{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-121108","form_type":"8-K","ticker":"RSSS","cik":"0001386301","company_name":"Research Solutions, Inc.","filed_at":"2023-11-27T23:59:59+00:00","discovered_at":"2026-05-14T18:03:28.826141+00:00","generated_at":"2026-06-07T21:24:56.057067+00:00","sec_items":["1.01","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Research Solutions acquires AI platform scite for $14.8M; adds $3.6M in subscription revenue","bullets":["Enterprise value $14.8M (~4.11x annualized subscription revenue); consideration ~50% cash, ~50% RSSS stock.","scite's annualized software subscription revenue is $3.6M; B2C base ~21,000 active subscribers.","Earnout: up to 3.5x ending annual recurring revenue (measured 18 months post-close) minus $14.8M, floor $1.07M; paid quarterly over 2 years.","Acquisition enhances Research Solutions' AI-powered research workflow; cross-selling to academic and B2B customers."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-121108","json":"https://secwatch.observer/filing/0001104659-23-121108.json","markdown":"https://secwatch.observer/filing/0001104659-23-121108.md","text":"https://secwatch.observer/filing/0001104659-23-121108.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1386301/000110465923121108/0001104659-23-121108-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1386301/000110465923121108/tm2331467d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-07T21:24:56.057067+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"b82737dc4cb6608087fd629cc8017c957488927c","claim":"Research Solutions, Inc. entered into Agreement of Merger and Plan of Reorganization with Scite, Inc. valued at Closing Consideration consisting of cash, stock, debt payoff, escrow, holdbacks, and earnout up to $ (effective 2023-11-24).","evidence_excerpt":"On November 24, 2023, Research Solutions, Inc., a Nevada corporation (the “ Registrant ”), Research Solutions Acquisition 2, LLC, a Delaware limited liability company and a wholly-owned subsidiary of the Registrant (“ Merger Sub ”), Scite, Inc., a Delaware corporation (“ Scite ”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the representative, agent and attorney-in-fact of Scite’s securityholders (the “ Stockholder Representative ”), entered into an Agreement of Merger and Plan of Reorganization (the “ Merger Agreement ”), pursuant to which Scite will merge with and into Merger Sub (the “ Merger ”), with Merger Sub continuing its existence under the name “Scite, LLC” (the “ Surviving Entity ”) as the surviving entity after the Merger and a wholly-owned subsidiary of the Registrant.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1386301/000110465923121108/0001104659-23-121108-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"Scite, Inc."},{"label":"Value","value":"Closing Consideration consisting of cash, stock, debt payoff, escrow, holdbacks, and earnout up to $"},{"label":"Effective","value":"2023-11-24"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}