclays.

Hi. Thanks for taking my question. This is James Berkley for Darrin.

Hi, James.

How you guys doing?

Okay.

Just a couple of quick questions for you. Just wanted to get a better understanding, I know in the last call you mentioned that you expected revenue to ramp obviously into 3Q, 4Q and into '16 from that $40 million you saw in 2Q. I know obviously there’s some timing issues here. So going forward, just assuming things are on track as you expect, would you expect like 4Q to ramp relative to 2Q or is that now relative to 3Q. Just trying to get any color that I can.

No, it’s relative to Q2.

Okay. So if everything goes as planned, you would expect to see --?

Yes, we’re not advertising our ramp at 13. That’s clearly not the intent.

Okay, great. That’s really helpful. And then, are you able to give any further just additional color how much you would expect it to ramp and how we should think about '16 at all and how sustainable the revenue is going forward? And similar to that, why the revenue – what caused the major drop off? What kind of fell off this quarter?

I’ve given some information in the past on what our objectives are and I’ve said we want to get back to our peak, the 200, 250 level, right, and then go by it and that’s the goals. There are some timing issues as you say and I think – did you ask me you wanted me to talk about those timing issues? I sense there were two questions in there. Was it just that one question or did you ask the second one as well?

The timing issues if you could, a little more detail on what led to the sequential drop off here and then just how to think about revenue sequentially going forward in 4Q and beyond?

Well, again, it really was probably a confluence of factors for this particular quarter but I’ll point to some public things you guys can see to give you some hint. I can’t obviously betray confidences that we’re having in terms of negotiations. On the Adaptix trial, right, 10 days before that trial was supposed to start, documents were unearthed that really helped our case and we tried to get those documents into the case and have the trial start on time. But the judge probably did the right thing there and said, well, if you’re going to put new documents in that substantially strengthen your case, you should at least give the other side a chance to react to those documents and examine them. And that’s what been happening. So he pushed that off a couple of months. So that’s one where – we had a choice. It’s not like the delay was forced on us. We could either do what we thought was the right thing, identify the documents and give the other side a chance to react, right, which the judge I think wisely did or we can go in, we had a strong case and fight the case with slightly lower probabilities of winning. We took the choice of security over rush to a trial, especially given it was only a delay of a quarter. Sometimes it’s a matter of you have a marquee that’s been doing quite well. People see the writing on the wall in terms of what’s going to happen if you don’t take a license and there’s just a gap between the bid and the ask. And your enforcement moment, right, is still two, three months away and people just want to push and push and push. And what we’re seeing is when the amounts get bigger, delaying even a couple of months, three months, becomes worth their while which is something we necessarily see when we’re closing $4 million, $5 million deals exclusively. And sometimes you have transactions and you’re negotiating them and they’re looking quite good and issues completely out of left field that neither side could have anticipated come along and sideswipe you. And that happens once in a while. And when that happens, then – especially when it happens late in a quarter, it kind of throws your planning into a bit of chaos. And so what you have to do is at that point, take a breath and say, okay, we’re not going to give away the future because of one quarter. We’re going to do the right thing. Wrap up for the quarter, take some heat for the numbers we’re going to put up but at the same time take the heat knowing that fundamentally the valuation of the company hasn’t changed. In fact, in our case we think because of the wins we’ve been having, it actually increased and move forward.

So it’s fair to say just basically to sum up, the submission of those documents obviously that led to a delay but at the same time you should probably come out better than you otherwise would have from a revenue standpoint longer term. Is that fair?

Yes, without a doubt it’s delayed us and without a doubt our case is stronger.

Okay. Do you think that will impact what you’re able to get out of those cases by submitting those documents?

If the case is stronger, right, you get more typically. I mean that’s the usual correlation.

All right, perfect. Yes, I just wanted to make that clear.

No worries.

And then just the last question. I know you talked about in the past that you guys are more focused on the dividend in terms of returning value to shareholders and whatnot, but at what point would you perhaps revisit that and consider a buyback, if at all?

Look, we’re always looking at the stock price performance and we’re always looking at stepping in and declaring an authorization for a buyback, which again given how closely the members of the board communicate would be something we could do almost ingeniously. We’ve expressed our preference for returning capital via dividends and to date, we’ve returned over 100 million I think if you count the buybacks and the dividends, right. But rest assured, we’re going to be continuously monitoring especially given how close a lot of trials that we think we’re well positioned in, how closely they’re following up, right, as in right now and we’ll be monitoring it.

Okay, great. So is it fair to say that if things kind of go as planned from a timing perspective and you guys run into a good amount of cash here that you might – you’re lot more likely perhaps to put that to use in terms of a buyback if you feel the stock is undervalued?

There’s that possibility and there’s also a possibility for special dividends. There’s a number of things that happen and so that’s why again what we’re focused on is bringing that cash in. We think we’re well positioned to do that and we’re really looking forward to doing so in the next few months.

Okay, great. Thanks a lot for your time. I appreciate it.

Thank you.

We’ll go next to Tom [indiscernible].

Yes, thanks for taking my question. In the last call there was mention made of remedies hearing, I think it was scheduled for September 22 in Germany on the VoiceAge portfolio and I think Dave Rosmann may have mentioned it. So I was curious to know now whether that hearing went off as scheduled and if there’s any report you can give us about how that worked out?

Yes. David Rosmann here. We did have the hearing on September 22 in Mannheim and in a nutshell we won on all accounts. So to summarize the VoiceAge portfolio, we had a hearing in Mannheim on 22nd and we had a hearing in Munich in August in two separate cases. In sort of an ironic twist here, we won across the board in both of those hearings. And in other words, we won on the validity, we won on infringement but most importantly we won on the cartel issues which were the new rules established by the European Court of Justice on how competition law works with respect of standard of central patents. And interestingly when you win across the board, it provides a situation that doesn’t necessary lend us off easy in quick settlement. And I think it’s caused in this case the defendants have sort of moved back and take stock on how to resolve those cases and like or the fact that the judges in all those cases gave them very little account on them. So in sum, we continue to win on the VoiceAge portfolio. We had four cases in Germany now. We’ve won on all four of those and we have upcoming decisions in the fourth quarter, early in the first quarter next year to where those cases are going to be finalized.

Okay, so those are the cases that Matt was referring to earlier when the decisions aren’t out yet and once they are out, you anticipate injunctions maybe included and that obviously forces the defendants hand. That’s what Matt was referring to earlier. Then I misunderstood that if that’s the case.

Yes, that’s correct. In the court in Munich in August and in Mannheim in September and two separate cases, of course both declared that we have basically won on all those issues and they’ll issue their written decisions in just a couple of months. And we expect – we’re very confident that based on the court’s stated position in those cases that injunctions will issue but more importantly we think that they provide significant drivers to settlement. And as someone asked earlier, is there a case that has strengthened or weakened or is it a mixed bag, in this case the cases were strengthened across the board on all fronts.

Okay, thanks. And just one other question. I saw that the Bard settlement was announced October 2. Can you tell us whether that was a Q3 or a Q4 event? It wasn’t clear as I read the business wire release.

It was a Q3 event and it related – if you look at the complaint, that was a case that primarily related to filters, to vena cava filters.

Okay, all right. Thanks. That’s all I have. I appreciate it. And just one comment. I appreciate the management’s refusal to bend on your pricing when the quarters come up. I really think that’s admirable and shareholder friendly behavior. Thank you.

Thanks.

We’ll go next to Brett Reiss with Janney Montgomery Scott.

Good afternoon, gentlemen.

Hi.

Looking at the trading in Acacia and after hours, it’s down sharply. Can we hope or expect that upper management and board members will be buying stock in the near future?

Again, the response I’m giving you on our intentions I think reflects the response I gave on the buyback, right, and we’re going to act accordingly.

Forgive me, I understand the buyback and there’s a weighing between keeping abundant cash in the corporate copper [ph], so you don’t appear to be in a weak negotiating position, I understand that. But you’ve said that value creation is still there and it’s just been deferred. You would give shareholders a lot of hope and comfort if we could see somebody in upper management reach into their pockets and buy some stock if it gets down to a crazy level, which is where it looks like it’s going to open tomorrow. And that has nothing to do with your buyback.

Again, we’ll see what happens to the stock price tomorrow and react accordingly.

Okay, fair enough.

This will conclude the question-and-answer session. I will now turn the call back to Mr. Vella.

Thanks very much. We’ll talk again in three months and again, thanks for your patience. We are very frustrated by the delays that were caused by legal developments but at the same time we’re heartened by the strengthening of those portfolios that came about with those same developments. So we’ll do it again next quarter. Thank you.

Ladies and gentlemen, this concludes our conference for today. Thank you all for participating and have a nice day. All parties may now disconnect.