UNITED STATES
`SECURITIES AND EXCHANGE COMMISSION
`Washington, D.C. 20549
`____________________
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`FORM 8-K
`____________________
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`CURRENT REPORT
`Pursuant to Section 13 or 15(d) of
`The Securities Exchange Act of 1934
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`Date of Report (Date of Earliest Event Reported): November 15, 2015
`____________________
`FINJAN HOLDINGS, INC.
`(Exact name of registrant as specified in its charter)
` ____________________
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`Delaware
`(State or other jurisdiction
`of incorporation)
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`000-33304
`(Commission
`File Number)
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`20-4075963
`(IRS Employer
`Identification No.)
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`2000 University Avenue, Suite 600, East Palo Alto, CA
`(Address of principal executive offices)
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`94303
`(Zip Code)
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`Registrant’s telephone number, including area code: 650-282-3228
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`(Former name or former address, if changed since last report)
`____________________
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`Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
`any of the following provisions:
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` o
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` Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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` Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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` Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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` Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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`Patent Owner Finjan, Inc. - Ex. 2027, p. 1
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`Item 1.01. Entry into a Material Definitive Agreement.
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`On November 15, 2015, Finjan, Inc., a wholly-owned subsidiary of Finjan Holdings, Inc. (collectively, “Finjan” or the
`“Company”) and Avast Software s.r.o., a company organized under the laws of the Czech Republic (“Avast”) entered into a Confidential
`Patent License, Settlement and Release Agreement (the “License Agreement”), under which Avast (i) licenses from Finjan a worldwide,
`fully-paid up, nonexclusive, perpetual, irrevocable license under the identified Finjan patents and related patent rights to use, make, have
`made, sell, offer to sell, import, export, and/or otherwise distribute Avast covered products through multiple tiers of distribution and (ii) has
`agreed to pay Finjan $2.975 million in cash within fourteen (14) days of the effective date. Such license does not grant Avast any right to
`transfer, sublicense or grant any rights under the License Agreement to a third party except as specifically provided under the License
`Agreement. Such license also has certain limitations relating to products of any company acquired by Avast or an acquiring company of
`Avast.
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`The foregoing description of the License Agreement is qualified in its entirety by reference to the full text of the License
`Agreement which the Company intends to file with the Securities and Exchange Commission as an exhibit to the applicable periodic report.
`Finjan also intends to seek confidential treatment of certain terms of the agreement in connection with the filing of such agreement in
`accordance with the procedures of the Securities and Exchange Commission.
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`A copy of the press release issued by the Company relating to the matters discussed above is attached hereto as Exhibit 99.1 and is
`incorporated herein by reference. The information in the press release shall not be deemed “filed” for purposes of Section 18 of the
`Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, unless the
`Company specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a
`filing under the Securities Act of 1933, as amended, or the Exchange Act.
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`Item 9.01. Financial Statements and Exhibits
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`(d) Exhibits.
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`Exhibit No.
` Description
`99.1 Press Release, dated November 16, 2015, entitled “Finjan Signs Licensing Agreement with Avast Software.”
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`Patent Owner Finjan, Inc. - Ex. 2027, p. 2
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`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.
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`SIGNATURE
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`Date: November 16, 2015
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`FINJAN HOLDINGS, INC.
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`By:
`/s/ Philip Hartstein
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`Philip Hartstein
`
`President & Chief Executive Officer
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`Patent Owner Finjan, Inc. - Ex. 2027, p. 3
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`Exhibit 99.1
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`Finjan Signs Licensing Agreement with Avast Software
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`E. Palo Alto, Nov. 16, 2015 -- Finjan Holdings, Inc. (NASDAQ: FNJN), a cybersecurity company, today announced
`that on November 15, 2015, Finjan, Inc. (“Finjan”), a wholly-owned subsidiary of Finjan Holdings, Inc., entered into a
`Confidential Patent License, Settlement and Release Agreement (the “Agreement”), with Avast Software s.r.o., a
`company organized and existing under the laws of the Czech Republic (“AVAST”). The terms of the Agreement are
`confidential.
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`With its 20 year history in cybersecurity, Finjan’s investments in innovation are captured in its rich portfolio of patents
`that are centered around proactively detecting previously unknown and emerging threats on a behavior-based basis.
`Finjan welcomes Avast to its growing list of stellar cybersecurity software and technology licensees.
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`ABOUT FINJAN
`Established nearly 20 years ago, Finjan is a globally recognized leader in cybersecurity. Finjan’s inventions are
`embedded within a strong portfolio of patents focusing on software and hardware technologies capable of proactively
`detecting previously unknown and emerging threats on a real-time, behavior-based basis. Finjan continues to grow
`through investments in innovation, strategic acquisitions, and partnerships promoting economic advancement and job
`creation. For more information, please visit www.finjan.com.
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`Follow Finjan Holdings, Inc.:
`Twitter: @FinjanHoldings
`LinkedIn: linkedin.com/company/finjan
`Media Contact:
`Nicholas Gaffney | Zumado Public Relations
`(415) 732-7801 | ngaffney@zumado.com
`
`Investor Contact:
`Vanessa Winter | Finjan
`Alan Sheinwald or Valter Pinto | Capital Markets Group LLC
`(650) 282-3245 | investors@finjan.com
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`Patent Owner Finjan, Inc. - Ex. 2027, p. 4
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