FINJAN HOLDINGS, INC. Form 8-K Current Event Report Filed 2018
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SECURITIES AND EXCHANGE COMMISSION FORM 8-K Current report filing Filing Date: 2018-12-03 | Period of Report: 2018-12-03 SEC Accession No. 0001366340-18-000065 (HTML Version on secdatabase.com) FILER FINJAN HOLDINGS, INC. Mailing Address Business Address 2000 UNIVERSITY AVENUE 2000 UNIVERSITY AVENUE CIK:1366340| IRS No.: 204075963 | State of Incorp.:DE | Fiscal Year End: 1231 SUITE 600 SUITE 600 Type: 8-K | Act: 34 | File No.: 001-33304 | Film No.: 181212932 EAST PALO ALTO CA 94303 EAST PALO ALTO CA 94303 SIC: 6794 Patent owners & lessors (650) 282-3228 Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________ FORM 8-K ____________________ CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 3, 2018 ____________________ FINJAN HOLDINGS, INC. (Exact name of registrant as specified in its charter) ____________________ Delaware 000-33304 20-4075963 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 2000 University Avenue, Suite 600, East Palo Alto, CA 94303 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: 650-282-3228 (Former name or former address, if changed since last report) ____________________ 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: o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company o If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Item 7.01. Regulation FD Disclosure. A copy of material that will be used by Finjan Holdings, Inc. (the “Company”) from time to time, in whole or in part, and possibly with modifications, in connection with presentations to investors, analysts and others is attached to this Current Report on Form 8-K as Exhibit 99.1. These materials are dated December 2018, and the Company disclaims any obligation to correct or update these materials in the future. By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report. In accordance with General Instruction B.2 of this Current Report on Form 8-K, the information presented in Item 7.01 of this Current Report on Form 8-K (including the exhibits hereto) shall not be deemed to be “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. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Investor Presentation Materials, dated December 2018. Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 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. FINJAN HOLDINGS, INC. Date: December 3, 2018 By: /s/ Philip Hartstein Philip Hartstein President & Chief Executive Officer Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document NASDAQ: FNJN Investor Presentation December 2018 NASDAQ: FNJN 1 © 2018 Finjan Holdings, Inc. ALL RIGHTS RESERVED Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 2 NASDAQ: FNJN Safe Harbor Statement The following presentation is prepared as of December, 2018 and development of a liquid trading market for our securities and other outlines matters for informational purposes only. This document factors described under Item 1A, “Risk Factors,” as set forth in does not constitute an offer to sell or a solicitation of an offer to the Company’s Annual Report on Form 10-K filed on March 14, buy any securities of Finjan Holdings, Inc. (“Finjan”, “we” or “us”). 2018 or Quarterly Report on Form 10-Q filed with the SEC and any subsequent quarterly or current reports. This presentation includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as The Company will continue to file annual, quarterly and current amended, and Section 21E of the Securities Exchange Act of reports, proxy statements and other information with the SEC. 1934, as amended. These statements include statements Forward looking statements speak only as of the dates specified regarding our expectations, intentions, beliefs and projections in such filings or presentations. Except as expressly required about our future results, performance, prospects and under federal securities laws and the rules and regulations of the opportunities. These statements can be identified by the fact that Securities and Exchange Commission, we do not undertake any they do not relate strictly to historical or current facts or by the obligation to update any forward-looking statements to reflect use of words such as “anticipate,” “believe,” “could,” “estimate,” events or circumstances arising after any such date, whether as a “expect,” “intend,” “may ,” “plan,” “project,” “potential,” “should,” result of new information or future events or otherwise. You “will,” “will be,” “would,” the negative of these terms and similar should not place undue reliance on the forward- looking expressions, but this is not an exclusive way of identifying such statements included in this presentations or that may be made statements. Readers are cautioned that forward-looking elsewhere from time to time by us, or on our behalf. All forward- statements are not guarantees of future performance. Our actual looking statements attributable to us are expressly qualified by results, performance and achievements may dif fer materially from these cautionary statements. those expressed in, or implied by, the forward-looking statements Our filings with the SEC are available to the public on, and may contained in this presentation as a result of various risks, be reviewed at, the SEC’s internet website www.sec.gov and on uncertainties and other factors. Important factors that could cause Finjan’s web site www.finjan.com. You may also read and copy our actual results to differ materially from our expectations any document that Finjan files with the SEC at the SEC’s Public include, without limitation, our ability to execute our business Reference Room, 100 F Street, N.E., Washington, D.C. 20549. plan, the outcome of pending or future enforcement actions, our Please call the SEC at 1-800-SEC-0330 for further information on ability to expand our technology portfolio, the enforceability of our the Public Reference Room and their copy charges. patents, the continued use of our technology in the market, the 2 © 2018 Finjan Holdings, Inc. ALL RIGHTS RESERVED Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document NASDAQ: FNJN Strong Cash Position; Sustained Revenue Growth ROE 46% 90000 $83,200 80000 ROE 49% 70000 * 60000 $50,484 $51,141 EPS $1.61 50000 $41,169 40000 EPS ROE (12%) ROE 7% $0.90 30000 $17,505 $18,115 20000 ROE (18%) $13,678 $4,998 $6,101 $4,687 10000 EPS $0.02 0 2014 2015 2016 2017 YTD 2018 (9/30/18) Cash Revenue *Includes redemption and retirement of $13.6M remaining Series A-1 Preferred Shares 3 © 2018 Finjan Holdings, Inc. ALL RIGHTS RESERVED Copyright © 2018 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document NASDAQ: FNJN Finjan Investment Highlights Fundamental and Comprehensive Cybersecurity Patent Portfolio • More than 50 organically-grown Finjan patents issued and pending worldwide 1 • Enhanced by acquisition of 90+ complementary patents from IBM, Trend Micro, others • Outstanding track record of patent validity Successful Licensing & Enforcement History • 20+ licensees and over $350M (cash value) in license fees generated to date 2 • Recent deals with security industry leaders – Symantec, Carbon Black, Trend Micro Increasing Demand as Cybersecurity Market Expands • Cybersecurity is now a ~$100B market and growing rapidly 3 • Active pipeline of more than 30 prospective licensees Significant Financial Momentum • First half 2018 revenue of $82.3M 4 • $65M in cash, zero debt, no preferred equity Multiple Growth Opportunities • Continued runway in core market 5 • Active patent acquisition programs with major corporations (Finjan Blue) • Expanding core expertise in patent monetization to 3rd parties giving rise to new revenue streams Outstanding Management Team • Viewed as industry leaders in IP management: both corporation and management team 6 • Defined industry standard best practices in licensing 4 © 2018 Finjan Holdings, Inc.