DTRM / Determine, Inc. - Документы SEC, Годовой отчет, Доверенное заявление

DTRM / Determine, Inc. 15-12G - - FORM 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-29637 Determine, Inc. (Exact name of registrant as specified in its char

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. S-8 POS - - FORM S-8 POS

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. POS AM - - FORM POS AM

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. POS AM - - FORM POS AM

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. POS AM - - FORM POS AM

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. POS AM - - FORM POS AM

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. POS AM - - FORM POS AM

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. POS AM - - FORM POS AM

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. POS AM - - FORM POS AM

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. POS AM - - FORM POS AM

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. POS AM - - FORM POS AM

As filed with the Securities and Exchange Commission on June 5, 2019 Registration No.

DTRM / Determine, Inc. / Alimco Financial Corp - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Alimco Financial Corporation Jonathan A. Marcus, CEO 2336 S.E. Ocean Boulevard, #400 Stuart, Florida, 34996 (Tel.) (561) 287-5399 (Name, Address and Telephone Number

DTRM / Determine, Inc. / Subin Neil S - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 10) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Neil S. Subin, 2336 S.E. Ocean Boulevard, #400, Stuart, Florida

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): May 22, 2019 Determine, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 000-29637 77-0432030 (State or Other Jurisdiction of Incorporation) (Commission File Number) (

Plan of Liquidation and Distribution, adopted effective as of May 22, 2019 by Determine, Inc. (Exhibit B to the Definitive Information Statement on Schedule 14C as filed on May 2, 2019.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement Determine, Inc. (Name of Registrant

DTRM / Determine, Inc. / Alimco Financial Corp - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Alimco Financial Corporation Alan B. Howe, CEO 3300 South Dixie Highway, Suite 1-365 West Palm Beach, Florida, 33405 (Tel.) (561) 287-5399 (Name, Address and Telepho

DTRM / Determine, Inc. / Subin Neil S - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 9) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Neil S. Subin, 3300 South Dixie Highway, Suite 1-365, West Palm

DTRM / Determine, Inc. FORM PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement Determine, Inc. (Name of Registrant

Determine, Inc. Announces Winding Up, Liquidation and Dissolution Company to Deregister with the SEC; Common Stock to be Withdrawn from Trading on OTC

Exhibit 99.1 Determine, Inc. Announces Winding Up, Liquidation and Dissolution Company to Deregister with the SEC; Common Stock to be Withdrawn from Trading on OTC WASHINGTON, D.C. – April 18, 2019 – Determine, Inc. (OTCQB: DTRM) (the “Company”) today announced that its Board of Directors has determined that since the Company has now completed the sale of substantially all of the assets of the Com

Consulting Agreement, dated April 16, 2019, by and between the Company and John Nolan.

Exhibit 10.1 CONSULTING AGREEMENT This Consulting Agreement (this "Agreement") is entered into as of April 16, 2019 ("Effective Date"), by and between Determine, Inc. (the "Company"), and John Nolan ("Consultant") (the Company and Consultant will sometimes hereinafter be referred to collectively as the "parties" and singularly as a "party"). Recitals A. Consultant had been employed with the Compan

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

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): April 15, 2019 Determine, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 000-29637 77-0432030 (State or Other Jurisdiction of Incorporation) (Commission File Number)

Amendment to the Certificate of Incorporation of the Company

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF DETERMINE, INC., a Delaware corporation Determine, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies that: FIRST: The Corporation was originally incorporated under the name Selectica, Inc. pursuant to a C

Corcentric Completes Acquisition of Determine, Inc.

Exhibit 99.1 Corcentric Completes Acquisition of Determine, Inc. CHERRY HILL, NJ, April 10, 2019 – Corcentric, a fast-growing provider of procurement and financial process automation solutions, has completed its purchase of substantially all of the assets of Determine, Inc. (OTCQB: DTRM), a leader in global Source-to-Pay and Enterprise Contract Lifecycle Management solutions. The sale was approved

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K 1 dtrm201904098k.htm FORM 8-K 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): April 10, 2019 Determine, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 000-29637 77-0432030 (State or Other Jurisdiction of Incor

DTRM / Determine, Inc. / Subin Neil S - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 8) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Neil S. Subin, 3300 South Dixie Highway, Suite 1-365, West Palm

DTRM / Determine, Inc. / Alimco Financial Corp - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Alimco Financial Corporation Alan B. Howe, CEO 3300 South Dixie Highway, Suite 1-365 West Palm Beach, Florida, 33405 (Tel.) (561) 287-5399 (Name, Address and Telepho

DTRM / Determine, Inc. FORM DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Unaudited pro forma condensed consolidated financial statements

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

DTRM / Determine, Inc. FORM PREM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

DTRM / Determine, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 000-29637 DETERMI

Amendment No. 1 to the Junior Secured Convertible Note Purchase Agreement dated November 16, 2018

Exhibit 10.1 AMENDMENT NO. 1 TO THE JUNIOR SECURED CONVERTIBLE NOTE PURCHASE AGREEMENT AMENDMENT NO. 1 TO THE JUNIOR SECURED CONVERTIBLE NOTE PURCHASE AGREEMENT, dated as of November 16, 2018 (this “Amendment”), to the Junior Secured Convertible Note Purchase Agreement, dated as of December 27, 2016 (as amended, supplemented or otherwise modified prior to the date hereof, the “NPA”), among DETERMI

DTRM / Determine, Inc. FORM NT 10-Q

NT 10-Q 1 dtrm20190214nt10q.htm FORM NT 10-Q SEC FILE NO. 000-29637 CUSIP NUMBER 250660107 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2018 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on

DTRM / Determine, Inc. / Alimco Financial Corp - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Alimco Financial Corporation Alan B. Howe, CEO 3300 South Dixie Highway, Suite 1-365 West Palm Beach, Florida, 33405 (Tel.) (561) 287-5399 (Name, Address and Telepho

DTRM / Determine, Inc. / Subin Neil S - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 7) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Neil S. Subin, 3300 South Dixie Highway, Suite 1-365, West Palm

Form of Indemnity Agreement

Exhibit 10.3 INDEMNITY AGREEMENT This Indemnity Agreement (this “Agreement”) dated as of the day of , . BETWEEN: Determine, Inc., a corporation incorporated under the laws of Delaware (the “Corporation”) and [ ], an individual (the “Indemnified Party”). WHEREAS, Section 145(e) of the General Corporation Law of the State of Delaware (the “DGCL”), the Certification of Incorporation of the Corporatio

Put Option Agreement, dated February 10, 2019, among the Company and Corcentric Acquisition, LLC.

Exhibit 10.1 STRICTLY PRIVATE AND CONFIDENTIAL February 10, 2019 Determine, Inc. 615 West Carmel Drive, Suite 100 Carmel, Indiana 46032 RE: IRREVOCABLE, FIRM AND BINDING OFFER: PURCHASE OF THE FRENCH SECURITIES We refer to our recent discussions relating to the contemplated sale by Determine, Inc. (“Seller” or “you”) of all of the issued and outstanding equity securities of Determine SAS (the “Fre

Corcentric, Inc. To Acquire Determine, Inc.

Exhibit 99.1 Corcentric, Inc. To Acquire Determine, Inc. CHERRY HILL, NJ– February 11, 2019 – Corcentric, Inc. (“Corcentric”), a leading provider of procurement and financial process automation solutions , announced today that it signed a definitive purchase agreement with Determine, Inc. (OTCQB: DTRM) a leader in global Source-to-Pay and Enterprise Contract Lifecycle Management Cloud Platform sol

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): February 8, 2019 Determine, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 000-29637 77-0432030 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

Amendment to the Amended and Restated Bylaws of Determine, Inc. (formerly known as Selectica, Inc.).

Exhibit 3.2 CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED BYLAWS OF DETERMINE, INC. a Delaware corporation February 8, 2018 The undersigned, the duly appointed Secretary of the Corporation, hereby certifies that: 1. The undersigned is the duly elected Secretary of DETERMINE, INC. a Delaware corporation (the “Corporation”). 2. Pursuant to a resolution duly adopted by the Board of Directors o

Form of Support Agreement

Exhibit 10.2 SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of February 10, 2019 by and among Corcentric Acquisition, LLC, a Delaware limited liability company (“Buyer”) and the undersigned Shareholder (“Shareholder”) of Determine, Inc., a Delaware corporation (“Seller”). Capitalized terms that are used but not defined herein shall have the respective meani

Asset Purchase Agreement, dated February 10, 2019, among Determine, Inc., Corcentric Acquisition, LLC and Corcentric, Inc.

Exhibit 2.1 ASSET PURCHASE AGREEMENT BY AND AMONG CORCENTRIC, INC., CORCENTRIC ACQUISITION, LLC and, DETERMINE, INC. DATED AS OF FEBRUARY 10, 2019 TABLE OF CONTENTS Page Article 1 DEFINITIONS 1 1.1 Capitalized Terms. 1 Article 2 TRANSFER OF ASSETS 15 2.1 Transfer of Assets. 15 2.2 Purchase Price. 16 2.3 [Reserved.]. 17 2.4 Closing 17 2.5 Closing Deliveries. 17 2.6 Closing Conditions. 18 2.7 Alloca

Form of Support Agreement

Exhibit 10.2 SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of February 10, 2019 by and among Corcentric Acquisition, LLC, a Delaware limited liability company (“Buyer”) and the undersigned Shareholder (“Shareholder”) of Determine, Inc., a Delaware corporation (“Seller”). Capitalized terms that are used but not defined herein shall have the respective meani

Amendment to the Amended and Restated Bylaws of Determine, Inc. (formerly known as Selectica, Inc.).

Exhibit 3.2 CERTIFICATE OF AMENDMENT OF THE AMENDED AND RESTATED BYLAWS OF DETERMINE, INC. a Delaware corporation February 8, 2018 The undersigned, the duly appointed Secretary of the Corporation, hereby certifies that: 1. The undersigned is the duly elected Secretary of DETERMINE, INC. a Delaware corporation (the “Corporation”). 2. Pursuant to a resolution duly adopted by the Board of Directors o

Press Release issued February 11, 2019.

Exhibit 99.1 Corcentric, Inc. To Acquire Determine, Inc. CHERRY HILL, NJ– February 11, 2019 – Corcentric, Inc. (“Corcentric”), a leading provider of procurement and financial process automation solutions , announced today that it signed a definitive purchase agreement with Determine, Inc. (OTCQB: DTRM) a leader in global Source-to-Pay and Enterprise Contract Lifecycle Management Cloud Platform sol

Asset Purchase Agreement, dated February 10, 2019, among Determine, Inc., Corcentric Acquisition, LLC and Corcentric, Inc.

Exhibit 2.1 ASSET PURCHASE AGREEMENT BY AND AMONG CORCENTRIC, INC., CORCENTRIC ACQUISITION, LLC and, DETERMINE, INC. DATED AS OF FEBRUARY 10, 2019 TABLE OF CONTENTS Page Article 1 DEFINITIONS 1 1.1 Capitalized Terms. 1 Article 2 TRANSFER OF ASSETS 15 2.1 Transfer of Assets. 15 2.2 Purchase Price. 16 2.3 [Reserved.]. 17 2.4 Closing 17 2.5 Closing Deliveries. 17 2.6 Closing Conditions. 18 2.7 Alloca

Put Option Agreement, dated February 10, 2019, among the Company and Corcentric Acquisition, LLC.

Exhibit 10.1 STRICTLY PRIVATE AND CONFIDENTIAL February 10, 2019 Determine, Inc. 615 West Carmel Drive, Suite 100 Carmel, Indiana 46032 RE: IRREVOCABLE, FIRM AND BINDING OFFER: PURCHASE OF THE FRENCH SECURITIES We refer to our recent discussions relating to the contemplated sale by Determine, Inc. (“Seller” or “you”) of all of the issued and outstanding equity securities of Determine SAS (the “Fre

DTRM / Determine, Inc. FORM 8-K

DEFA14A 1 dtrm201902108k.htm FORM 8-K 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): February 8, 2019 Determine, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 000-29637 77-0432030 (State or Other Jurisdiction of

Form of Indemnity Agreement

Exhibit 10.3 INDEMNITY AGREEMENT This Indemnity Agreement (this “Agreement”) dated as of the day of , . BETWEEN: Determine, Inc., a corporation incorporated under the laws of Delaware (the “Corporation”) and [ ], an individual (the “Indemnified Party”). WHEREAS, Section 145(e) of the General Corporation Law of the State of Delaware (the “DGCL”), the Certification of Incorporation of the Corporatio

DTRM / Determine, Inc. FORM DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

DTRM / Determine, Inc. / Subin Neil S - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 6) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Neil S. Subin, 3300 South Dixie Highway, Suite 1-365, West Palm

DTRM / Determine, Inc. / Alimco Financial Corp - SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Alimco Financial Corporation Alan B. Howe, CEO 3300 South Dixie Highway, Suite 1-365 West Palm Beach, Florida, 33405 (Tel.) (561) 287-5399 (Name, Address and Telephone

Changes in Control of Registrant, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Other Events

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A 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 21, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No.) 77-043203

DTRM / Determine, Inc. / Subin Neil S - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 5) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Neil S. Subin, 3300 South Dixie Highway, Suite 1-365, West Palm

Warrant to Purchase Common Stock, issued to Alimco Financial Corporation.

Exhibit 10.4 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND, ACCORDINGLY, MAY NOT BE TRANSFERRED UNLESS (I) SUCH SECURITIES HAVE BEEN REGISTERED FOR SALE PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED

Amendment No. 2 to the Junior Secured Convertible Note Purchase Agreement

Exhibit 10.1 AMENDMENT NO. 2 TO THE JUNIOR SECURED CONVERTIBLE NOTE PURCHASE AGREEMENT AMENDMENT NO. 2 TO THE JUNIOR SECURED CONVERTIBLE NOTE PURCHASE AGREEMENT, dated as of December 21, 2018 (this “Second Amendment”), to the Junior Secured Convertible Note Purchase Agreement, dated as of December 27, 2016, as amended by an Amendment No. 1 to the Junior Secured Convertible Note Purchase agreement,

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 21, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No.) 77-0432030

Warrant to Purchase Common Stock, issued to MILFAM II L.P.

Exhibit 10.2 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND, ACCORDINGLY, MAY NOT BE TRANSFERRED UNLESS (I) SUCH SECURITIES HAVE BEEN REGISTERED FOR SALE PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED

Junior Secured Promissory Note, issued to MILFAM II L.P.

Exhibit 10.3 THIS INSTRUMENT AND THE OBLIGATIONS EVIDENCED HEREBY ARE EXPRESSLY SUBORDINATED PURSUANT TO THAT CERTAIN SECOND AMENDED AND RESTATED SUBORDINATION AGREEMENT, DATED AS OF DECEMBER 27, 2016 (THE “SUBORDINATION AGREEMENT”), AMONG THE HOLDER OF THIS INSTRUMENT, THE MAKER OF THIS INSTRUMENT, AND WESTERN ALLIANCE BANK, AS SUCCESSOR IN INTEREST TO BRIDGE BANK, NATIONAL ASSOCIATION. EACH SUCC

Junior Secured Promissory Note, issued to Alimco Financial Corporation.

Exhibit 10.5 THIS INSTRUMENT AND THE OBLIGATIONS EVIDENCED HEREBY ARE EXPRESSLY SUBORDINATED PURSUANT TO THAT CERTAIN SECOND AMENDED AND RESTATED SUBORDINATION AGREEMENT, DATED AS OF DECEMBER 27, 2016 (THE “SUBORDINATION AGREEMENT”), AMONG THE HOLDER OF THIS INSTRUMENT, THE MAKER OF THIS INSTRUMENT, AND WESTERN ALLIANCE BANK, AS SUCCESSOR IN INTEREST TO BRIDGE BANK, NATIONAL ASSOCIATION. EACH SUCC

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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 11, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No.) 77-0432030

DTRM / Determine, Inc. / Subin Neil S - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 4) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Neil S. Subin, 3300 South Dixie Highway, Suite 1-365, West Palm

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): November 16, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No.) 77-0432030

FY 2019

ex_130167.htm Exhibit 99.1

Financial Statements and Exhibits, Results of Operations and Financial Condition

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 13, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No.) 77-043203

DTRM / Determine, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 000-29637 DETERM

GAAP Financial Measures

Exhibit 99.1 Determine Announces Second Quarter Fiscal 2019 Financial Results Determine Cloud Platform Technology Continues to Attract New Customers in US and Europe and Increase Customer Migration and Expansion CARMEL, IN – November 13, 2018 – Determine, Inc. (NASDAQ: DTRM), a pioneering leader in global Source-to-Pay and Enterprise Contract Lifecycle Management (ECLM) Cloud Platform solutions, a

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 dtrm201811138k.htm FORM 8-K 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): November 13, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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): September 25, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No.) 77-0432030

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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): August 31, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No.) 77-0432030 (I

Financial Statements and Exhibits

8-K 1 dtrm201808288k.htm FORM 8-K 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): August 24, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (

Amendment to Offer Letter dated August 24, 2018 by and between the Company and Michael Brodsky.

Exhibit 10.1 615 West Carmel Drive, Suite 100 Carmel, Indiana 46032 August 24, 2018 Mr. Michael Brodsky 615 West Carmel Drive, Suite 100 Carmel, Indiana 46032 Dear Michael: Reference is made to your employment offer letter dated effective August 6, 2013, as amended December 4, 2013, September 1, 2014, August 28, 2015, September 1, 2016, and August 10, 2017 with Determine, Inc. (the “Company”) wher

DTRM / Determine, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 000-29637 DETERMINE,

DTRM / Determine, Inc. / Subin Neil S - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 3) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Neil S. Subin, 3300 South Dixie Highway, Suite 1-365, West Palm

Amendment Number Twelve to Amended and Restated Business Financing Agreement, dated as of August 7, 2018.

Exhibit 10.1 AMENDMENT NUMBER TWELVE TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT This AMENDMENT TWELVE TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT (this “Amendment”), dated as of August 7, 2018, is entered into by and among Western Alliance Bank, an Arizona corporation, as successor in interest to Bridge Bank, National Association (“Lender”), on the one hand, and Determine, Inc.,

Guaranty Fee Agreement, dated August 7, 2018.

Exhibit 10.3 GUARANTY FEE AGREEMENT This Guaranty Fee Agreement (this “Agreement”) sets forth the terms of a guaranty fee arrangement entered into and made effective as of August 7, 2018 (“the Effective Date”) by and between the Guarantor, as defined below, and Determine, Inc., a Delaware corporation (the “Company” and, collectively with the Guarantor, the “Parties” and each a “Party”). RECITALS W

Fourth Amended and Restated Limited Guaranty, dated August 7, 2018, between Western Alliance Bank and MILFAM II, L.P.

Exhibit 10.2 FOURTH AMENDED AND RESTATED LIMITED GUARANTY as of August 7, 2018 To: WESTERN ALLIANCE BANK 1. The Guaranty. (a) For valuable consideration, the undersigned (“Guarantor”) hereby unconditionally guarantees and promises to pay promptly to Western Alliance Bank, an Arizona corporation, successor-in-interest to Bridge Bank N.A. (“Lender”), or order, in lawful money of the United States, a

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition

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): August 7, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No.) 77-0432030 (IR

Sales Pipeline Activity and Expanding Focus on Customer Success and Advocacy Demonstrate Demand for Determine Cloud Platform Technology

Exhibit 99.1 Determine Announces First Quarter Fiscal 2019 Financial Results Sales Pipeline Activity and Expanding Focus on Customer Success and Advocacy Demonstrate Demand for Determine Cloud Platform Technology CARMEL, IN – August 9, 2018 – Determine, Inc. (NASDAQ: DTRM), a pioneering leader in global Source-to-Pay and Enterprise Contract Lifecycle Management (ECLM) Cloud Platform solutions, ann

DTRM / Determine, Inc. FORM 10-K/A (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-29637 DETERMINE, INC. (Exact Name of

DTRM / Determine, Inc. FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-29637 DETERMINE, INC. (Exact Name of Re

SUBSIDIARIES

EXHIBIT 21.1 SUBSIDIARIES -Determine Sourcing, Inc. -Determine Limited -Determine SAS -Determine GMBH -Determine International Ltd.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): June 26, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No.) 77-0432030 (IRS

Determine Announces 4th Quarter and Fiscal Year 2018 Financial Results Industry-Leading Determine Cloud Platform Drives Revenue Growth in Fiscal 2018

Exhibit 99.1 Determine Announces 4th Quarter and Fiscal Year 2018 Financial Results Industry-Leading Determine Cloud Platform Drives Revenue Growth in Fiscal 2018 CARMEL, IN - June 26, 2018 – Determine, Inc. (NASDAQ: DTRM), a pioneering leader in global Source-to-Pay and Enterprise Contract Lifecycle Management (ECLM) Cloud Platform solutions, announces financial results for its fourth quarter and

DTRM / Determine, Inc. / Subin Neil S - SCHEDULE 13D AMENDMENT NO. 2 Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 2) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Neil S. Subin, 3300 South Dixie Highway, Suite 1-365, West Palm

Amendment to Guaranty Fee Agreement, dated June 14, 2018.

Exhibit 10.4 AMENDMENT TO GUARANTY FEE AGREEMENT This Amendment (this “Amendment”), dated as of June 14, 2018, to that certain Guaranty Fee Agreement, dated as of June 1, 2017 (the “Agreement”), is entered into by and among each of Determine, Inc., a Delaware corporation (the “Company”), and the Guarantors. Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to

Amendment Number Eleven to Amended and Restated Business Financing Agreement, dated as of June 14, 2018.

EX-10.1 2 ex116631.htm EXHIBIT 10.1 Exhibit 10.1 AMENDMENT NUMBER ELEVEN TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT This AMENDMENT ELEVEN TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT (this “Amendment”), dated as of June 14, 2018, is entered into by and among Western Alliance Bank, an Arizona corporation, as successor in interest to Bridge Bank, National Association (“Lender”), on

Third Amended and Restated Limited Guaranty, dated June 14, 2018, between Western Alliance Bank and MILFAM II, L.P.

EX-10.2 3 ex116632.htm EXHIBIT 10.2 Exhibit 10.2 THIRD AMENDED AND RESTATED LIMITED GUARANTY as of June 14, 2018 To: WESTERN ALLIANCE BANK 1. The Guaranty. (a) For valuable consideration, the undersigned (“Guarantor”) hereby unconditionally guarantees and promises to pay promptly to Western Alliance Bank, an Arizona corporation, successor-in-interest to Bridge Bank N.A. (“Lender”), or order, in la

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 dtrm201806198k.htm FORM 8-K 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): June 14, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Co

Guaranty Fee Agreement, dated June 14, 2018.

EX-10.3 4 ex116633.htm EXHIBIT 10.3 Exhibit 10.3 GUARANTY FEE AGREEMENT This Guaranty Fee Agreement (this “Agreement”) sets forth the terms of a guaranty fee arrangement entered into and made effective as of June 14, 2018 (“the Effective Date”) by and between the Guarantor, as defined below, and Determine, Inc., a Delaware corporation (the “Company” and, collectively with the Guarantor, the “Parti

DTRM / Determine, Inc. / Subin Neil S - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Neil S. Subin, 3300 South Dixie Highway, Suite 1-365, West Palm Be

DTRM / Determine, Inc. FORM S-8

dtrm20180215s8.htm As filed with the Securities and Exchange Commission on February 16, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware 77-0432030 (State or other jurisdiction of incorporation or organiza

Form of Non-Plan Stock Option Agreement with Kevin Turner

ex105349.htm Exhibit 4.8 DETERMINE, INC. NOTICE OF GRANT OF STOCK OPTION Determine, Inc. (the “Company”) has granted you an option (the “Option”) to purchase certain shares of Stock of the Company. The Option has been granted outside of the Determine, Inc. 2015 Equity Incentive Plan (the “Plan”) and is subject to the attached Non-Plan Stock Option Agreement (the “Non-Plan Stock Option Agreement”);

DTRM / Determine, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 000-29637 DETERMI

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 8, 2018 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No.) 77-0432030 (

GAAP Financial Measures

ex104629.htm Exhibit 99.1 Determine Announces 3rd Quarter Fiscal Year 2018 Financial Results Business momentum driven by strong year-over-year subscription services growth contributes to robust quarterly financial performance. CARMEL, IN ? February 8, 2018 ? Determine, Inc. (NASDAQ: DTRM), a pioneering leader in global Source-to-Pay and Enterprise Contract Lifecycle Management (ECLM) Cloud Platfor

DTRM / Determine, Inc. / Unterberg Capital LLC - 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

DTRM / Determine, Inc. / Subin Neil S - SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. ) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Neil S. Subin, 3300 South Dixie Highway, Suite 1-365, West Palm Bea

DTRM / Determine, Inc. / Miller Lloyd I III - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 21) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Lloyd I. Miller, III, 3300 South Dixie Highway, Suite 1-365, We

DTRM / Determine, Inc. / Farwell Grosvenor Nicholas - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.) Determine, Inc (Name of Issuer) Common stock par value $0.00001 per share (Title of Class of Securities) 250660107 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☐ Rule 13d-1(b) ☐ Rule 134-1(c) ☐ Rul

DTRM / Determine, Inc. FORM S-8

dtrm20171108s8.htm As filed with the Securities and Exchange Commission on November 13, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware 77-0432030 (State or other jurisdiction of incorporation or organiza

Form of Non-Plan Restricted Stock Units Agreement with Gérard Dahan

EX-4.9 3 ex99939.htm EXHIBIT 4.9 Exhibit 4.9 DETERMINE, INC. NOTICE OF GRANT OF RESTRICTED STOCK UNITS (Non-Plan Inducement Award) Determine, Inc. (the “Company”) has granted to the Participant an award of certain restricted stock units (the “Award”), each of which represents the right to receive on the applicable Settlement Date one (1) share of Stock, subject to the terms and conditions of this

Form of Non-Plan Stock Option Agreement with Gérard Dahan

ex99938.htm Exhibit 4.8 DETERMINE, INC. NOTICE OF GRANT OF STOCK OPTION (Non-Plan Inducement Award) Determine, Inc. (the ?Company?) has granted you an option (the ?Option?) to purchase certain shares of Stock of the Company. The Option has been granted outside of the Determine, Inc. 2015 Equity Incentive Plan (the ?Plan?), in reliance on NASDAQ Marketplace Rule 5635(c)(4), and is subject to the te

GAAP Financial Measures

ex100019.htm Exhibit 99.1 Determine Announces 2nd Quarter Fiscal Year 2018 Financial Results Accelerating new customer wins and expanding adoption of the Determine Cloud Platform builds increased business momentum. CARMEL, IN ? November 9, 2017 ? Determine, Inc. (NASDAQ: DTRM), a pioneering leader in global Source-to-Pay and Enterprise Contract Lifecycle Management (ECLM) Cloud Platform solutions,

Financial Statements and Exhibits, Results of Operations and Financial Condition

dtrm201711098k.htm 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): November 9, 2017 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission Fil

DTRM / Determine, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 000-29637 DETERM

Amendment to the Severance Agreement, dated June 3, 2015, as amended November 8, 2016, with Patrick Stakenas, entered into November 6, 2017

Exhibit 10.2 November 6, 2017 Mr. Patrick Stakenas Determine, Inc. 615 West Carmel Drive, Suite 100 Carmel, Indiana 46032 Dear Patrick: Reference is made to your Severance Agreement (the “Severance Agreement”) dated June 3, 2015, as amended by that certain letter dated November 8, 2016. This letter hereby further amends the Severance Agreement as follows: 1. Section 1(c) (Severance Pay) will be am

PROSPECTUS 2,471,382 Shares DETERMINE, INC. COMMON STOCK

dtrm20170921s3.htm Filed pursuant to Rule 424(b)(3) Registration No. 333-220631 PROSPECTUS 2,471,382 Shares DETERMINE, INC. COMMON STOCK This prospectus relates to the sale or other disposition from time to time of up to 2,471,382 shares of our common stock by the selling stockholders described in the section entitled ?Selling Stockholders? on page 7 of this prospectus and their donees, pledgees,

LIMITED POWER OF ATTORNEY FOR SECTION 16(a) REPORTING

angelonipoa.htm EXHIBIT 24 LIMITED POWER OF ATTORNEY FOR SECTION 16(a) REPORTING KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints David Richardson, Ian Boardman and Nancy Chow, and each of them, as the undersigned?s true and lawful attorney-in-fact (the ?Attorney-in Fact?), with full power of substitution and resubstitution, each with the power to act

LIMITED POWER OF ATTORNEY FOR SECTION 16(a) REPORTING

sovikpoa.htm EXHIBIT 24 LIMITED POWER OF ATTORNEY FOR SECTION 16(a) REPORTING KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints David Richardson, Ian Boardman and Nancy Chow, and each of them, as the undersigned?s true and lawful attorney-in-fact (the ?Attorney-in Fact?), with full power of substitution and resubstitution, each with the power to act al

Compensation Program for Non-Employee Directors

EX-10.1 2 ex96290.htm EXHIBIT 10.1 Exhibit 10.1 Determine, Inc. Compensation Program for Non-Employee Directors Effective October 2, 2017 [Superseding the former policy Effective May 20, 2009 (the “Former Policy”)] A. Cash Compensation. 1. Board retainer: $40,000 per year - paid in equal, quarterly installments and subject to the Election (as defined in paragraph C below). 2. Vice Chairman retaine

Determine FORM 8-K (Current Report/Significant Event)

dtrm201710048k.htm 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): September 28, 2017 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission F

DTRM / Determine, Inc. ESP

dtrm20171004corresp.htm 615 West Carmel Drive, Suite 100 Carmel, IN 46032 October 4, 2017 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-3628 Attention: Ms. Jan Woo Re: Acceleration Request of Determine, Inc. Registration Statement on Form S-3 Filed September 26, 2017 (File No. 333-220631) Dear Ms. Woo: Pursuant to

Determine FORM S-3

dtrm20170921s3.htm As filed with the Securities and Exchange Commission on September 25, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware 77-0432030 (State or other jurisdiction of incorporation or organizat

Determine FORM S-8

dtrm20170913s8.htm As filed with the Securities and Exchange Commission on September 22, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware 77-0432030 (State or other jurisdiction of incorporation or organiz

Non-Plan Stock Option Agreement with John Nolan

ex4-9.htm EXHIBIT 4.9 DETERMINE, INC. NOTICE OF GRANT OF STOCK OPTION Determine, Inc. (the ?Company?) has granted you an option (the ?Option?) to purchase certain shares of Stock of the Company. The Option has been granted outside of the Determine, Inc. 2015 Equity Incentive Plan (the ?Plan?) and is subject to the attached Non-Plan Stock Option Agreement (the ?Non-Plan Stock Option Agreement?); ho

Filed pursuant to Rule 424 (b)(3) Registration No. 1,841,244 Shares DETERMINE, INC. COMMON STOCK

dtrm20151106s3.htm Filed pursuant to Rule 424 (b)(3) Registration No. 333-207910 PROSPECTUS 1,841,244 Shares DETERMINE, INC. COMMON STOCK This prospectus relates to the sale or other disposition from time to time of up to 1,841,244 shares of our common stock by the selling stockholders described in the section entitled ?Selling Stockholders? on page 7 of this prospectus and their donees, pledgees,

Submission of Matters to a Vote of Security Holders

dtrm201709128k.htm 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): September 12, 2017 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission F

DTRM / Determine, Inc. FORM 10-Q (Quarterly Report)

dtrm2017063010q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 0

Financial Statements and Exhibits, Results of Operations and Financial Condition

dtrm201708108k.htm 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): August 10, 2017 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File

Determine Announces 1st Quarter Fiscal Year 2018 Financial Results Year-over-Year revenue increases, plus capital raise positions Determine for continued growth.

EX-99.1 2 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Determine Announces 1st Quarter Fiscal Year 2018 Financial Results Year-over-Year revenue increases, plus capital raise positions Determine for continued growth. CARMEL, IN - August 10, 2017 – Determine, Inc. (NASDAQ: DTRM), the pioneering leader in global Source-to-Pay and Enterprise Contract Lifecycle Management (ECLM) Cloud Platform solutions, anno

Determine FORM DEF 14A

dtrm20170724def14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission O

DTRM / Determine, Inc. / Miller Lloyd I III - SC 13D/A Activist Investment

SC 13D/A 1 v469818sc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 20) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Lloyd I. Miller, III, 330

DETERMINE, INC. 2,184,000 Shares of Common Stock

424B5 1 dtrm20170621424b5.htm FORM 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-207841 PROSPECTUS SUPPLEMENT (To Prospectus dated November 16, 2015) DETERMINE, INC. 2,184,000 Shares of Common Stock We are offering 2,184,000 shares of our common stock at a price of $2.50 per share pursuant to this prospectus supplement and the accompanying prospectus and a securitie

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

dtrm201706208k.htm 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): June 21, 2017 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 000-296

DETERMINE, INC. 2,184,000 shares of Common Stock PLACEMENT AGENCY AGREEMENT

ex10-2.htm Exhibit 10.2 DETERMINE, INC. 2,184,000 shares of Common Stock PLACEMENT AGENCY AGREEMENT June 21, 2017 Lake Street Capital Markets, LLC 225 South 6th Street, Suite 2050 Minneapolis, MN 55402 Ladies and Gentlemen: 1. INTRODUCTION. Subject to the terms and conditions of this Placement Agency Agreement (this ?Agreement?) and the Securities Purchase Agreement in the form of Exhibit A attach

Determine, Inc. Common Stock SUBSCRIPTION AND INVESTMENT REPRESENTATION AGREEMENT

EX-10.3 6 ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 It is the responsibility of any investor purchasing these securities to satisfy itself as to full observance of the laws of any relevant territory outside the United States in connection with any such purchase, including obtaining any required governmental or other consents or observing any other applicable requirements. We are not making an offer to

Form of Securities Purchase Agreement, dated as of June 21, 2017, by and among Determine, Inc. and the investors named therein

EX-10.1 4 ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of June 21, 2017, by and among Determine, Inc., a Delaware corporation (the “Company”), and the purchasers identified on the signature page hereto (including each purchaser’s successors and assigns, individually, a “Purchaser,” and collectively, the “Purcha

Amended and Restated Bylaws

EX-3.1 2 ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF DETERMINE, INC., A DELAWARE CORPORATION (As Amended as of June 21, 2017) TABLE OF CONTENTS PAGE ARTICLE I OFFICE AND RECORDS 1 Section 1.1 Delaware Office 1 Section 1.2 Other Offices 1 Section 1.3 Books and Records 1 ARTICLE II STOCKHOLDERS 1 Section 2.1 Annual Meeting 1 Section 2.2 Special Meeting 1 Section 2.3 Place of Mee

Determine, Inc. Announces Pricing of Registered Direct Offering of Common Stock

ex99-1.htm Exhibit 99.1 Determine, Inc. Announces Pricing of Registered Direct Offering of Common Stock CARMEL, IN ? June 21, 2017 ? Determine, Inc. (NASDAQ: DTRM), a pioneering leader in global Source-to-Pay and Enterprise Contract Lifecycle Management (ECLM) Cloud Platform solutions, today announced that it has entered into a definitive agreement with investors for the purchase and sale of 2,184

Subject to Completion, dated June 21, 2017

dtrm20170616424b5.htm Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-207841 The information contained in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are part of an effective registration statement filed with the Securities and Exchange Commission. This preliminary prospect

Determine FORM 10-K (Annual Report)

10-K 1 dtrm2017033110k.htm FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-29

SUBSIDIARIES

ex21-1.htm EXHIBIT 21.1 SUBSIDIARIES -Determine Sourcing, Inc. -Determine Limited -Determine SAS -Determine GMBH

Determine FORM 8-K (Current Report/Significant Event)

dtrm201706088k.htm 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): June 8, 2017 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No

Determine Announces 4th Quarter and Fiscal Year 2017 Financial Results Industry leading Determine Cloud Platform positions Determine for growth and profitability in FY2018.

ex99-1.htm Exhibit 99.1 Determine Announces 4th Quarter and Fiscal Year 2017 Financial Results Industry leading Determine Cloud Platform positions Determine for growth and profitability in FY2018. CARMEL, IN - June 8, 2017 ? Determine, Inc. (NASDAQ: DTRM), the pioneering leader in global Source-to-Pay and Enterprise Contract Lifecycle Management (ECLM) Cloud Platform solutions, announced financial

DTRM / Determine, Inc. / Miller Lloyd I III - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 19) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Lloyd I. Miller, III, 3300 South Dixie Highway, Suite 1-365, We

Third Amended and Restated Limited Guaranty, dated June 1, 2017, between Western Alliance Bank and Alimco Financial Corporation

EX-10.4 5 ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 THIRD AMENDED AND RESTATED LIMITED GUARANTY as of June 1, 2017 To: WESTERN ALLIANCE BANK 1. The Guaranty. (a) For valuable consideration, the undersigned (“Guarantor”) hereby unconditionally guarantees and promises to pay promptly to Western Alliance Bank, an Arizona corporation, as successor-in-interest to Bridge Bank, N.A. (“Lender”), or order, in l

Amendment Number Ten to Amended and Restated Business Financing Agreement, dated as of June 1, 2017

ex10-1.htm Exhibit 10.1 AMENDMENT NUMBER TEN TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT This AMENDMENT TEN TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT (this ?Amendment?), dated as of June 1, 2017, is entered into by and among Western Alliance Bank, an Arizona corporation, as successor in interest to Bridge Bank, National Association (?Lender?), on the one hand, and Determine, In

Guaranty Fee Agreement, dated June 1, 2017

ex10-5.htm Exhibit 10.5 GUARANTY FEE AGREEMENT This Guaranty Fee Agreement (this “Agreement”), dated as of June 1, 2017 (the “Effective Date”), is entered into by and among each of Determine, Inc., a Delaware corporation (the “Company”), Lloyd I. Miller, III (“Mr. Miller”), MILFAM II L.P. (“MILFAM”) and Alimco Financial Corporation f/k/a Alliance Semiconductor Corporation (“ALIMCO” and, together w

Second Amended and Restated Limited Guaranty, dated June 1, 2017, between Western Alliance Bank and MILFAM II, L.P.

ex10-3.htm Exhibit 10.3 SECOND AMENDED AND RESTATED LIMITED GUARANTY as of June 1, 2017 To: WESTERN ALLIANCE BANK 1. The Guaranty. (a) For valuable consideration, the undersigned (?Guarantor?) hereby unconditionally guarantees and promises to pay promptly to Western Alliance Bank, an Arizona corporation, successor-in-interest to Bridge Bank N.A. (?Lender?), or order, in lawful money of the United

Second Amended and Restated Limited Guaranty, dated June 1, 2017, between Western Alliance Bank and Lloyd I. Miller, III

ex10-2.htm Exhibit 10.2 SECOND AMENDED AND RESTATED LIMITED GUARANTY as of June 1, 2017 To: WESTERN ALLIANCE BANK 1. The Guaranty. (a) For valuable consideration, the undersigned (?Guarantor?) hereby unconditionally guarantees and promises to pay promptly to Western Alliance Bank, an Arizona corporation, successor-in-interest to Bridge Bank N.A. (?Lender?), or order, in lawful money of the United

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

dtrm201706058k.htm 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): June 1, 2017 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No

Determine FORM 10-Q (Quarterly Report)

dtrm2016123110q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMB

Letter Agreements dated November 7, 2016 amending Severance Agreement of each of Mr. Patrick Stakenas dated June 3, 2015 and John Nolan dated October 7, 2015

ex10-1.htm Exhibit 10.1 615 West Carmel Drive, Suite 100 Carmel, Indiana 46032 November 7, 2016 Mr. Patrick Stakenas Determine, Inc. 615 West Carmel Drive, Suite 100 Carmel, Indiana 46032 Dear Patrick: Reference is made to your Severance Agreement (the ?Severance Agreement?) dated June 3, 2015 with Determine, Inc. This letter hereby amends the Severance Agreement as follows: 1. Section 2 (Equity A

DTRM / Determine, Inc. / Unterberg Capital LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

Financial Statements and Exhibits, Results of Operations and Financial Condition

dtrm201702098k.htm 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): February 9, 2017 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission Fil

C O R P O R A T E P A R T I C I P A N T S

ex99-2.htm Exhibit 99.2 C O R P O R A T E P A R T I C I P A N T S John Nolan, Chief Financial Officer Patrick Stakenas, President and Chief Executive Officer C O N F E R E N C E C A L L P A R T I C I P A N T S Eric Martinuzzi, Lake Street Capital Markets Josh Seide, Maxim Group Peter Levine, Needham & Company Alex Silverman, Special Situations Fund Nick Farwell, Arbor Group P R E S E N T A T I O N

Determine Announces 3rd Quarter Fiscal Year 2017 Financial Results, Exceeding Revenue and Earnings Expectations

ex99-1.htm Exhibit 99.1 Determine Announces 3rd Quarter Fiscal Year 2017 Financial Results, Exceeding Revenue and Earnings Expectations CARMEL, IN February 9, 2017 ? Determine, Inc. (NASDAQ: DTRM), a leading global provider of SaaS enterprise Source to Pay and Enterprise Contract Lifecycle Management solutions, including cloud-based strategic sourcing, supplier management, contract management and

Determine ESP

dtrm20170131corresp.htm 615 West Carmel Drive, Suite 100 Carmel, IN 46032 January 31, 2017 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549-3628 Attention: Mr. Gabriel Eckstein Re: Acceleration Request of Determine, Inc. Registration Statement on Form S-3 Filed January 27, 2017 (File No. 333-207910) Dear Mr. Eckstein

Determine FORM S-3/A

dtrm20151106s3.htm As filed with the Securities and Exchange Commission on January 27, 2017 Registration No. 333-207910 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO. 3 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware 77-0432030 (State or other jurisdiction of inc

Amendment Number Nine to Amended and Restated Business Financing Agreement, dated as of January 23, 2017

ex10-1.htm Exhibit 10.1 AMENDMENT NUMBER NINE TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT This AMENDMENT NUMBER NINE TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT (this ?Amendment?), dated as of January 23, 2017, is entered into by and among Western Alliance Bank, an Arizona corporation, as successor in interest to Bridge Bank, National Association (?Lender?), on the one hand, and

Guaranty Fee Agreement, dated January 23, 2017

ex10-3.htm Exhibit 10.3 GUARANTY FEE AGREEMENT This Guaranty Fee Agreement (this ?Agreement?) sets forth the terms of a guaranty fee arrangement entered into and made effective as of January 23, 2017 (?the Effective Date?) by and between the Guarantor, as defined below, and Determine, Inc., a Delaware corporation (the ?Company? and, collectively with the Guarantor, the ?Parties? and each a ?Party?

Determine FORM 8-K (Current Report/Significant Event)

dtrm201701238k.htm 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): January 23, 2017 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission Fil

SECOND AMENDED AND RESTATED LIMITED GUARANTY as of January 23, 2017

ex10-2.htm Exhibit 10.2 SECOND AMENDED AND RESTATED LIMITED GUARANTY as of January 23, 2017 To: WESTERN ALLIANCE BANK 1. The Guaranty. (a) For valuable consideration, the undersigned (?Guarantor?) hereby unconditionally guarantees and promises to pay promptly to Western Alliance Bank, an Arizona corporation, as successor-in-interest to Bridge Bank, N.A. (?Lender?), or order, in lawful money of the

Determine FORM S-3/A

dtrm20151106s3.htm As filed with the Securities and Exchange Commission on January 9, 2017 Registration No. 333-207910 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO. 2 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware 77-0432030 (State or other jurisdiction of inco

DTRM / Determine, Inc. / Miller Lloyd I III - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 18) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Lloyd I. Miller, III, 3300 South Dixie Highway, Suite 1-365, We

Amendment to Junior Secured Convertible Promissory Notes, dated December 27, 2016

ex10-6.htm Exhibit 10.6 Amendment to Junior Secured Convertible Promissory Notes This Amendment to Junior Secured Convertible Promissory Notes (this ?Amendment?) is made and entered into as of December 27, 2016, by and between Determine, Inc., a Delaware corporation (the ?Company?), and Lloyd I. Miller, III (the ?Lenders? Agent? and, together with the Company, the ?Parties?). Capitalized terms use

Junior Secured Convertible Promissory Note, dated December 27, 2016, issued to Alimco Financial Corporation

ex10-3.htm Exhibit 10.3 THIS INSTRUMENT AND THE OBLIGATIONS EVIDENCED HEREBY ARE EXPRESSLY SUBORDINATED PURSUANT TO THAT CERTAIN SECOND AMENDED AND RESTATED SUBORDINATION AGREEMENT, DATED AS OF DECEMBER 27, 2016 (THE ?SUBORDINATION AGREEMENT?), AMONG THE HOLDER OF THIS INSTRUMENT, THE MAKER OF THIS INSTRUMENT, AND WESTERN ALLIANCE BANK, AS SUCCESSOR IN INTEREST TO BRIDGE BANK, NATIONAL ASSOCIATION

Junior Secured Convertible Note Purchase Agreement, dated December 27, 2016

ex10-1.htm Exhibit 10.1 JUNIOR SECURED CONVERTIBLE NOTE PURCHASE AGREEMENT This Junior Secured Convertible Note Purchase Agreement (the “Agreement”) is made as of December 27, 2016, by and among Determine, Inc., a Delaware corporation (the “Company”) and the persons or entities set forth on the Schedule of Purchasers attached to this Agreement as Schedule I (each a “Purchaser” and, collectively, t

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 dtrm201612298k.htm FORM 8-K 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 27, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637

Junior Secured Convertible Promissory Note, dated December 27, 2016, issued to MILFAM II L.P.

EX-10.2 3 ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 THIS INSTRUMENT AND THE OBLIGATIONS EVIDENCED HEREBY ARE EXPRESSLY SUBORDINATED PURSUANT TO THAT CERTAIN SECOND AMENDED AND RESTATED SUBORDINATION AGREEMENT, DATED AS OF DECEMBER 27, 2016 (THE “SUBORDINATION AGREEMENT”), AMONG THE HOLDER OF THIS INSTRUMENT, THE MAKER OF THIS INSTRUMENT, AND WESTERN ALLIANCE BANK, AS SUCCESSOR IN INTEREST TO BRIDGE BAN

Third Amendment to 2015 Guaranty Fee Agreement and Second Amendment to 2016 Guaranty Fee Agreement dated December 27, 2016

ex10-7.htm Exhibit 10.7 THIRD AMENDMENT TO 2015 GUARANTY FEE AGREEMENT AND SECOND AMENDMENT TO 2016 GUARANTY FEE AGREEMENT This Third Amendment to 2015 Guaranty Fee Agreement and Second Amendment to 2016 Guaranty Fee Agreement (this ?Amendment?), dated as of December 27, 2016 (the ?Amendment Date?), is entered into by and among each of Determine, Inc., a Delaware corporation (the ?Company?), Lloyd

Second Amended and Restated Subordination Agreement, dated December 27, 2016

ex10-5.htm Exhibit 10.5 SECOND AMENDED AND RESTATED SUBORDINATION AGREEMENT This SECOND AMENDED AND RESTATED SUBORDINATION AGREEMENT, dated as of December 27, 2016 (this ?Agreement?), is between each of the undersigned creditors (each, a ?Creditor? and, collectively, ?Creditors?), and WESTERN ALLIANCE BANK, an Arizona corporation, as successor in interest to Bridge Bank, National Association (?Len

Amended and Restated Security Agreement, dated December 27, 2016

ex10-4.htm Exhibit 10.4 Amended and Restated Security Agreement This Amended and Restated Security Agreement, dated as of December 27, 2016 (this ?Security Agreement?), is made by and among Determine, Inc., a Delaware corporation formerly known as Selectica, Inc. (?Grantor?), Lloyd I. Miller, III as ?Lenders? Agent,? and the parties listed on the signature pages hereto (each a ?Lender? or ?Secured

DTRM / Determine, Inc. 10-Q - Quarterly Report - FORM 10-Q

dtrm2016090110q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUM

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 dtrm201611108k.htm FORM 8-K 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): November 10, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637

Determine Announces 2nd Quarter Fiscal Year 2017 Financial Results

ex99-1.htm Exhibit 99.1 Determine Announces 2nd Quarter Fiscal Year 2017 Financial Results CARMEL, IN November 10, 2016 ? Determine, Inc. (NASDAQ: DTRM), a leading global provider of SaaS enterprise Source to Pay and Enterprise Contract Lifecycle Management, including cloud-based strategic sourcing, supplier management, contract management and procure-to-pay solutions, announced financial results

Amendment to Offer Letter dated September 1, 2016 by and between the Company and Michael Brodsky

EX-10.1 2 ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 615 West Carmel Drive, Suite 100 Carmel, Indiana 46032 September 1, 2016 Mr. Michael Brodsky 615 West Carmel Drive, Suite 100 Carmel, Indiana 46032 Dear Michael: Reference is made to your employment offer letter dated effective August 6, 2013, as amended December 4, 2013, September 1, 2014 and August 28, 2015 with Determine, Inc. (the “Company”) where

Determine FORM 8-K (Current Report/Significant Event)

dtrm201609018k.htm 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): August 28, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File

Determine FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 000-29637 DETERMINE,

Determine FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMBER 000-29637 DETERMINE,

Determine, Inc. 2015 Equity Incentive Plan, as amended by Amendment Number 1 to the Determine, Inc. 2015 Equity Incentive Plan

ex10-1.htm Exhibit 10.1 Amendment Number 1 to the Determine, Inc. 2015 Equity Incentive Plan WHEREAS, Determine, Inc. (the ?Company?) has previously adopted the Selectica, Inc. 2015 Equity Incentive Plan (the ?2015 Plan?); and WHEREAS, pursuant to Section 16 of the 2015 Plan, the Compensation Committee of the Company?s Board of Directors (the ?Committee?) has the authority to amend the 2015 Plan,

Determine FORM 8-K (Current Report/Significant Event)

dtrm201608128k.htm 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): August 11, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File

Determine Announces 1st Quarter Fiscal Year 2017 Financial Results Disruptive new ‘Source to Pay and Enterprise Contract Lifecycle Management’ cloud platform on track for fall delivery

ex99-1.htm Exhibit 99.1 Determine Announces 1st Quarter Fiscal Year 2017 Financial Results Disruptive new ?Source to Pay and Enterprise Contract Lifecycle Management? cloud platform on track for fall delivery CARMEL, IN August 10, 2016 ? Determine, Inc. (NASDAQ: DTRM), a leading global provider of SaaS enterprise Source to Pay and Enterprise Contract Lifecycle Management, including cloud-based str

Financial Statements and Exhibits, Results of Operations and Financial Condition

dtrm201608108k.htm 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): August 10, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File

Determine FORM DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Ru

Lease Agreement, dated April 7, 2016, between the Registrant and Atapco Carmel, Inc.

ex10-63.htm Exhibit 10.63 NAME OF TENANT: DETERMINE, INC. OFFICE BUILDING: CARMEL CORPORATE CENTER, BUILDING FOUR 615 WEST CARMEL DRIVE, SUITE 100, CARMEL, INDIANA 46032 TABLE OF CONTENTS Article Page No. Agreement of Lease; Use of Demised Premises - 1 - Preparation of Demised Premises for Occupancy - 1 - Term and Commencement Date - 2 - Base Rent - 3 - Rent Tax - 4 - Services and Utilities - 4 -

SUBSIDIARIES

ex21-1.htm EXHIBIT 21.1 SUBSIDIARIES -Determine Sourcing, Inc. -Determine Limited -Determine SAS -b-pack services SAS - Determine GMBH

DTRM / Determine, Inc. 10-K - Annual Report - FORM 10-K

dtrm2016033110k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-29637 DETERMINE, IN

Determine FORM NT 10-K

dtrm20160630nt10k.htm SEC FILE NO. 000-29637 CUSIP NUMBER 250660107 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR For Period Ended: March 31, 2016 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form

Determine FORM 8-K (Current Report/Significant Event)

dtrm201606308k.htm 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): June 29, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File N

ViaVid has made considerable efforts to provide an accurate transcription, there may be material errors, omissions, or inaccuracies in the reporting of the substance of the conference call. This transcript is being made available for information purp

ex99-2.htm Exhibit 99.2 C O R P O R A T E P A R T I C I P A N T S John Nolan, Chief Financial Officer Patrick Stakenas, President and Chief Executive Officer C O N F E R E N C E C A L L P A R T I C I P A N T S Eric Martinuzzi, Lake Street Capital Markets Alex Silverman, Special Situations Fund Brian Kinstlinger, Maxim Group Peter Levine, Needham & Company Harris Heyer, Unterberg Capital P R E S E

Determine Announces 4th Quarter and Fiscal 2016 Financial Results Disruptive new cloud platform and cost management designed to position business for success in Fiscal 2017

EX-99.1 2 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Determine Announces 4th Quarter and Fiscal 2016 Financial Results Disruptive new cloud platform and cost management designed to position business for success in Fiscal 2017 CARMEL, IN June 16, 2016 – Determine, Inc. (NASDAQ: DTRM), a leading global provider of SaaS enterprise Source to Pay and Enterprise Contract Lifecycle Management, including cloud-

Determine FORM 8-K (Current Report/Significant Event)

dtrm201606168k.htm 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): June 16, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File N

AMENDED AND RESTATED LIMITED GUARANTY as of April 22, 2016

EX-10.3 4 ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 AMENDED AND RESTATED LIMITED GUARANTY as of April 22, 2016 To: WESTERN ALLIANCE BANK 1. The Guaranty. (a) For valuable consideration, the undersigned (“Guarantor”) hereby unconditionally guarantees and promises to pay promptly to Western Alliance Bank, an Arizona corporation, successor-in-interest to Bridge Bank N.A. (“Lender”), or order, in lawful mo

AMENDED AND RESTATED LIMITED GUARANTY as of April 22, 2016

ex10-4.htm Exhibit 10.4 AMENDED AND RESTATED LIMITED GUARANTY as of April 22, 2016 To: WESTERN ALLIANCE BANK 1. The Guaranty. (a) For valuable consideration, the undersigned (?Guarantor?) hereby unconditionally guarantees and promises to pay promptly to Western Alliance Bank, an Arizona corporation, as successor-in-interest to Bridge Bank, N.A. (?Lender?), or order, in lawful money of the United S

Amendment Number Seven, dated April 20, 2016, to Amended and Restated Business Financing Agreement

ex10-1.htm Exhibit 10.1 AMENDMENT NUMBER SEVEN TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT This AMENDMENT NUMBER SEVEN TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT (this ?Amendment?), dated as of April 20, 2016, is entered into by and among Western Alliance Bank, an Arizona corporation, as successor in interest to Bridge Bank, National Association (?Lender?), on the one hand, and

Determine FORM 8-K (Current Report/Significant Event)

dtrm201604258k.htm 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): April 20, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File

AMENDED AND RESTATED LIMITED GUARANTY as of April 22, 2016

ex10-2.htm Exhibit 10.2 AMENDED AND RESTATED LIMITED GUARANTY as of April 22, 2016 To: WESTERN ALLIANCE BANK 1. The Guaranty. (a) For valuable consideration, the undersigned (?Guarantor?) hereby unconditionally guarantees and promises to pay promptly to Western Alliance Bank, an Arizona corporation, successor-in-interest to Bridge Bank N.A. (?Lender?), or order, in lawful money of the United State

Second Amendment to 2015 Guaranty Fee Agreement and Amendment to 2016 Guaranty Fee Agreement, dated April 22, 2016, with Lloyd I. Miller, III, MILFAM II, L.P., and Alliance Semiconductor Corporation

EX-10.5 6 ex10-5.htm EXHIBIT 10.5 Exhibit 10.5 SECOND AMENDMENT TO 2015 GUARANTY FEE AGREEMENT AND AMENDMENT TO 2016 GUARANTY FEE AGREEMENT This Second Amendment to 2015 Guaranty Fee Agreement and Amendment to 2016 Guaranty Fee Agreement (this “Amendment”), dated as of April 22, 2016 (the “Amendment Date”), is entered into by and among each of Determine, Inc., a Delaware corporation formerly known

Determine FORM 8-K (Current Report/Significant Event)

dtrm201604128k.htm 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): April 7, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File N

Determine FORM 8-K (Current Report/Significant Event)

dtrm201603238k.htm 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): March 18, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File

Amendment Number Six, dated March 18, 2016, to Amended and Restated Business Financing Agreement

ex10-1.htm Exhibit 10.1 AMENDMENT NUMBER SIX TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT This AMENDMENT NUMBER SIX TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT (this “Amendment”), dated as of March 18, 2016, is entered into by and among Western Alliance Bank, an Arizona corporation, as successor in interest to Bridge Bank, National Association (“Lender”), on the one hand, and Dete

DTRM / Determine, Inc. 10-Q - Quarterly Report - FORM 10-Q

dtrm2015123110q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2015 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NUMB

Determine FORM NT 10-Q

dtrm20160217nt10q.htm SEC FILE NO. 000-29637 CUSIP NUMBER 250660107 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING ? Form 10-K ? Form 20-F ? Form 11-K ?Form 10-Q ? Form N-SAR For Period Ended: December 31, 2015 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Fo

Determine Announces 3rd Quarter Fiscal 2016 Financial Results Company delivers strong bookings growth and profitable professional services.

EX-99.1 2 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Determine Announces 3rd Quarter Fiscal 2016 Financial Results Company delivers strong bookings growth and profitable professional services. SAN MATEO, CA – February 10, 2016 – Determine, Inc. – (NASDAQ: DTRM), a leading global provider of SaaS enterprise contract lifecycle management, strategic sourcing, supplier management, and procure-to-pay solutio

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 10, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File No.) 77-0432030

LIMITED GUARANTY as of February 3, 2016

ex10-2.htm Exhibit 10.2 LIMITED GUARANTY as of February 3, 2016 To: WESTERN ALLIANCE BANK 1. The Guaranty. (a) For valuable consideration, the undersigned ("Guarantor") hereby unconditionally guarantees and promises to pay promptly to Western Alliance Bank, an Arizona corporation, as successor-in-interest to Bridge Bank, N.A. ("Lender"), or order, in lawful money of the United States, any and all

Amendment Number Five to Amended and Restated Business Financing Agreement, dated as of February 3, 2016

ex10-1.htm Exhibit 10.1 AMENDMENT NUMBER FIVE TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT This AMENDMENT NUMBER FIVE TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT (this ?Amendment?), dated as of February 3, 2016, is entered into by and among Western Alliance Bank, an Arizona corporation, as successor in interest to Bridge Bank, National Association (?Lender?), on the one hand, and

Guaranty Fee Agreement, dated February 3, 2016

EX-10.3 4 ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 GUARANTY FEE AGREEMENT This Guaranty Fee Agreement (this “Agreement”) sets forth the terms of a guaranty fee arrangement entered into and made effective as of February 3, 2016 (“the Effective Date”) by and between the Guarantor, as defined below, and Determine, Inc., a Delaware corporation formerly known as Selectica, Inc. (the “Company” and, collecti

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

dtrm201602048k.htm 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): February 3, 2016 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission Fil

Amendment to Guaranty Fee Agreement, dated February 3, 2016

ex10-4.htm Exhibit 10.4 AMENDMENT TO GUARANTY FEE AGREEMENT This Amendment to Guaranty Fee Agreement (this ?Amendment?), effective as of February 3, 2016 (the ?Effective Date?), is entered into by and among each of Determine, Inc., a Delaware corporation formerly known as Selectica, Inc. (the ?Company?), Lloyd I. Miller, III and MILFAM II L.P. together, the ?Guarantors?). Capitalized terms used bu

Determine SCHEDULE 13G AMENDMENT FILING (Passive Acquisition of More Than 5% of Shares)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

Determine SCHEDULE 13G AMENDMENT FILING (Passive Acquisition of More Than 5% of Shares)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

DTRM / Determine, Inc. / Unterberg Capital LLC - SCHEDULE 13G HOLDINGS REPORT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

DTRM / Determine, Inc. / Miller Lloyd I III - SC 13D/A Activist Investment

SC 13D/A 1 v427465sc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 17) Determine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 250660107 (CUSIP Number) Lloyd I. Miller, III, 330

Junior Secured Convertible Note Purchase Agreement, dated December 16, 2015

ex10-1.htm Exhibit 10.1 JUNIOR SECURED CONVERTIBLE NOTE PURCHASE AGREEMENT This Junior Secured Convertible Note Purchase Agreement (the ?Agreement?) is made as of December 16, 2015 by and among Determine, Inc., a Delaware corporation formerly known as Selectica, Inc. (the ?Company?) and the persons or entities set forth on the Schedule of Purchasers attached to this Agreement as Schedule I (each a

Form of Junior Secured Convertible Promissory Note

EX-10.2 3 ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 THIS INSTRUMENT AND THE OBLIGATIONS EVIDENCED HEREBY ARE EXPRESSLY SUBORDINATED PURSUANT TO THAT CERTAIN AMENDED AND RESTATED SUBORDINATION AGREEMENT, DATED AS OF DECEMBER 16, 2015 (THE “SUBORDINATION AGREEMENT”), AMONG THE HOLDER OF THIS INSTRUMENT, THE MAKER OF THIS INSTRUMENT, AND WESTERN ALLIANCE BANK, AS SUCCESSOR IN INTEREST TO BRIDGE BANK, NATI

Amended and Restated Security Agreement dated December 16, 2015

ex10-3.htm Exhibit 10.3 AMENDED AND RESTATED SECURITY AGREEMENT This Amended and Restated Security Agreement, dated as of December 16, 2015 (this ?Security Agreement?), is made by and among Determine, Inc., a Delaware corporation formerly known as Selectica, Inc. (?Grantor?), Lloyd I. Miller, III as ?Lenders? Agent,? and the parties listed on the signature pages hereto (each a ?Lender? or ?Secured

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

dtrm201512168k.htm 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 16, 2015 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission Fi

Amended and Restated Subordination Agreement, dated December 16, 2015

ex10-4.htm Exhibit 10.4 AMENDED AND RESTATED SUBORDINATION AGREEMENT This AMENDED AND RESTATED SUBORDINATION AGREEMENT, dated as of December 16, 2015 (this ?Agreement?), is between each of the undersigned creditors (each, a ?Creditor? and, collectively, ?Creditors?), and WESTERN ALLIANCE BANK, an Arizona corporation, as successor in interest to Bridge Bank, National Association (?Lender?), with re

Determine FORM S-3/A

dtrm20151106s3.htm As filed with the Securities and Exchange Commission on November 23, 2015 Registration No. 333-207910 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware 77-0432030 (State or other jurisdiction of in

Certificate of Incorporation

ex3-1.htm Exhibit 3.1 Conformed Copy as of October 15, 2015 CERTIFICATE OF INCORPORATION OF DETERMINE, INC. a Delaware corporation ARTICLE I The name of the corporation is Determine, Inc. (the “Corporation”). ARTICLE II The address of the registered office of the Corporation in the State of Delaware is 15 East North Street, in the City of Dover, County of Kent. The name of its registered agent at

Amendment Number Four to Amended and Restated Business Financing Agreement, dated as of November 13, 2015

ex10-1.htm Exhibit 10.1 AMENDMENT NUMBER FOUR TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT AND WAIVER OF DEFAULTS This AMENDMENT NUMBER FOUR TO AMENDED AND RESTATED BUSINESS FINANCING AGREEMENT AND WAIVER OF DEFAULTS (this “Amendment”), dated as of November 13, 2015, is entered into by and among Western Alliance Bank, an Arizona corporation, as successor in interest to Bridge Bank, Nationa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

10-Q 1 sltc2015093010q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CO

Determine ESP

dtrm20151112corresp.htm Determine, Inc. 2121 South El Camino Real, 10th Floor San Mateo, California 94403 November 13, 2015 Via Facsimile and EDGAR Securities and Exchange Commission 100 F Street, N.W. Washington, D.C. 20549 Attention: Gabriel Eckstein Re: Determine, Inc. Registration Statement on Form S-3 File No. 333-207841 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1

Determine FORM 8-K (Current Report/Significant Event)

dtrm201511128k.htm 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): November 11, 2015 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission Fi

Determine Announces 2nd Quarter Fiscal 2016 Financial Results Business delivering on strategic plan and service delivery cost alignment

ex99-1.htm Exhibit 99.1 Determine Announces 2nd Quarter Fiscal 2016 Financial Results Business delivering on strategic plan and service delivery cost alignment SAN MATEO, CA ? November 11, 2015 Determine, Inc. ? (NASDAQ: DTRM), a leading global provider of SaaS enterprise contract lifecycle management, strategic sourcing, supplier management, and procure-to-pay solutions, announced its Q2 FY2016 f

Determine FORM S-8

S-8 1 dtrm20151106s8.htm FORM S-8 As filed with the Securities and Exchange Commission on November 9, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware 77-0432030 (State or other jurisdiction of incorporati

Determine FORM S-3

dtrm20151106s3.htm As filed with the Securities and Exchange Commission on November 9, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware 77-0432030 (State or other jurisdiction of incorporation or organizatio

SELECTICA, INC. NOTICE OF GRANT OF STOCK OPTION

ex4-8.htm Exhibit 4.8 SELECTICA, INC. NOTICE OF GRANT OF STOCK OPTION Selectica, Inc. (the “Company”) has granted you an option (the “Option”) to purchase certain shares of Stock of the Company. The Option has been granted outside of the Selectica, Inc. 2015 Equity Incentive Plan (the “Plan”) and is subject to the attached Non-Plan Stock Option Agreement (the “Non-Plan Stock Option Agreement”); ho

Determine FORM S-8

dtrm20151106bs8.htm As filed with the Securities and Exchange Commission on November 9, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT Under The Securities Act of 1933 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware 77-0432030 (State or other jurisdiction of incorporation or organiza

Determine FORM S-3

dtrm20151104s3.htm As filed with the United States Securities and Exchange Commission on November 5, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DETERMINE, INC. (Exact name of registrant as specified in its charter) Delaware 77-0432030 (State or other jurisdiction of incorporatio

EX-99.1

EX-99.1 2 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

sltc201510218k.htm 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): October 21, 2015 DETERMINE, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission Fil

CERTIFICATE OF INCORPORATION DETERMINE, INC. a Delaware corporation ARTICLE I

EX-3.1 2 ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 Conformed Copy as of October 15, 2015 CERTIFICATE OF INCORPORATION OF DETERMINE, INC. a Delaware corporation ARTICLE I The name of the corporation is Determine, Inc. (the “Corporation”). ARTICLE II The address of the registered office of the Corporation in the State of Delaware is 15 East North Street, in the City of Dover, County of Kent. The name of its

AMENDED AND RESTATED BYLAWS OF DETERMINE, INC., A DELAWARE CORPORATION TABLE OF CONTENTS

ex3-2.htm Exhibit 3.2 Updated as of October 15, 2015 AMENDED AND RESTATED BYLAWS OF DETERMINE, INC., A DELAWARE CORPORATION TABLE OF CONTENTS PAGE ARTICLE I OFFICE AND RECORDS 1 Section 1.1 Delaware Office 1 Section 1.2 Other Offices 1 Section 1.3 Books and Records 1 ARTICLE II STOCKHOLDERS 1 Section 2.1 Annual Meeting 1 Section 2.2 Special Meeting 1 Section 2.3 Place of Meeting 1 Section 2.4 Noti

Current Report

sltc201510168k.htm 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 October 15, 2015 Date of report (Date of earliest event reported) DETERMINE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 000-29637 77-0432030 (State of Incorporation) (Commission File Numbe

Selectica, Inc. to Change Name to Determine, Inc.

ex99-1.htm Exhibit 99.1 Selectica, Inc. to Change Name to Determine, Inc. San Mateo, CA, October 16, 2015 ? Selectica, Inc. (NASDAQ: SLTC), a leading global provider of SaaS enterprise contract lifecycle management, supply management, strategic sourcing, and procure-to-pay solutions, today announced it is changing its corporate name to Determine, Inc. and its ticker symbol to DTRM. The new symbol

TABLE OF CONTENTS

ex99-2.htm Exhibit 99.2 B-pack SAS and subsidiaries Consolidated Financial Statements June 30, 2015 AND 2014 TABLE OF CONTENTS Page No. Condensed Consolidated Balance Sheet 3 Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) 4 Condensed Consolidated Statements of Cash Flows 5 Notes to Consolidated Financial Statements 6 - 14 2 B-PACK SAS AND SUBSIDIARIES Condensed Con

Determine FORM 8-K/A (Current Report/Significant Event)

sltc201510148ka.htm SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (Amendment No. 1) FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 4, 2015 SELECTICA, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29

Historical Statement of Operations Information

ex99-3.htm Exhibit 99.3 Selectica, Inc. Unaudited Pro Forma Condensed Combined Consolidated Statements of Operations (in thousands, except per share data) Historical Statement of Operations Information Pro Forma Selectica, Inc. b-pack, SAS Adjustments Notes Combined Twelve Months Ended Revenues: March 31, 2015 December 31, 2014 Recurring revenues $ 16,207 $ 2,876 (201 ) (2 ) $ 18,882 Non-recurring

B-pack SAS a

EX-99.1 3 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 B-pack SAS and subsidiaries Consolidated Financial Statements DECEMBER 31, 2014

Determine FORM 8-K (Current Report/Significant Event)

sltc201510078k.htm 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): October 7, 2015 SELECTICA, INC. (Exact name of Company as specified in Charter) Delaware (State or other jurisdiction of incorporation or organization) 000-29637 (Commission File

Employment Letter Agreement by and between the Registrant and John Nolan, dated as of October 7, 2015

EX-10.1 2 ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 2121 South El Camino Real San Mateo, California 94403 October 7, 2015 Mr. John Nolan Dear John: We are pleased to present the following offer of employment. This letter will summarize and confirm the details of our offer for you for the position of Chief Financial Officer of Selectica, Inc. (the “Company”). Your first day working for the Company will