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): May 17, 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 May 17, 2021, ParkerVision, Inc. (the “Company”) issued a press release which reported financial and operating results for the three months ended March 31, 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>May 17, 2021 | |
|---|---|
| PARKERVISION, INC. | |
| By /s/ Cynthia<br>French | |
| Cynthia French | |
| Chief Financial Officer |
prkr_ex991
Exhibit 99.1
ParkerVision Reports First Quarter 2021 Results
JACKSONVILLE, Fla., May 17, 2021 – ParkerVision, Inc. (OTCQB: PRKR) (“ParkerVision”), a developer and marketer of technologies and products for wireless applications, today announced results for the three months ended March 31, 2021.
Recent Developments
●
The district court in the Western District of Texas issued a favorable Markman ruling in January 2021 in ParkerVision’s infringement case against Intel scheduled for trial in early February 2022.
●
The district court in the Western District of Texas scheduled Markman hearings for October 2021 in the Company’s infringement actions against TCL, Hisense, Zyxel and Buffalo and indicated estimated trial dates in December 2022.
●
The district court in the Middle District of Florida, Orlando Division, issued an order that it will reschedule the jury trial against Qualcomm previously scheduled to commence in July 2021. Citing backlog due to the pandemic, among other factors, the court has not yet reset the trial date.
o
The court affirmed all other trial preparation dates in the Qualcomm case remain unchanged with May 2021 deadlines for all motions and joint pre-trial statements. The Court indicated it would set the pre-trial conference and trial dates after it rules on outstanding motions.
●
ParkerVision received an aggregate of $5.6 million in proceeds in the first quarter of 2021 from the sale of debt and equity securities and the exercise of outstanding warrants and options.
Jeffrey Parker, Chairman and Chief Executive Officer, commented, “Investor support in the first quarter of 2021 allowed us to strengthen our balance sheet significantly. In addition, our litigation efforts are focused on our case against Qualcomm in Orlando, Florida and our cases against Intel and others in Texas which are fully funded allowing us to better manage our expenses.”
Parker continued, “With the Orlando court maintaining the current schedule for motions and pre-trial statements, we are hopeful that we will receive notification from the court in the near term as to the new Qualcomm trial date. In addition, with Markman hearings in our Texas cases scheduled less than six months away, we look forward to reporting on-going meaningful milestones the balance of 2021 and into early 2022.”
First Quarter Financial Results
●
Net loss for the first quarter of 2021 was $2.5 million, or $0.04 per common share, compared to a net loss of $7.9 million, or $0.21 per common share for the first quarter of 2020.
o
The $5.4 million decrease in net loss year-over-year is largely due to reduced litigation expenses resulting from a stay in the infringement case against Qualcomm and Apple in Jacksonville, Florida, a decrease in noncash expense recognized in 2020 from an amendment to a warrant agreement, and a decrease in the loss on changes in fair value of contingent payment obligations.
●
We used cash for operations of approximately $5.0 million for the three months ended March 31, 2021 which included the payment of approximately $4.0 million in current liabilities. This reduction in current liabilities included resolution of outstanding payment obligations to the law firm of Mintz Levin.
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 Form 10-Q for the quarter ended March 31, 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 |
| cfrench@parkervision.com |
(TABLES FOLLOW)
ParkerVision, Inc.
Balance Sheet Highlights
| (in<br>thousands) | (unaudited)<br><br><br>March<br>31,<br><br><br>2021 | December<br>31,<br><br><br>2020 |
|---|---|---|
| Cash and cash<br>equivalents | $2,247 | $1,627 |
| Prepaid expenses<br>and other current assets | 695 | 607 |
| Property and<br>equipment, net | 27 | 30 |
| Intangible assets<br>& other noncurrent assets | 2,099 | 2,192 |
| Total<br>assets | 5,068 | 4,456 |
| Current<br>liabilities | 1,948 | 5,989 |
| Contingent payment<br>obligations | 38,841 | 38,279 |
| Convertible<br>notes | 3,465 | 3,018 |
| Other long-term<br>liabilities | 903 | 991 |
| Shareholders’<br>deficit | (40,089) | (43,821) |
| Total liabilities<br>and shareholders’ deficit | $5,068 | $4,456 |
ParkerVision, Inc.
Summary Results of Operations
(unaudited)
| Three Months<br>Ended | ||
|---|---|---|
| (in thousands,<br>except per share amounts) | March<br>31, | |
| 2021 | 2020 | |
| Product<br>revenue | $- | $- |
| Cost of<br>sales | - | - |
| Gross<br>margin | - | - |
| Selling, general<br>and administrative expenses | 2,280 | 5,495 |
| Total<br>operating expenses | 2,280 | 5,495 |
| Interest<br>expense | (37) | (186) |
| Change in fair<br>value of contingent payment obligations | (150) | (2,240) |
| Total interest and<br>other | (187) | (2,426) |
| Net<br>loss | $(2,467) | $(7,921) |
| Basic and diluted<br>net loss per common share | $(0.04) | $(0.21) |
| Weighted average<br>shares outstanding | 63,695 | 38,329 |
ParkerVision, Inc.
Condensed Consolidated Statements of Cash Flows
(unaudited)
| Three Months<br>Ended | ||
|---|---|---|
| (in<br>thousands) | March<br>31, | |
| 2021 | 2020 | |
| Net cash used in<br>operating activities | $(4,989) | $(1,301) |
| Net cash used in<br>investing activities | (1) | - |
| Net cash provided<br>by financing activities | 5,610 | 1,417 |
| Net increase in<br>cash and cash equivalents | 620 | 116 |
| Cash and cash<br>equivalents - beginning of period | 1,627 | 57 |
| Cash and cash<br>equivalents - end of period | $2,247 | $173 |