M&A - QUEST PATENT RESEARCH CORP

Form Type: 8-K

Filing Date: 2025-04-23

Corporate Action: Acquisition

Type: New

Accession Number: 000121390025034342

Filing Summary: On April 11, 2025, Quest Patent Research Corporation entered into agreements with its subsidiary MR Licensing LLC and QPRC Corporate Finance for a financing facility totaling up to $19.5 million. This includes up to $3 million for operating expenses, $9 million for acquiring patent assets from Monterey Research LLC, and $7.5 million for patent enforcement costs. The agreement allows QPRC Finance to receive a significant portion of the net proceeds from the monetization of the acquired patents, which include over 2,500 patents related to data storage and semiconductor technologies. The financial structuring involves multiple agreements, including a Purchase Agreement, Security Agreement, Patent Security Agreement, and a Waterfall Agreement detailing the allocation of proceeds. The Company faces potential defaults under various conditions, including insolvency and breaches of the Investment Documents, which could impact the financing arrangements. Additionally, Intelligent Partners is exercising its board observation rights, signaling oversight over operational decisions.