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Item 2 — Management's Discussion and Analysis
Acacia Research Corp · 10-Q · Q2 FY2026 · Period ended Jun 30, 2026
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The following discussion should be read in conjunction with our consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q (“Quarterly Report”). This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in these “forward-looking statements” as a result of various factors including the risks we discuss in “Item 1A. Risk Factors" to our Annual Report on Form 10-K for the year ended December 31, 2025 and elsewhere herein. For additional information, refer to the section above entitled “Cautionary Note Regarding Forward-Looking Statements.”
General
We are a disciplined value-oriented acquirer and operator of businesses across public and private markets and industries including, but not limited to, the industrial, energy and technology sectors. We acquire businesses with a view towards strong free cash flow generation and with an ability to scale where we can tap into our deep industry relationships, significant capital base, and transaction expertise to materially improve performance. We are focused on sourcing, execution, and improvement. We find unique situations and bring a flexible and creative approach to transacting, combining relationships and expertise to drive continual improvement in operating performance. We approach transactions as business owners and operators rather than purely as financial investors. We believe this differentiates us in creating long-term value for shareholders and partners. We define value through free cash flow generation, book value appreciation, and stock price growth. These are the pillars of the Acacia story.
Acacia creates value by building relationships and providing transaction expertise to create acquisition opportunities where we can meaningfully improve performance. We focus on identifying, pursuing and acquiring businesses where we are uniquely positioned to deploy our differentiated strategy, people and processes to generate and compound shareholder value. We have a wide range of transactional and operational capabilities to realize the intrinsic value of the businesses that we acquire. Our ideal transactions include the acquisition of public or private companies, the acquisition of divisions of other companies, or structured transactions that can result in the recapitalization or restructuring of the ownership of a business to enhance value.
We are particularly attracted to complex situations where we believe value is not fully recognized, the value of certain operations is masked by a diversified business mix, or where private ownership has not invested the capital and/or resources necessary to support long-term value. Through our public market activities, we aim to initiate strategic block positions in public companies as a path to complete whole company acquisitions or strategic transactions that unlock value. We believe this business model is differentiated from private equity funds, which do not typically own public securities prior to acquiring companies, hedge funds, which do not typically acquire entire businesses, and other acquisition vehicles such as special purpose acquisition companies, which are narrowly focused on completing one singular, defining acquisition.
We adhere closely to our philosophy of building strong and like-minded relationships with business leaders and, importantly, finding opportunities to make our return owning a business, rather through selling a business.
We run several different valuation models and metrics when we evaluate a business. One metric we rely heavily on is the durability and scalability of a target’s annual earnings stream, rather than its ‘exit year’ earnings, and the impact of these earnings on our income statement. Specifically, we underwrite to an acceptable range of unlevered and levered earnings yields, relative to the purchase price of the business and related equity required to fund the acquisition.
It is distinct from the ‘leveraged buyout model’ where the purchase price is heavily financed with a credit package, enabling small enhancements to earnings, and potential valuation multiple expansion, to generate returns. Both models work, as private equity has shown; however, in the private equity model the gains are heavily back weighted and thus carry a higher discount rate and incremental leverage risk. Our model, instead, targets similar returns without requiring an exit event for the business to generate those returns.
When we acquire a business at a ‘good multiple’, it means that we believe we are acquiring an attractive earnings stream relative to the price we paid to acquire that business, and that we believe there is an inherent valuation benefit relative to where similarly situated assets might trade in the market. We approach our acquisitions as long-term owners, though in our evaluation of capital allocation opportunities we may, from time to time, sell a business we own.
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As part of our operating philosophy, we endeavor, through our strong network of operating partners, to enhance the values of businesses we acquire, driving both the ability to generate incremental earnings and potentially enhancing a company’s valuation multiple. Our focus is companies with a total enterprise value of $1 billion or less. However, we may pursue larger acquisitions under the right circumstances. Broadly speaking, our potential acquisition targets are founder-owned or privately controlled businesses, entire public companies or carve-outs of specific segments, which show a path to consistent profitability, free cash flow generation and higher risk-adjusted return expectations. We buy businesses to create platforms. We grow them organically and through M&A, with a clear focus on free cash flow generation and defined expectations on return on invested capital. Acacia then has the optionality to grow and reinvest free cash flow or look to monetize and build new platforms. The Company remains focused on acquiring and building businesses that have stable cash flow generation with an ability to scale, while retaining the flexibility to make opportunistic acquisitions with high risk-adjusted return characteristics.
We believe the Company has the potential to develop advantaged opportunities due to its:
•experienced management team, which has spearheaded robust book value per share growth, with compensation tied to this metric to ensure alignment with shareholders;
•disciplined focus on identifying opportunities where the Company can be an advantaged buyer, initiate a transaction opportunity spontaneously, avoid a traditional sale process and complete the purchase of a business, division or other asset at an attractive price;
•deep and experienced operating executive network which supports sourcing and evaluation of acquisition opportunities;
•significant resources and the flexibility to take advantage of uncertain environments and dislocated situations;
•willingness to invest across industries and in off-the-run, often misunderstood assets that suffer from a complexity discount;
•relationships and partnership abilities across functions and sectors; and
•strong expertise in corporate governance and operational transformation.
We regularly evaluate potential value accretive opportunities to acquire new businesses, where our research, execution and operating partners can drive attractive earnings and book value per share growth. Our long-term focus positions our businesses to navigate economic cycles and allows sellers and other counterparties to have confidence that a transaction is not dependent on achieving the types of performance hurdles demanded by private equity sponsors. We consider opportunities based on the attractiveness of the underlying cash flows, without regard to a specific fund life or investment horizon.
People, Process and Performance
Our Company is built on the principles of People, Process and Performance. We have built a management team with demonstrated expertise in Research, Transactions and Execution, and Operations and Management of our targeted acquisitions. We believe our priorities and skills underpin a compelling value proposition for operating businesses, partners and future acquisition targets, including:
•the flexibility to consummate transactions using financing structures suited to the opportunity and involving third-party transaction structuring as needed;
•the ability to deliver ongoing financial and strategic support; and
•the financial capacity to maintain a long-term outlook and remain committed to a multi-year business plan.
Relationship with Starboard Value, LP
Our strategic relationship with Starboard provides us access to industry expertise, and operating partners and industry experts to evaluate potential acquisition opportunities and enhance, the oversight and value creation of such businesses
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once acquired. Starboard has provided, and we expect will continue to provide, ready access to its extensive network of industry executives and, as part of our relationship, Starboard has assisted, and we expect will continue to assist, with sourcing and evaluating appropriate acquisition opportunities.
Intellectual Property Operations
The Company through its Patent Licensing, Enforcement and Technologies Business invests in IP and engages in the licensing and enforcement of patented technologies. Through our Patent Licensing, Enforcement and Technologies Business, operated under our wholly owned subsidiary, Acacia Research Group, LLC, and its wholly-owned subsidiaries (collectively, “ARG”), we are a principal in the licensing and enforcement of patent portfolios, with our operating subsidiaries obtaining the rights in the patent portfolio or purchasing the patent portfolio outright. On a consolidated basis, we currently own or control the rights to multiple patent portfolios, including U.S. patents and certain foreign counterparts, which cover technologies used in a variety of industries. We generate revenues and related cash flows from the granting of IP rights for the use of patented technologies that our operating subsidiaries control or own. While we partner from time to time with inventors and patent owners, ranging in size and including large corporations, we control and assume all responsibility in pursuing patent licensing and enforcement programs, and for the related operating expenses. When applicable, we share licensing revenue, net of costs, with our patent partners after we have achieved our agreed upon minimum return threshold. We may also provide upfront capital to patent owners as an advance against future licensing revenue.
Currently, on a consolidated basis, our operating subsidiaries own or control the rights to multiple patent portfolios, which include U.S. patents and certain foreign counterparts, covering technologies used in a variety of industries. Our current active patent portfolios are: our Atlas Technologies portfolio, which covers Wi-Fi 6 standard essential patents, our Avalon Technologies portfolio, which covers Wi-Fi 7 standard essential patents, our Unification Technologies portfolio, which covers flash memory technology; our Monarch Networking Technologies portfolio, which covers IP networking technology; our Stingray IP Solutions portfolio, which covers wireless networking; and our R2 Solutions portfolio, which covers internet search, advertising and cloud computing technology.
We have established a proven track record of licensing and enforcement success with over 1,600 license agreements executed as of June 30, 2026, across nearly 200 patent portfolio licensing and enforcement programs. As of June 30, 2026, we have generated gross licensing revenue of approximately $2.0 billion, and have returned $918.5 million to our patent partners. Since January 1, 2022, we generated gross licensing revenue of approximately $268.2 million and returned approximately $81.5 million to our patent partners.
As attractive opportunities become available, we remain open to opportunistically deploying additional capital into the IP business in the future, consistent with our mission to maximize value for shareholders. Our team is made up of well-respected leaders in the IP space, and intellectual property owners actively seek us out as a partner.
For more information related to our Intellectual Property Operations, refer to additional detailed patent business discussion below.
Industrial Operations
Printronix Holding Corp. (“Printronix”) is a leading manufacturer and distributor of industrial impact printers, also known as line matrix printers, and related consumables and services. The Printronix business serves a diverse group of customers that operate across healthcare, food and beverage, manufacturing and logistics, and other sectors. This mature technology is known for its ability to operate in hazardous environments. Printronix has a manufacturing site located in Malaysia and third-party configuration sites located in the United States, Singapore and Holland, along with sales and support locations around the world to support its global network of users, channel partners and strategic alliances.
Printronix’s dual hardware and consumables business model, combined with a streamlined operating structure, represents a steady source of cash flow for Acacia. The Printronix team is focused on topline initiatives and reducing general and administrative expenses, and we expect Printronix to continue to generate free cash flow on an annual basis.
For more information related to our Industrial Operations, refer to the section entitled “Industrial Operations Business” below.
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Energy Operations
Headquartered in Austin, Texas, Benchmark is an independent oil and natural gas company that acquires, produces and develops oil and natural gas assets in Texas and Oklahoma. Benchmark is run by an experienced management team. Prior to Benchmark’s acquisition of additional assets in April 2024, Benchmark’s assets consisted of over 13,000 net acres primarily located in Roberts and Hemphill Counties in Texas, and an interest in over 125 wells, the majority of which are operated. Acacia made a control investment in Benchmark and intends to utilize its significant capital base to acquire predictable and shallow decline, cash-flowing oil and natural gas properties whose value can be enhanced via a disciplined, field optimization strategy, with risk managed through robust commodity hedges and low leverage. Through its investment in Benchmark, the Company, along with the Benchmark management team, will evaluate future growth and acquisitions of oil and natural gas assets at attractive valuations. Refer to Note 1 to the consolidated financial statements elsewhere herein for additional information.
On April 17, 2024, Benchmark consummated the Revolution Transaction contemplated in the Revolution Purchase Agreement. Pursuant to the Revolution Purchase Agreement, Benchmark acquired certain upstream assets and related facilities in Texas and Oklahoma, including approximately 140,000 net acres and an interest in approximately 470 operated producing wells. As of June 30, 2026, the Company’s interest in Benchmark is approximately 73.5%.
For more information, refer to the section entitled “Energy Operations Business” below.
Manufacturing Operations
Headquartered in Indianapolis, Indiana, Deflecto is a leading specialty manufacturer of essential products serving the commercial transportation, HVAC and office markets. Deflecto is a market leader across each of its segments and end markets, supplying essential, regulatory mandated products to a blue-chip customer base via long-term relationships with more than 1,500 leading retail, wholesale and OEM customers and distribution partners globally. As of June 30, 2026, Deflecto’s products include emergency warning triangles and vehicle mud flaps used by the transportation industry, various airducts and air registers used by the HVAC market and literature and sign holders used by the office market. Deflecto manufactures its products at nine manufacturing facilities across the United States, Canada, the United Kingdom and China.
For more information, refer to the section entitled “Manufacturing Operations Business” below.
Recent Business Developments and Trends
Business Strategy
We intend to grow our Company by acquiring additional operating businesses, energy assets and intellectual property assets. However, we may not complete any acquisitions, and any acquisitions that we complete may be costly and could negatively affect our results of operations, and dilute our stockholders’ ownership, or cause us to incur significant expense, and we may not realize the expected benefits of acquisitions.
Recent Acquisitions
On April 17, 2024, Benchmark consummated the Revolution Transaction contemplated in the Revolution Purchase Agreement pursuant to which Benchmark acquired certain upstream assets and related facilities in Texas and Oklahoma, including approximately 140,000 net acres and an interest in approximately 470 operated producing wells, for a purchase price of $145 million in cash, subject to customary post-closing adjustments (as described further in Note 1 to the accompanying consolidated financial statements). Following closing, the Company’s interest in Benchmark is approximately 73.5%.
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On October 18, 2024, we acquired Deflecto, a leading specialty manufacturer of essential products serving the commercial transportation, HVAC and office markets that is headquartered in Indianapolis, Indiana. The aggregate consideration paid to the Deflecto Sellers in the Deflecto Transaction consisted of $103.7 million in cash, subject to certain working capital, debt and other customary adjustments set forth in the Deflecto Stock Purchase Agreement, which was funded with a combination of borrowings under the $48.0 million Deflecto Term Loan and cash on hand. A portion of the Deflecto purchase price is being held in escrow to indemnify us against certain claims, losses and liabilities. Refer to “Manufacturing Operations” above and Note 1 to the consolidated financial statements elsewhere herein for additional information.
Life Sciences Portfolio
In June 2020 we acquired a portfolio of investments in 18 public and private life sciences companies (the “Life Sciences Portfolio”). That purchase was funded with a combination of available cash and capital from Starboard, for a total of approximately $282.0 million at the time of acquisition. Through the end of June 30, 2026, we have received proceeds of $564.1 million as we monetized the Life Sciences portfolio. We retained an investment in the Life Sciences Portfolio consisting of private securities valued at $5.8 million at June 30, 2026. Refer to Note 3 to the consolidated financial statements elsewhere herein for more information.
Inflation
The oil and natural gas industry and the broader U.S. economy have experienced higher than expected inflationary pressures in recent years related to increases in oil and natural gas prices, continued supply chain disruptions, labor shortages and geopolitical instability, among other pressures. We expect that our Manufacturing and Industrial Operations will continue to adjust their selling prices as required in response to higher costs.
Tariffs
During the first half of 2025, the U.S. government announced additional tariffs on a broad range of imports. In an effort to mitigate any adverse impact of these tariffs and other non-tariff trade practices and policies to our Industrial and Manufacturing Operations, we have taken proactive measures to reduce our exposure to tariffs by moving certain production and working closely with our supplier and vendor base to manage any impacts. These countermeasures may prove to be ineffective and the ability to predict tariff rates in different countries may be difficult as policies may change on short notice. Uncertainty about trade policy, tariff rates, and other changes in practices affecting international trade might have an adverse effect on our business and results of operation and we may face challenges in implementing the optimal responses to changing trade conditions. There can be no assurances that such factors will not impact our business in the future.
Patent Licensing and Enforcement
Patent Litigation Trial Dates and Related Trials
As of the date of this Quarterly Report, our Patent Licensing, Enforcement and Technologies Business has no pending patent infringement case with scheduled trial dates in the next twelve months. Patent infringement trials are components of ARG’s overall patent licensing process and are one of many factors that contribute to possible future revenue generating opportunities. Scheduled trial dates, as promulgated by the respective court, merely provide an indication of when, in future periods, the trials may occur according to the court’s scheduling calendar at a specific point in time. A court may change previously scheduled trial dates. In fact, courts often reschedule trial dates for various reasons that are unrelated to the underlying patent assets and typically for reasons that are beyond the control of our Patent Licensing, Enforcement and Technologies Business. While scheduled trial dates provide an indication of the timing of possible future revenue generating opportunities, the trials themselves and the immediately preceding periods represent the possible future revenue generating opportunities.
Litigation and Licensing Expense
We expect patent-related legal expenses to continue to fluctuate from period to period based on the factors summarized herein, in connection with future trial dates, international enforcement, strategic patent portfolio prosecution and our current and future patent portfolio investment, prosecution, licensing and enforcement activities.
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Investments in Patent Portfolios
With respect to our licensing, enforcement and overall business, neither we nor our operating subsidiaries invent new technologies or products; rather, we depend upon the identification and investment in patents, inventions and companies that own IP through our relationships with inventors, universities, research institutions, technology companies and others. If our operating subsidiaries are unable to maintain those relationships and identify and grow new relationships, then we may not be able to identify new technology-based patent opportunities for sustainable revenue and/or revenue growth.
Our current or future relationships may not provide the volume or quality of technologies necessary to sustain our licensing, enforcement and overall business. In some cases, universities and other technology sources compete against us as they seek to develop and commercialize technologies. Universities may receive financing for basic research in exchange for the exclusive right to commercialize resulting inventions. These and other strategies employed by potential partners may reduce the number of technology sources and potential clients to whom we can market our solutions. If we are unable to maintain current relationships and sources of technology or to secure new relationships and sources of technology, such inability may have a material adverse effect on our revenues, operating results, financial condition and ability to maintain our licensing and enforcement business.
Patent Portfolio Intake
One of the significant challenges in the intellectual property industry continues to be quality patent intake due to the challenges and complexity associated with the current patent environment.
We did not acquire any new patent portfolios during the six months ended June 30, 2026. During the year ended December 31, 2025, we acquired one new patent portfolio consisting of Wi-Fi 7 standard essential patents. During 2021, we acquired one new patent portfolio consisting of Wi-Fi 6 standard essential patents. In 2020, we acquired five new patent portfolios consisting of (i) flash memory technology, (ii) voice activation and control technology, (iii) wireless networks, (iv) internet search, advertising and cloud computing technology and (v) GPS navigation. The patents and patent rights acquired have estimated economic useful lives ranging from two to five years.
Industrial Operations Business
Our Printronix subsidiary is a worldwide leader in multi‐technology supply‐chain printing solutions for a variety of industries, including auto manufacturing, transportation and logistics, retail distribution, food and beverage distribution, and pharmaceutical distribution. Printronix’s line matrix printers are used for mission critical applications within these industries, including labeling and inventory management, build sheets, invoicing, manifests and bills of lading, and reporting. In China, India and other developing countries in Asia and Africa, our printers are also prevalent in the banking and government sectors. Printronix has manufacturing, configuration and/or distribution sites located in Malaysia, the United States, Singapore, China and the Netherlands, along with sales and support locations around the world to support its global network of users, channel partners, and strategic alliances. Printronix designs and manufactures printers and related consumable products for various industrial printing applications. Printers consist of hardware and embedded software and may be sold with maintenance service agreements, which are serviced by outside contractors. Consumable products include inked ribbons which are used within Printronix’s printers. Printronix’s products are primarily sold through Printronix’s global network of channel partners, such as dealers and distributors, to end‐users.
Energy Operations Business
Headquartered in Austin, Texas, Benchmark is an independent oil and natural gas company that acquires, produces and develops oil and natural gas assets in Texas and Oklahoma. Benchmark is run by an experienced management team. After the acquisition of Revolution, Benchmark’s existing assets consist of approximately 158,000 net acres and an interest in approximately 600 wells, the majority of which are operated. Acacia owns approximately 73.5% of Benchmark. Benchmark intends to enhance the value of such assets via a disciplined, field optimization strategy, with risk managed through robust commodity hedges and low leverage. Through its investment in Benchmark, the Company, along with the Benchmark management team, will evaluate future growth and acquisitions of oil and natural gas assets at attractive valuations.
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Manufacturing Operations Business
In October 2024, we acquired Deflecto, a leading specialty manufacturer of essential products serving the commercial transportation, HVAC and office markets that is headquartered in Indianapolis, Indiana. Under Acacia’s ownership, Deflecto is a market leader across each of its segments and end markets, supplying essential, regulatory mandated products to a blue-chip customer base via long-term relationships with more than 1,500 leading retail, wholesale and OEM customers and distribution partners globally. As of June 30, 2026, Deflecto’s products include emergency warning triangles and vehicle mud flaps used by the transportation industry, various airducts and air registers used by the HVAC market and literature and sign holders used by the office market. Deflecto manufactures its products at nine manufacturing facilities across the United States, Canada, the United Kingdom and China.
While we believe our Manufacturing Operations Business has been reasonably protected from tariffs from a cost standpoint, we maintain a global production footprint, and have been re-shoring certain manufacturing functions and exploring sourcing alternatives to mitigate tariff and duty impacts. However, like many of its peers, our Manufacturing Operations Business has seen tariff-specific demand headwinds. While the business environment remains challenging, our Manufacturing Operations Business continues to invest to optimize its business in order to maximize cash flow when the cycle returns.
Operating Activities
Intellectual Property Operations
Our Intellectual Property Operations revenues historically have fluctuated quarterly, and can vary significantly period to period, based on several factors including the following:
•the dollar amount of agreements executed each period, which can be driven by the nature and characteristics of the technology or technologies being licensed and the magnitude of infringement associated with a specific licensee;
•the specific terms and conditions of agreements executed each period including the nature and characteristics of rights granted, and the periods of infringement or term of use contemplated by the respective payments;
•fluctuations in the total number of agreements executed each period;
•the number of, timing, results and uncertainties associated with patent licensing negotiations, mediations, patent infringement actions, trial dates and other enforcement proceedings relating to our patent licensing and enforcement programs;
•the relative maturity of licensing programs during the applicable periods;
•other external factors, including the periodic status or results of ongoing negotiations, the status or results of ongoing litigations and appeals, actual or perceived shifts in the regulatory environment, impact of unrelated patent related judicial proceedings and other macroeconomic factors;
•the willingness of prospective licensees to settle significant patent infringement cases and pay reasonable license fees for the use of our patented technology, as such infringement cases approach a court determined trial date; and
•fluctuations in overall patent portfolio related enforcement activities which are impacted by the portfolio intake challenges discussed above.
Our management does not attempt to manage for smooth sequential periodic growth in revenues from period to period, and therefore, periodic results can be uneven. Unlike most operating businesses and industries, licensing revenues not generated in a current period are not necessarily foregone but, depending on whether negotiations, litigation or both continue into subsequent periods, and depending on several other factors, such potential revenues may be pushed into subsequent annual periods.
Industrial Operations
Refer to “Industrial Operations Business” above for information related to Printronix’s operating activities.
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Energy Operations
Refer to “Energy Operations Business” above for information related to Benchmark’s operating activities.
Manufacturing Operations
Refer to “Manufacturing Operations Business” above for information related to Deflecto’s operating activities.
In addition to the following results of operations discussion, more information related to our Intellectual Property Operations, Industrial Operations, Energy Operations and Manufacturing Operations segment revenues may be found in Notes 2 and 17 to the consolidated financial statements.
Results of Operations
Summary of Results of Operations
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change values)
Total revenues $ 114,562 $ 51,237 $ 63,325 124 % $ 168,801 $ 175,659 $ (6,858) (4 %)
Total costs and expenses 106,046 63,622 42,424 67 % 168,642 149,739 18,903 13 %
Operating income (loss) 8,516 (12,385) 20,901 n/m 159 25,920 (25,761) (99 %)
Total other (expense) income (18,276) 11,495 (29,771) n/m (30,084) 2,799 (32,883) n/m
(Loss) income before income taxes (9,760) (890) (8,870) 997 % (29,925) 28,719 (58,644) n/m
Income tax benefit (expense) 1,318 (547) 1,865 n/m 3,882 (6,628) 10,510 n/m
Net income (loss) attributable to Acacia Research Corporation 47 (3,293) 3,340 n/m (15,694) 20,994 (36,688) n/m
Results of Operations - three months ended June 30, 2026 compared with the three months ended June 30, 2025
Total revenues increased $63.3 million to $114.6 million for the three months ended June 30, 2026, as compared to $51.2 million for the three months ended June 30, 2025, due to increases in our Intellectual Property Operations revenue of $60.6 million and in our Energy Operations revenue of $5.2 million. Refer to “Energy Operations - Revenues” below for further discussion and “Investments in Patent Portfolios” above for additional information regarding the impact of portfolio acquisition trends on current and future licensing and enforcement related revenues. The increases were offset by a decrease in Manufacturing Operations revenue of $1.9 million and in Industrial Operations revenues of $588,000. Refer to “Manufacturing Operations - Revenues” and “Industrial Operations – Revenues” below for further detailed discussion.
Loss before income taxes was $9.8 million for the three months ended June 30, 2026, as compared to loss of $890,000 in the comparable prior period. The increase in loss comprised the change in total revenues described above and other changes in operating expenses and other income or expense for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025 as follows:
•Total costs and expenses increased $42.4 million, from $63.6 million to $106.0 million in 2026 primarily due to the following:
◦Cost of revenues for Intellectual Property Operations increased $39.7 million, from $6.6 million to $46.2 million in 2026 primarily due to an increase in inventor royalties and contingent legal fees partially offset by a decrease in patent amortization expense.
▪Inventor royalties increased $18.2 million, from $154,000 to $18.4 million in 2026, primarily due to higher license fees being generated in the three months ended June 30, 2026 with inventor royalties. Refer to "Intellectual Property Operations – Cost of Revenues" below for further discussion.
▪Contingent legal fees increased $25.5 million, from $18,000 to $25.5 million in 2026 due to the change in Intellectual Property Operations revenues described above. Refer to "Intellectual Property Operations – Cost of Revenues" below for further discussion.
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▪Amortization of patents expense from our Intellectual Property Operations decreased $4.0 million, from $5.4 million to $1.5 million in 2026, due to certain patents becoming fully amortized during the period.
◦Total general and administrative expenses increased $4.1 million, from $15.5 million to $19.6 million in 2026, primarily due to our parent company and our Intellectual Property Operations general and administrative costs, driven by increased corporate legal fees and an increase in personnel related expenses
•Total other income (expense) increased $29.8 million, from $11.5 million other income to $18.3 million other expense in 2026 primarily due to the following:
◦Unrealized gain from the change in fair value of our equity securities increased $2.7 million, from $2.2 million to $4.9 million in 2026. The unrealized gain was derived from our trading securities portfolio. Refer to "Equity Securities Investments" below for further discussion.
◦Realized gain from the sale of equity securities increased $2.6 million, from $1.9 million to $4.5 million in 2026. The realized gains were derived from the sales activity from our trading securities portfolio. Refer to "Equity Securities Investments" below for further discussion.
◦Impairment of equity method investment was $30.9 million in 2026. The Company recognized an impairment charge of $30.9 million related to its investment in MalinJ1, reducing the carrying amount of the investment to zero. Refer to Note 3 to the consolidated financial statements elsewhere herein for additional information regarding our investment in MalinJ1.
◦Gain on derivatives decreased $3.3 million, from $6.6 million to $3.3 million in 2026 due to the commodity derivative activities contributed from our Energy Operations. Refer to Note 12 for additional information regarding Benchmark's gain on its commodity derivatives.
Results of Operations - six months ended June 30, 2026 compared with the six months ended June 30, 2025
Total revenues decreased $6.9 million to $168.8 million for the six months ended June 30, 2026, as compared to $175.7 million for the six months ended June 30, 2025, primarily due to a decrease in our Intellectual Property Operations revenues, our Manufacturing Operations revenues, and to a lesser extent, a decrease in Industrial Operations revenues. Intellectual Property Operations revenues decreased by $8.6 million due to a lower license fee revenue compared to the comparable prior year period. Refer to “Investments in Patent Portfolios” above for additional information regarding the impact of portfolio acquisition trends on current and future licensing and enforcement related revenues. Manufacturing Operations revenues decreased $2.8 million largely due to a decrease in revenues from our air distribution end market and Industrial Operations decreased $1.1 million due to a decrease in the number of printer units sold. The decreases were offset by an increase in Energy Operations of $5.6 million primarily due to increase in oil production and oil prices as a result of drilling activities.
Loss before income taxes was $29.9 million for the six months ended June 30, 2026, as compared to income of $28.7 million for the six months ended June 30, 2025. The net decrease comprised the change in total revenues described above and other changes in operating expenses and other income or expense for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025 as follows:
•Total costs and expenses increased $18.9 million, from $149.7 million to $168.6 million in 2026 primarily due to the following:
◦Cost of revenues for Intellectual Property Operations increased $16.6 million, from $34.5 million to $51.1 million in 2026 primarily due to an increase in inventor royalties and contingent legal fees partially offset by a decrease in litigation and licensing expenses and patent amortization expense. Refer to “Intellectual Property Operations – Cost of Revenues” below for further discussion.
▪Inventor royalties increased $1.9 million, from $16.7 million to $18.5 million in 2026, primarily due to the license fees being generated in 2026 with inventor royalties. Refer to "Intellectual Property Operations – Cost of Revenues" below for further discussion.
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▪Contingent legal fees increased $20.7 million, or 430%, as compared to a 12% decrease in Intellectual Property Operations revenues, primarily due to higher average contingent legal fee rates associated with the portfolios generating revenues during 2026. Refer to "Intellectual Property Operations – Cost of Revenues" below for further discussion.
▪Litigation and licensing expenses decreased $1.3 million, from $3.0 million to $1.8 million in 2026, primarily due to a net decrease in litigation support and third-party technical consulting expenses associated with ongoing litigation. Refer to "Intellectual Property Operations – Cost of Revenues" below for further discussion.
▪Amortization of patents expense from our Intellectual Property Operations decreased $4.7 million, from $9.9 million to $5.2 million in 2026, due to certain patents becoming fully amortized during the period.
◦Energy Operations cost of production decreased $1.6 million, from $25.0 million to $23.4 million in 2026. Refer to “Energy Operations – Cost of Production” below for further detail and discussion.
◦General and administrative expenses increased $4.1 million from $32.9 million to $36.9 million in 2026, due to an increase in our parent company and our Intellectual Property Operations general and administrative costs, driven by increased corporate legal fees and personnel costs. The increases were partially offset by a decrease in our Manufacturing Operations general and administrative costs. Refer to “General and Administrative Expenses” below for further detail and discussion.
•Total other expense was $30.1 million in 2026, as compared to other income of $2.8 million in the comparable prior year period. The changes in other expense and income are due to the following:
◦Unrealized gain from the change in fair value of our equity securities was $3.4 million in 2026, as compared to an unrealized loss of $2.6 million in the comparable prior year period. The unrealized gain and loss was derived from our trading securities portfolio.
◦Impairment of equity method investment was $30.9 million in 2026. The Company recognized an impairment charge of $30.9 million related to its investment in MalinJ1, reducing the carrying amount of the investment to zero. Refer to Note 3 to the consolidated financial statements elsewhere herein for additional information regarding our investment in MalinJ1.
◦Realized and unrealized loss on derivatives from our Energy Operations was $7.4 million in 2026, as compared to a realized and unrealized gain on derivatives of $1.6 million in the comparable prior year period due to the commodity derivative activities contributed from our Energy Operations. Refer to Note 12 for additional information regarding Benchmark's gain on its commodity derivatives.
◦Interest expense decreased $1.1 million from $4.8 million to $3.7 million in 2026, primarily due to a lower average balance from the Deflecto Facility and lower interest rates in 2026 versus 2025. Refer to Note 10 to the consolidated financial statements elsewhere herein for additional information regarding the Deflecto Facility.
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Intellectual Property Operations
Revenues
ARG’s revenue activity for the periods presented included the following:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change values and count totals)
Paid-up license revenue agreements $ 60,600 $ — $ 60,600 n/m $ 60,700 $ 69,490 $ (8,790) (13 %)
Recurring license revenue agreements 313 329 (16) (5 %) 935 744 191 26 %
Total revenues $ 60,913 $ 329 $ 60,584 18,415 % $ 61,635 $ 70,234 $ (8,599) (12 %)
New license agreements executed 2 — 2 n/m 3 4 (1) (25 %)
Licensing and enforcement programs generating revenues 3 3 — 0 % 6 6 — — %
Licensing and enforcement programs with initial revenues — — — n/m — 1 (1) (100 %)
New patent portfolios — — — n/m — 1 (1) (100 %)
For the periods presented above, the majority of the revenue agreements executed during the relevant period provided for the payment of one-time, paid-up license fees in consideration for the grant of certain IP Rights for patented technology owned by our operating subsidiaries. These rights were primarily granted on a perpetual basis, extending until the expiration of the underlying patents. Paid-up revenue increased $60.6 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025 due to an increase in the number of executed license agreements. Paid-up revenue decreased $8.8 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 due to a decrease in average license fees.
Refer to Note 2 to the consolidated financial statements elsewhere herein for additional information regarding our revenue arrangements and related concentrations for the periods presented herein.
Refer to “Investments in Patent Portfolios” above for information regarding the impact of portfolio acquisition trends on current and future licensing and enforcement related revenues.
Cost of Revenues
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change values)
Inventor royalties $ 18,360 $ 154 $ 18,206 n/m $ 18,548 $ 16,695 $ 1,853 11 %
Contingent legal fees 25,513 18 25,495 n/m 25,545 4,816 20,729 430 %
Litigation and licensing expenses 897 972 (75) (8 %) 1,750 3,026 (1,276) (42 %)
Amortization of patents 1,460 5,414 (3,954) (73 %) 5,220 9,933 (4,713) (47 %)
Total $ 46,230 $ 6,558 $ 39,672 605 % $ 51,063 $ 34,470 $ 16,593 48 %
Refer to detailed change explanations above for the three and six months ended June 30, 2026 and 2025 regarding cost of revenues for our Intellectual Property Operations.
The economic terms of patent portfolio related partnering agreements and contingent legal fee arrangements, if any, including royalty obligations, if any, royalty rates, contingent fee rates and other terms and conditions, vary across the patent portfolios owned or controlled by our operating subsidiaries. In certain instances, we have invested in patent portfolios without future patent partner royalty obligations. The costs associated with the forementioned obligations fluctuate period to period, based on the amount of revenues recognized each period, the terms and conditions of revenue agreements executed each period and the mix of specific patent portfolios, with varying economic terms and conditions, generating revenues each period.
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Litigation and licensing expenses include patent-related litigation, enforcement and prosecution costs incurred by law firms and external patent attorneys engaged on either an hourly basis or a contingent fee basis. Litigation and licensing expenses also includes third-party patent research, development, patent prosecution and maintenance fees, re-exam and inter partes reviews, consulting and other costs incurred in connection with the licensing and enforcement of patent portfolios.
Industrial Operations
Revenues
Printronix's net revenues for the periods presented included the following:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change value)
Printers and parts $ 1,596 $ 2,193 $ (597) (27 %) $ 3,974 $ 5,090 $ (1,116) (22 %)
Consumable products 3,659 3,602 57 2 % 7,687 7,608 79 1 %
Services 747 795 (48) (6 %) 1,523 1,568 (45) (3 %)
Total $ 6,002 $ 6,590 $ (588) (9 %) $ 13,184 $ 14,266 $ (1,082) (8 %)
For the periods presented above, the majority of the contract agreements executed in the relevant period include various combinations of tangible products (which include printers, consumables and parts) and services. Revenue from printers and parts decreased $1.1 million for the six months ended June 30, 2026, compared to the six months ended June 30, 2025, primarily due to a decrease in number of printer units sold. Refer to Note 2 to the consolidated financial statements elsewhere herein for additional information regarding Printronix’s revenue arrangements and related concentrations. Refer to “Industrial Operations Business” above for additional information related to Printronix's operating activities.
Cost of Revenues
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change values)
Cost of revenues - industrial operations $ 3,042 $ 3,406 $ (364) (11 %) $ 6,321 $ 7,470 $ (1,149) (15 %)
Cost of revenues were lower for the six months ended June 30, 2026 primarily due to lower revenues. Refer to Note 2 included in our 2025 Annual Report for additional information regarding Printronix’s cost of revenues.
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Energy Operations
Revenues
The following table provides the components of Benchmark’s revenues for the periods indicated, as well as each period’s respective average realized prices and production volumes. This table shows production on a barrel of oil (“boe”) equivalent basis in which natural gas is converted to oil at the ratio of 6 thousand cubic feet (“Mcf”) of natural gas to one barrel of oil. This ratio may not be reflective of the current price ratio between two products.
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except per unit data and percentage change values)
Production:
Oil (Bbl) 123,709 111,757 11,952 11 % 245,412 226,145 19,267 9 %
Natural gas (Mcf) 1,521,573 1,461,744 59,829 4 % 2,910,629 2,928,093 (17,464) (1) %
Natural gas liquids (Bbl) 169,778 171,471 (1,693) (1) % 320,390 339,267 (18,877) (6) %
Total (boe) 547,083 526,852 20,231 4 % 1,050,907 1,053,428 (2,521) — %
Average daily production:
Oil (Bbl/day) 1,359 1,228 131 11 % 1,356 1,249 107 9 %
Natural gas (Mcf/day) 16,721 16,063 658 4 % 16,081 16,177 (96) (1) %
Natural gas liquids (Bbl/day) 1,866 1,884 (18) (1) % 1,770 1,874 (104) (6) %
Total (boe/day) 6,012 5,790 222 4 % 5,806 5,820 (14) — %
Revenues:
Oil sales $ 11,578 $ 6,918 $ 4,660 67 % $ 20,230 $ 14,866 $ 5,364 36 %
Natural gas sales 3,533 4,034 (501) (12) % 9,653 9,374 279 3 %
Natural gas liquids sales 4,774 3,907 867 22 % 8,063 8,572 (509) (6) %
Other service sales 660 458 202 44 % 1,268 811 457 56 %
Total $ 20,545 $ 15,317 $ 5,228 34 % $ 39,214 $ 33,623 5,591 17 %
Average Price:
Oil (per Bbl) $ 93.59 $ 61.90 $ 31.69 51 % $ 82.43 $ 65.74 $ 16.70 25 %
Natural gas (per Mcf) $ 2.32 $ 2.76 $ (0.44) (16) % $ 3.32 $ 3.20 $ 0.12 4 %
Natural gas liquids (per Bbl) $ 28.12 $ 22.79 $ 5.33 23 % $ 25.17 $ 25.27 $ (0.10) — %
For the periods presented above, revenues increased $5.2 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. Revenues increased $5.6 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. Revenues in both periods increased primarily due to increase in oil production and higher oil prices and an increase in natural gas liquid prices in the three months ended June 30, 2026. This was partially offset by lower natural gas liquid volumes and lower natural gas prices in the three months ended June 30, 2026. Refer to Note 2 to the consolidated financial statements elsewhere herein for additional information regarding Benchmark’s revenue arrangements and related concentrations.
Cost of Production
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change values)
Cost of production - energy operations $ 11,685 $ 12,309 $ (624) (5 %) $ 23,374 $ 25,007 $ (1,633) (7 %)
Cost of production decreased $1.6 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 due to lower depreciation, depletion and amortization and lower lease operating expenses in 2026. Depreciation, depletion and amortization decreased primarily due to an increase in total proved reserves recorded at December 31, 2025,
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which reduced the depletion rate. Lease operating expenses decreased largely due to lower well repairs and maintenance related costs during the six months ended June 30, 2026, as well as continued realization of operational efficiencies.
Manufacturing Operations
Revenues
Deflecto’s net revenues included the following:
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change values)
Air distribution $ 8,790 $ 9,602 $ (812) (8) % $ 17,351 $ 19,458 $ (2,107) (11) %
Transportation safety 10,458 11,005 (547) (5) % 20,983 21,133 (150) (1) %
Office products 7,854 8,394 (540) (6) % 16,434 16,945 (511) (3) %
Total $ 27,102 $ 29,001 $ (1,899) (7) % $ 54,768 $ 57,536 $ (2,768) (5) %
For the periods presented above, revenues decreased $1.9 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025 due to lower revenue in air distribution, transportation safety and office products. Revenues decreased $2.8 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 primarily due to lower revenue in our air distribution end market. Refer to Note 2 to the consolidated financial statements elsewhere herein for additional information regarding Deflecto’s revenue arrangements and related concentrations.
Cost of Revenues
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change values)
Cost of revenues - manufacturing operations $ 22,955 $ 22,422 $ 533 2 % $ 45,338 $ 43,233 $ 2,105 5 %
Cost of revenues increased $2.1 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 primarily due to higher material costs. Refer to Note 2 included in our 2025 Annual Report for additional information regarding Deflecto’s cost of revenues.
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Operating Expenses
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change values)
Sales and marketing expenses - industrial operations $ 1,071 $ 1,242 $ (171) (14 %) $ 2,487 $ 2,809 $ (322) (11 %)
Sales and marketing expenses - manufacturing operations 1,418 2,139 (721) (34 %) 3,121 3,884 (763) (20 %)
General and administrative costs - intellectual property operations 5,289 1,384 3,905 282 % 8,546 4,869 3,677 76 %
General and administrative costs - industrial operations 1,341 1,868 (527) (28 %) 2,952 3,611 (659) (18 %)
General and administrative costs - energy operations 873 915 (42) (5 %) 2,536 2,522 14 1 %
General and administrative costs - manufacturing operations 4,782 5,066 (284) (6 %) 8,818 10,774 (1,956) (18 %)
Parent general and administrative expenses 7,360 6,313 1,047 17 % 14,086 11,090 2,996 27 %
Total general and administrative expenses 19,645 15,546 4,099 26 % 36,938 32,866 4,072 12 %
Total $ 22,134 $ 18,927 $ 3,207 17 % $ 42,546 $ 39,559 $ 2,987 8 %
The operating expenses table above includes the Company’s general and administrative expense by segment and Industrial Operations and Manufacturing Operations’ sales and marketing expenses. Refer to Note 2 included in our 2025 Annual Report for additional information regarding Printronix’s and Deflecto’s operating expenses.
The increase in Intellectual Property Operations was due to legal fees related to a dispute with a service provider. The increase in parent general and administrative costs was primarily due to an increase in parent company compensation and operating partner fees. The decrease in general and administrative costs of Manufacturing Operations is due to certain one-time severance expenses and professional fees related to the acquisition of Deflecto in October 2024 that were incurred during 2025 and did not recur in 2026.
Other Income/Expense
Equity Securities Investments
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change values)
Change in fair value of equity securities $ 4,909 $ 2,219 $ 2,690 121 % $ 3,350 $ (2,558) $ 5,908 n/m
Gain on sale of equity securities 4,522 1,907 2,615 137 % 3,917 3,512 405 12 %
Net realized and unrealized gain $ 9,431 $ 4,126 $ 5,305 129 % $ 7,267 $ 954 $ 6,313 662 %
Impairment of equity method investment $ (30,934) $ — $ (30,934) n/m $ (30,934) $ — $ (30,934) n/m
Our equity securities investments, including the Life Sciences Portfolio and trading securities portfolio, are recorded at fair value at each balance sheet date. Our results primarily include unrealized gains and losses from the change in fair value of our equity securities, and, when equity securities are sold, the realized gains from those sales. The results during the three and six months ended June 30, 2026 and 2025 relate to our trading securities portfolio.
Impairment of equity method investment charge of $30.9 million in the three and six months ended June 30, 2026 is related to the investment in MalinJ1 - the carrying amount of the investment was reduced to zero in the quarter ended June 30, 2026. Refer to Note 3 to the consolidated financial statements elsewhere herein for additional information regarding our investment in MalinJ1.
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Net Loss/Income Attributable to Noncontrolling Interests in Subsidiaries
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change values)
Net income attributable to noncontrolling interests in Benchmark $ (2,553) $ (1,856) $ (697) 38 % $ (693) $ (1,097) $ 404 (37 %)
Net loss attributable to noncontrolling interests in MalinJ1 11,042 — 11,042 n/m 11,042 — 11,042 n/m
Net loss (income) attributable to noncontrolling interests in subsidiaries $ 8,489 $ (1,856) $ 10,345 n/m $ 10,349 $ (1,097) $ 11,446 n/m
Net loss attributable to noncontrolling interests in MalinJ1 was $11.0 million in 2026, primarily due to the allocation of the impairment charge recognized on the Company’s investment in MalinJ1 to the noncontrolling interest. Refer to Note 3 to the consolidated financial statements elsewhere herein for additional information regarding our investment in MalinJ1.
Income Taxes
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 $ Change % Change 2026 2025 $ Change % Change
(In thousands, except percentage change values)
Income tax benefit (expense) $ 1,318 $ (547) $ 1,865 n/m $ 3,882 $ (6,628) $ 10,510 n/m
Effective tax rate 14 % (61) % n/a n/m 13 % 23 % n/a n/m
Our income tax benefit for the three and six months ended June 30, 2026 is primarily attributable to recognizing a benefit for losses incurred during the quarter offset by foreign withholding taxes. Our income tax expense for the three and six months ended June 30, 2025 is primarily attributable to the statutory rate applied to our year-to date earnings and foreign withholding taxes for which a foreign tax credit cannot be benefited.
Our 2026 effective tax rate was lower than the U.S. federal statutory rate primarily due to U.S. Income Tax Inclusions from our controlled foreign corporations (double taxed income) for which we can benefit from Foreign Tax Credits, Officers Compensation, and non-controlling interest partnership losses. Our 2025 effective tax rate was slightly lower than the U.S. federal statutory rate primarily due to non-controlling partnership earning allocated to minority shareholders.
The effective tax rate may be subject to fluctuations during the year as new information is obtained which may affect the assumptions used to estimate the effective tax rate, including factors such as expected utilization of net operating loss carryforwards, changes in or the interpretation of tax laws in jurisdictions where the Company conducts business, the Company’s expansion into new states or foreign countries and the amount of valuation allowance against deferred tax assets.
The Company has recorded a partial valuation allowance against our net deferred tax assets as of June 30, 2026 and 2025 for foreign tax credits and certain state net operating losses. Refer to Note 2 to the consolidated financial statements elsewhere herein for additional income tax information.
Liquidity and Capital Resources
General
Our foreseeable material cash requirements as of June 30, 2026, are recognized as liabilities or generally are otherwise described in Note 14, “Commitments and Contingencies,” to the consolidated financial statements included elsewhere herein. In particular, our facilities lease obligations, guarantees and certain contingent obligations are further described in Note 14 to the accompanying consolidated financial statements. Historically, we have not entered into off-balance sheet financing arrangements. In addition, the obligations of our Energy Operations Business related to the Benchmark Revolving Credit Facility and the obligations of our Manufacturing Operations Business related to the Deflecto Facility are further described in Note 10 to the accompanying consolidated financial statements. The obligations of our Energy
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Operations Business related to the asset retirement obligations are further described in Note 9 to the accompanying consolidated financial statements.
Additional cash requirements are generally derived from our operating and investing activities including expenditures for working capital (discussed below), property and equipment, additions to oil and natural gas properties, human capital, business development, investments in equity securities and intellectual property, and business combinations.
Certain of our Intellectual Property Operations operating subsidiaries are often required to engage in litigation to enforce their patents and patent rights. In connection with any of our operating subsidiaries’ patent enforcement actions, it is possible that a defendant may request and/or a court may rule that an operating subsidiary has violated statutory authority, regulatory authority, federal rules, local court rules, or governing standards relating to the substantive or procedural aspects of such enforcement actions. In such event, a court may issue monetary sanctions against us or our operating subsidiaries or award attorney’s fees and/or expenses to a defendant(s), which could be material.
At June 30, 2026, our primary sources of liquidity were cash and cash equivalents on hand and cash generated from our operating activities.
Furthermore, we intend to grow our company by acquiring additional operating businesses, energy assets and intellectual property assets. We expect to finance such acquisitions through cash on hand or by engaging in equity or debt financing.
Our management believes that our cash and cash equivalent balances and cash flows from operations will be sufficient to meet our cash requirements through at least twelve months from the date of our 2025 Annual Report and for the foreseeable future. We may, however, encounter unforeseen difficulties that may deplete our capital resources more rapidly than anticipated, including those set forth under Item 1A, “Risk Factors,” of our 2025 Annual Report. Any efforts to seek additional funding could be made through issuances of equity or debt, or other external financing. However, additional funding may not be available to us on favorable terms, or at all. The capital and credit markets have experienced extreme volatility and disruption in recent years, and the volatility and impact of the disruption may continue. At times during this period, the volatility and disruption has reached unprecedented levels. In several cases, the markets have exerted downward pressure on stock prices and credit capacity for certain issuers, and the commercial paper markets may not be a reliable source of short-term financing for us. If we fail to obtain additional financing when needed, we may not be able to execute our business plans and our business, conducted by our operating subsidiaries, may suffer.
Cash, Cash Equivalents and Investments
Our consolidated cash, cash equivalents and equity securities totaled $326.8 million at June 30, 2026, compared to $324.3 million at December 31, 2025.
The Benchmark Revolving Credit Facility and Deflecto Facility include covenants potentially limiting our borrowing capacity as determined by a leverage ratio. As of June 30, 2026, we were in compliance with all financial covenants applicable to the Benchmark Revolving Credit Facility and the Deflecto Facility. Refer to Note 10 to the consolidated financial statements elsewhere herein for additional information.
Cash Flows Summary
The net change in cash and cash equivalents for the periods presented was comprised of the following:
Six Months Ended June 30,
2026 2025
(In thousands)
Net cash provided by (used in):
Operating activities $ 7,307 $ 52,545
Investing activities (1,998) (451)
Financing activities (4,859) (10,340)
Effect of exchange rates on cash and cash equivalents 466 1,087
Increase in cash and cash equivalents $ 916 $ 42,841
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Cash Flows from Operating Activities
Cash flows from operating activities were comprised of the following for the periods presented:
Six Months Ended June 30,
2026 2025
(In thousands)
Net (loss) income including noncontrolling interests in subsidiaries $ (26,043) $ 22,091
Adjustments to reconcile net (loss) income including noncontrolling interests in subsidiaries to net cash provided by (used in) operating activities:
Impairment of equity method investment 30,934 —
Depreciation, depletion and amortization 15,053 22,055
Accretion of asset retirement obligation 912 867
Gain on disposal of assets (487) —
Compensation expense for share-based awards 2,216 1,876
Loss (gain) on foreign currency exchange 65 (435)
Change in fair value of equity securities (3,350) 2,558
Gain on sale of equity securities (3,917) (3,512)
Unrealized loss (gain) on derivatives 4,554 (789)
Deferred income taxes (5,467) 3,646
Changes in operating assets and liabilities:
Accounts receivable (60,501) 3,501
Inventories 1,921 1,760
Prepaid expenses and other assets 2,074 (4,114)
Accounts payable and accrued expenses 4,209 2,646
Royalties and contingent legal fees payable 45,194 231
Deferred revenue (60) 164
Net cash provided by operating activities $ 7,307 $ 52,545
Cash receipts from ARG’s licensees totaled $3.1 million and $70.3 million for the six months ended June 30, 2026 and 2025, respectively. Cash receipts from Printronix’s customers totaled $15.2 million and $15.7 million for the six months ended June 30, 2026 and 2025, respectively. Cash receipts from Benchmark’s customers totaled $51.8 million and $54.5 million for the six months ended June 30, 2026 and 2025, respectively. Cash receipts from Deflecto’s customers totaled $54.2 million and $57.4 million for the six months ended June 30, 2026 and 2025. The fluctuations in cash receipts for the periods presented primarily reflect the corresponding fluctuations in revenues recognized during the same periods, as described above, and the related timing of payments received from licensees and customers.
Our reported cash provided by operations for the six months ended June 30, 2026 was $7.3 million, compared to cash provided by operations of $52.5 million in the comparable prior period. The decrease in cash provided by operations was primarily due to decreases from working capital primarily related to ARG.
Working Capital
Our cash flows from working capital related changes decreased from an inflow of $4.2 million for the six months ended June 30, 2025 to outflow of $7.2 million for the six months ended June 30, 2026. The change was primarily due to negative working capital impacts in 2026 primarily due to a change in accounts receivable and royalties and contingent legal fees payable, which was related to the timing of cash receipts and payments related to the Intellectual Property Operations Business.
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Cash Flows from Investing Activities
Cash flows from investing activities were comprised of the following for the periods presented:
Six Months Ended June 30,
2026 2025
(In thousands)
Acquisition, net of cash acquired and working capital adjustments $ — $ 1,230
Patent acquisition (1,750) —
Purchases of equity securities (2,522) (12,543)
Sales of equity securities 8,221 15,165
Proceeds from loans receivable 7,460 —
Purchases of property and equipment (1,683) (940)
Net additions to oil and gas properties (13,305) (3,363)
Proceeds from disposition of property and equipment 1,581 —
Net cash used in investing activities $ (1,998) $ (451)
Cash flows used in investing activities for the six months ended June 30, 2026 were $2.0 million, as compared to $451,000 in the comparable prior year period. Cash used in investing activities in 2026 was primarily due to net additions to oil and gas properties and purchases of property and equipment partially offset by proceeds from loans receivable and the net activities of the sales and purchases of equity securities.
Cash Flows from Financing Activities
Cash flows from financing activities included the following for the periods presented:
Six Months Ended June 30,
2026 2025
(In thousands)
Paydown of Benchmark revolving credit facility $ — $ (8,500)
Paydown of Deflecto Facility (1,763) (1,200)
Taxes paid related to net share settlement of share-based awards (3,096) (670)
Proceeds from exercise of stock options — 30
Net cash used in financing activities $ (4,859) $ (10,340)
Cash flows used in financing activities for the six months ended June 30, 2026 were $4.9 million, as compared to cash outflows of $10.3 million in the prior comparable period. The lower cash outflows in the six months ended June 30, 2025 were primarily due to paydowns of the Benchmark Revolving Credit Facility in 2025 that did not recur in 2026. Refer to Note 10 to the consolidated financial statements elsewhere herein for additional information regarding the Benchmark Revolving Credit Facility and Deflecto Facility.
Critical Accounting Estimates
Our consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America. In preparing these financial statements, we make assumptions, judgments and estimates that involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on our financial condition or results of operations. We base our assumptions, judgments and estimates on historical experience and various other factors that we believe to be reasonable under the circumstances. Actual results could differ materially from these estimates under different assumptions or conditions. On a regular basis, we evaluate our assumptions, judgments and estimates and make changes accordingly.
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We believe that of the significant accounting policies discussed in Note 2 included in our 2025 Annual Report, the following accounting policies require our most difficult, subjective or complex assumptions, judgments and estimates:
•revenue recognition;
•estimates of crude oil and natural gas reserves and values and standardized measure of discounted future net cash flows;
•valuation of long-lived assets, goodwill and other intangible assets; and
•accounting for income taxes.
Our critical accounting estimates have not changed materially from those disclosed in the Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our 2025 Annual Report. For further information on the significant accounting policies related to the revenue recognition, estimates of crude oil and natural gas reserves, valuation of long-lived assets, goodwill and other intangible assets and income taxes, refer to Note 2 to the consolidated financial statements and other related significant accounting policies included in our 2025 Annual Report.
Recent Accounting Pronouncements
The effects of accounting standards adopted in 2026 and the potential effects of accounting standards to be adopted in the future are described in Note 2 to consolidated financial statements included elsewhere herein.
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