8-K
BLACKBERRY Ltd (BB)
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
May 11, 2023
Date of Report (date of earliest event reported)
BlackBerry Limited
(Exact name of registrant as specified in its charter)
| Canada | 001-38232 | 98-0164408 | ||
|---|---|---|---|---|
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
| 2200 University Ave East | ||||
| Waterloo | Ontario | Canada | N2K 0A7 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(519) 888-7465
Registrant's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Shares | BB | New York Stock Exchange |
| Common Shares | BB | Toronto Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Item 2.01 Completion of Disposition of Assets
On May 11, 2023, BlackBerry Limited (the “Company”) completed its previously-announced sale of substantially all of its non-core patents and patent applications to Malikie Innovations Limited. Under the terms of the agreement governing the sale (the “Patent Sale Agreement”), the Company received $170 million in cash at closing and is entitled to receive an additional $30 million in cash by no later than the third anniversary of closing, as well as annual cash royalties from the profits generated from the assets sold.
The foregoing description of the transaction does not purport to be complete and is qualified in its entirety by the full text of the Patent Sale Agreement, a copy of which filed as Exhibit 10.11 to the Company’s Annual Report on Form 10-K filed on March 31, 2023.
Item 9.01. Financial Statements and Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | BlackBerry Limited press release dated May11, 2023 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| BlackBerry Limited | ||||||
|---|---|---|---|---|---|---|
| Date: | May 11, 2023 | By: | /s/ Steve Rai | |||
| Name: | Steve Rai | |||||
| Title: | Chief Financial Officer |
Document
Press Release
BlackBerry Completes Patent Sale Transaction
WATERLOO, ONTARIO – May 11, 2023 – BlackBerry Limited (NYSE: BB; TSX: BB) today announced the completion of the previously-announced sale of substantially all of its non-core patents and patent applications to Malikie Innovations Limited (“Malikie”), a wholly-owned subsidiary of Key Patent Innovations Limited.
Under the terms of the sale, unchanged from those previously announced, BlackBerry received $170 million in cash at closing.
The transaction included the sale of approximately 32,000 non-core patents and applications, and excluded those necessary to support BlackBerry’s current core business operations. BlackBerry has retained all existing revenue generating agreements, and approximately 2,000, primarily standards essential, patents relating to mobile devices. The transaction will not impact customers’ use of any of BlackBerry’s products, solutions or services.
About BlackBerry
BlackBerry (NYSE: BB; TSX: BB) provides intelligent security software and services to enterprises and governments around the world. The company secures more than 500M endpoints including over 215M vehicles. Based in Waterloo, Ontario, the company leverages AI and machine learning to deliver innovative solutions in the areas of cybersecurity, safety, and data privacy solutions, and is a leader in the areas of endpoint security, endpoint management, encryption, and embedded systems. BlackBerry’s vision is clear - to secure a connected future you can trust.
BlackBerry. Intelligent Security. Everywhere.
For more information, visit BlackBerry.com and follow @BlackBerry.
Trademarks, including but not limited to BLACKBERRY and EMBLEM Design are the trademarks or registered trademarks of BlackBerry Limited, and the exclusive rights to such trademarks are expressly reserved. All other trademarks are the property of their respective owners. BlackBerry is not responsible for any third-party products or services.
Investor Contact:
BlackBerry Investor Relations
+1 (519) 888-7465
investorrelations@blackberry.com
Media Contact:
BlackBerry Media Relations
+1 (519) 597-7273
mediarelations@BlackBerry.com