false 0000914139 0000914139 2024-08-13 2024-08-13
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, 2024
 
PARKERVISION, INC.
(Exact Name of Registrant as Specified in Charter)
     
Florida
000-22904
59-2971472
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
 
   
4446-1A Hendricks Avenue Suite 354, Jacksonville, Florida
32207
(Address of Principal Executive Offices)
(Zip Code)
 
(904) 732-6100
(Registrant’s Telephone Number, Including Area Code)
 
N/A
(Former Name or Former Address, if Changed Since Last Report)
 
 
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 material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
☐
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
Name of Each Exchange on Which Registered
None
 
 
 
 
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, 2024,  ParkerVision, Inc. (the “Company”) issued a press release which reported financial and operating results for the six months ended June 30, 2024. 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 Description
99.1 Press Release
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 
 
 
 
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: August 13, 2024
    
   
PARKERVISION, INC.
     
   
By /s/ Cynthia French
   
Cynthia French
   
Chief Financial Officer
 
 

 Exhibit 99.1

 

 

ParkerVision Reports Second Quarter 2024 Results

 

JACKSONVILLE, Fla., August 13, 2024 – ParkerVision, Inc. (OTCQB: PRKR) (“ParkerVision” or the "Company"), a developer and marketer of technologies and products for wireless applications, today announced results for the six months ended June 30, 2024.

 

 2024 Summary and Recent Developments

 

  ●

 

The Company is awaiting a decision from the United States Court of Appeals for the Federal Circuit (CAFC) in ParkerVision v. Qualcomm (Middle District of Florida - Orlando).

 

 

●

In July 2024, the CAFC dismissed the appeal, with the ability for reinstatement, determining that it did not have jurisdiction over this case as the district court had never entered a final order on Qualcomm's counterclaims of invalidity.
 

●

On August 1, 2024, at the joint request of the parties, the District Court in the Middle District of Florida dismissed Qualcomm's counterclaims of invalidity without prejudice, thus providing the CAFC jurisdiction.
 

●

The appeal was resubmitted to the CAFC on August 7, 2024. The CAFC has indicated it will rule on the basis of the briefs previously submitted and the oral arguments heard in November 2023.

 

 

●

In June 2024, the Company had a joint claim construction hearing in the Western District of Texas that covered claim construction for pending cases against Texas Instruments ("TI") and NXP Semiconductors ("NXP") and second actions against MediaTek and Realtek. The court's formal claim construction orders are expected to be issued in the near term.

 

 

●

The Company has a number of jury trials scheduled in the Western District of Texas beginning in March 2025 against Realtek, followed by April 2025 against MediaTek, May 2025 against TI and August 2025 against NXP.

 

 

●

MediaTek, TI and NXP have filed inter partes review ("IPR") petitions against claims related to an aggregate of five of the Company's asserted patents. One such IPR has been instituted to date, against one of the patents asserted against MediaTek. The remaining IPRs are still being briefed.

 

Jeffrey Parker, Chairman and Chief Executive Officer, commented, “We anticipate that a ruling will be forthcoming from the CAFC in the near term now that the issue of jurisdiction has been resolved.  The next twelve months promise to be active as we have four scheduled jury trials in our patent infringement cases in the Western District of Texas.  We will also be vigorously defending our patents at the PTAB which has become a commonly used defense strategy for companies attempting to avoid patent infringement judgements."

 

 

Financial Results

 

 

●

ParkerVision reported a net loss for the second quarter of 2024 of $0.3 million, or $0.00 per common share, compared to net income of $1.4 million, or $0.02 per common share for the second quarter of 2023.   On a year-to-date basis, the Company reported a net loss for the first six months of 2024 of $1.0 million, or $0.01 per common share, compared to net income of $14.5 million, or $.17 per common share for the first six months of 2023.  The 2023 net income was the result of a $25 million patent license and settlement agreement entered into in February 2023, net of contingent fees and expenses.

 

 

●

The Company used $1.4 million in cash for operations for the first half of 2024, ending the quarter with $1.0 million in cash and cash equivalents.

 

 

 

 
 

 

About ParkerVision

 

ParkerVision, Inc. invents, develops and licenses cutting-edge, proprietary radio-frequency (RF) technologies that enable wireless solution providers to make and sell advanced 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 statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Act of 1934, as amended.  All statements, other than statements of historical fact, included or incorporated in this press release are forward-looking statements.  The words “expected,” “anticipate,” and “promise” and similar expressions are intended to identify these forward-looking statements. The Company does not guarantee that it will actually achieve the plans, intentions or expectations disclosed in its forward-looking statements and you should not place undue reliance on the Company's forward-looking statements. 

 

Forward-looking statements involve risks and uncertainties, and actual results could vary materially from these forward-looking statements.  There are a number of important factors that could cause the Company's actual results to differ materially from those indicated or implied by its forward-looking statements, including those important factors set forth under the caption "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2023 and disclosures in the Company's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2024 and June 30, 2024, filed with the Securities and Exchange Commission.  Although the Company may elect to do so at some point in the future, the Company does not assume any obligation to update any forward-looking statement and it disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.  

 



Cindy French

Chief Financial Officer

ParkerVision, Inc

cfrench@parkervision.com





 

(TABLES FOLLOW)

 

 
 

 

ParkerVision, Inc.

Balance Sheet Highlights (unaudited)



(in thousands)   June 30, 2024     December 31, 2023  

Cash and cash equivalents

   $ 1,025     $ 2,560  

Prepaid expenses and other current assets

     106       95  

Intangible assets & other noncurrent assets

     1,257       1,368  

Total assets

     2,388       4,023  
                 

Current liabilities

     2,416       2,289  

Contingent payment obligations

     36,298       37,020  

Convertible notes, net of current portion

     3,588       3,893  

Other long-term liabilities

     271       340  

Shareholders’ deficit

     (40,185 )     (39,519 )

Total liabilities and shareholders’ deficit

   $ 2,388     $ 4,023  

 

ParkerVision, Inc.

Summary Results of Operations (unaudited)

 

   

Three Months Ended

    

Six Months Ended

  

(in thousands, except per share amounts)

  

June 30,

    

June 30,

  
   

2024

    

2023

    

2024

    

2023

  

Licensing revenue

   $ -     $ -             $ 25,000  

Cost of sales

     (58 )     (63 )     (117 )     (106 )

Gross margin

     (58 )     (63 )     (117 )     24,894  
                                 

Selling, general and administrative expenses

     683       1,125       1,457       13,210  

Total operating expenses

     683       1,125       1,457       13,210  
                                 

Interest expense and other

     (88 )     (107 )     (168 )     (213 )

Change in fair value of contingent payment obligations

     502       2,728       722       3,077  

Total other income (expense), net

     414       2,621       554       2,864  
                                 

Net (loss) income

   $ (327 )   $ 1,433     $ (1,020 )   $ 14,548  
                                 

Basic (loss) earnings per common share

   $ (0.00 )   $ 0.02     $ (0.01 )   $ 0.17  

Diluted (loss) earnings per common share

   $ (0.00 )   $ 0.01     $ (0.01 )   $ 0.12  
                                 

Weighted average shares outstanding

                                

Basic

     88,683       85,263       88,424       84,570  

Diluted

     88,683       120,061       88,424       119,700  



 
 

 

ParkerVision, Inc.

Summary of Cash Flows

(unaudited)

 

   

Six Months Ended

  

(in thousands)

  

June 30,

  
   

2024

    

2023

  

Net cash (used in) provided by operating activities

   $ (1,418 )   $ 12,266  

Net cash used in investing activities

     -       (1 )

Net cash used in financing activities

     (117 )     (8,174 )
                 

Net (decrease) increase in cash and cash equivalents and restricted cash

     (1,535 )     4,091  
                 

Cash and cash equivalents and restricted cash - beginning of period

     2,560       109  
                 

Cash and cash equivalents and restricted cash - end of period

   $ 1,025     $ 4,200  



 
v3.24.2.u1
Document And Entity Information
Aug. 13, 2024
Document Information [Line Items]  
Entity, Registrant Name PARKERVISION, INC.
Document, Type 8-K
Document, Period End Date Aug. 13, 2024
Entity, Incorporation, State or Country Code FL
Entity, File Number 000-22904
Entity, Tax Identification Number 59-2971472
Entity, Address, Address Line One 4446-1A Hendricks Avenue Suite 354
Entity, Address, City or Town Jacksonville
Entity, Address, State or Province FL
Entity, Address, Postal Zip Code 32207
City Area Code 904
Local Phone Number 732-6100
Soliciting Material false
Written Communications false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0000914139
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