8-K
PARKERVISION INC (PRKR)
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): August 13, 2021
PARKERVISION, INC.
(Exact Name of Registrant as Specified in Charter)
| Florida | 000-22904 | 59-2971472 |
|---|---|---|
| (State<br>or Other Jurisdiction of Incorporation) | (Commission<br>File Number) | (IRS<br>Employer Identification No.) |
| 4446-1A<br>Hendricks Avenue, Ste 354, Jacksonville, Florida | 32207 | |
| --- | --- | |
| (Address<br>of Principal Executive Offices) | (Zip<br>Code) |
(904) 732-6100
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
| Title<br>of Each Class | Trading<br>Symbol | Name of<br>Each Exchange on Which Registered |
|---|---|---|
| Common<br>Stock, $.01 par value | PRKR | OTCQB |
| Common<br>Stock Rights | OTCQB |
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):
| ☐ | Soliciting<br>material pursuant to Rule 14a-12 under the Exchange Act (17 CFR<br>240.14a-12) |
|---|---|
| ☐ | Written<br>communications pursuant to Rule 425 under the Securities Act (17<br>CFR 230.425) |
| ☐ | Pre-commencement<br>communications pursuant to Rule 14d-2(b) under the Exchange Act (17<br>CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br>communications pursuant to Rule 13e-4(c) under the Exchange Act (17<br>CFR 240.13e 4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 2.02 Results of Operations and Financial Condition
On August 13, 2021, ParkerVision, Inc. (the “Company”) issued a press release which reported financial and operating results for the three and six months ended June 30, 2021. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Current Report on Form 8-K, including Exhibit 99.1 hereto, has been “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under that section. The information in this Current Report shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.
Item 9.01.Financial Statements and Exhibits.
(d)
Exhibits:
| Exhibit<br>No. | Description |
|---|---|
| 99.1 | Press<br>release |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated:<br>August 13, 2021 | |
|---|---|
| PARKERVISION, INC. | |
| By /s/ Cynthia<br>French | |
| Cynthia French | |
| Chief Financial Officer |
prkr_ex991
Exhibit 99.1
ParkerVision Reports Second Quarter 2021 Results
JACKSONVILLE, Fla., August 13, 2021 – ParkerVision, Inc. (OTCQB: PRKR) (“ParkerVision”), a developer and marketer of technologies and products for wireless applications, today announced results for the three and six months ended June 30, 2021.
Second Quarter 2021 Summary and Recent Developments
●
The district court in the Western District of Texas issued a favorable Markman ruling in ParkerVision’s second infringement case against Intel.
●
ParkerVision amended its complaints in both pending cases against Intel to add Intel Wi-Fi products to the cellular products cited in the initial complaints.
o
The court has indicated that given the number of patents at issue in the first Intel case, the first case will be split into two trials, resulting in an aggregate of three trials against Intel.
o
As a result of adding Wi-Fi products to the complaints, the first Intel trial date is scheduled for June 2022 with a second trial expected a few months following the first.
●
A confidential patent license and settlement agreement was reached with Buffalo, Inc.
●
A patent infringement complaint was filed against LG Electronics in the Western District of Texas.
●
ParkerVision is awaiting a new trial date in ParkerVision v. Qualcomm in the Middle District of Florida (Orlando division).
o
The court delayed the trial, originally scheduled for July 2021, citing a backlog due to the pandemic, among other factors. All motions and pre-trial statements have been filed by the parties. The court is expected to set a pre-trial conference and trial date once it has completed ruling on the outstanding pre-trial motions.
Jeffrey Parker, Chairman and Chief Executive Officer, commented, “We were pleased this past quarter to be able to resolve our outstanding litigation with Buffalo, and we welcome the opportunity to do so with others as well. The favorable Markman decisions received this year from the Texas court help to clarify what we believe to be the strong merits of our cases against Intel, and we are now focused on preparation for at least two trials next year against Intel. Meanwhile, we look forward to our next Markman hearing in the Texas court which is scheduled for October 2021 in our cases against Hisense, ZyXel, and TCL.”
Mr. Parker continued, “The district court in Orlando continues to issue rulings on the outstanding motions in the Qualcomm case, and we believe the strong merits of our case remain unchanged based upon the court’s rulings to date.”
Financial Results
●
Net loss for the second quarter of 2021 was $4.4 million, or $0.06 per common share, compared to a net loss of $3.6 million, or $0.08 per common share for the second quarter of 2020.
o
The increase in net loss year-over-year is due to a $1.5 million increase in the change in fair value of the contingent payment obligations, offset by a $0.5 million, or 20%, decrease in operating expenses and a $0.2 million gain from forgiveness of the company’s 2020 Paycheck Protection Program loan.
●
Net loss for the first half of 2021 was $6.9 million, or $0.10 per common share, compared to $11.5 million, or $0.27 per common share for the first half of 2020.
o
The 40% decrease in year-to-date net loss is a result of a $2.4 million decrease in litigation fees and expenses in addition to the recognition in 2020 of approximately $2.2 million in noncash charges related to the modification of equity-related agreements with third parties.
●
We used cash for operations of approximately $6.1 million in the first half of 2021 compared to approximately $3.0 million in cash used for operations in the first half of 2020. The increase is the result of a significant decrease in accounts payable and other current liabilities in 2021, resulting in a $3.8 million improvement in working capital.
About ParkerVision
ParkerVision, Inc. has designed and developed proprietary radio-frequency (RF) technologies that enable advanced wireless solutions for current and next generation wireless communication products. ParkerVision is engaged in a number of patent enforcement actions in the U.S. to protect patented rights that it believes are broadly infringed by others. For more information, please visit www.parkervision.com. (PRKR-I)
Safe Harbor Statement
This press release contains forward-looking information. Readers are cautioned not to place undue reliance on any such forward-looking statements, each of which speaks only as of the date made. Such statements are subject to certain risks and uncertainties that are disclosed in the Company’s SEC reports, including the Form 10-K for the year ended December 31, 2020 and the Forms 10-Q for the quarters ended March 31, 2021 and June 30, 2021. These risks and uncertainties could cause actual results to differ materially from those currently anticipated or projected.
| Cindy<br>French |
|---|
| Chief<br>Financial Officer |
| ParkerVision,<br>Inc |
| cfrench@parkervision.com |
(TABLES FOLLOW)
ParkerVision, Inc.
Balance Sheet Highlights
| (in<br>thousands) | (unaudited)<br><br><br>June<br>30, 2021 | December 31,<br>2020 |
|---|---|---|
| Cash and cash<br>equivalents | $1,487 | $1,627 |
| Prepaid expenses<br>and other current assets | 698 | 607 |
| Intangible assets,<br>net | 1,974 | 2,170 |
| Other noncurrent<br>assets, net | 46 | 52 |
| Total<br>assets | $4,205 | $4,456 |
| Current<br>liabilities | $2,096 | $5,989 |
| Contingent payment<br>obligations | 41,515 | 38,279 |
| Convertible<br>notes | 3,465 | 3,018 |
| Other long-term<br>liabilities | 78 | 991 |
| Shareholders’<br>deficit | (42,949) | (43,821) |
| Total liabilities<br>and shareholders’ deficit | $4,205 | $4,456 |
ParkerVision, Inc.
Summary Results of Operations
(unaudited)
| Three Months<br>Ended | Six<br>Months Ended | |||
|---|---|---|---|---|
| (in thousands,<br>except per share amounts) | June<br>30, | June<br>30, | ||
| 2021 | 2020 | 2021 | 2020 | |
| Gross<br>margin | $- | $- | $- | $- |
| Selling, general<br>and administrative expenses | 1,848 | 2,328 | 4,128 | 7,823 |
| Total<br>operating expenses | 1,848 | 2,328 | 4,128 | 7,823 |
| Other<br>income | 194 | - | 194 | - |
| Interest<br>expense | (78) | (115) | (115) | (301) |
| Change in fair<br>value of contingent payment obligations | (2,674) | (1,142) | (2,824) | (3,382) |
| Total interest and<br>other | (2,558) | (1,257) | (2,745) | (3,683) |
| Net<br>loss | $(4,406) | $(3,585) | $(6,873) | $(11,506) |
| Basic and diluted<br>net loss per common share | $(0.06) | $(0.08) | $(0.10) | $(0.27) |
| Weighted average<br>shares outstanding | 71,933 | 45,393 | 67,836 | 41,861 |
ParkerVision, Inc.
Summary of Cash Flows
(unaudited)
| Six<br>Months Ended | ||
|---|---|---|
| (in<br>thousands) | June<br>30, | |
| 2021 | 2020 | |
| Net cash used in<br>operating activities | $(6,101) | $(2,977) |
| Net cash used in<br>investing activities | (2) | (3) |
| Net cash provided<br>by financing activities | 5,963 | 3,466 |
| Net (decrease)<br>increase in cash & cash equivalents | (140) | 486 |
| Cash & cash<br>equivalents - beginning of period | 1,627 | 57 |
| Cash & cash<br>equivalents - end of period | $1,487 | $543 |