ParkerVision Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>ParkerVision Inc. has filed its 2023 Form 10-K, detailing financial performance and significant debt amendments.</b>

AI Summary

PARKERVISION INC (PRKR) filed a Annual Report (10-K) with the SEC on March 21, 2024. ParkerVision Inc. reported its fiscal year 2023 results, filing its annual report on Form 10-K. The company's business address is located at 4446 - 1A Hendricks Avenue, Suite 354, Jacksonville, FL 32207. The filing indicates a fiscal year end of December 31. Key financial metrics and operational details for the fiscal year ending December 31, 2023, are included in the report. The report details amendments made on September 15, 2023, to convertible debt, reducing the conversion rate to $0.25 per share and extending maturity to March 18, 2026.

Why It Matters

For investors and stakeholders tracking PARKERVISION INC, this filing contains several important signals. This filing provides a comprehensive overview of ParkerVision's financial health and operational status for the fiscal year 2023, crucial for investors assessing the company's trajectory. The amendments to convertible debt, including a reduced conversion rate and extended maturity, significantly impact the company's capital structure and future obligations.

Risk Assessment

Risk Level: medium — PARKERVISION INC shows moderate risk based on this filing. The company's financial performance and future prospects are subject to the inherent risks of the technology and broadcasting equipment industry, as detailed in the 10-K filing.

Analyst Insight

Investors should review the detailed financial statements and risk factors in the 10-K to understand ParkerVision's current financial position and future outlook.

Key Numbers

• 2023-12-31 — Fiscal Year End (CONFORMED PERIOD OF REPORT)
• 2024-03-21 — Filing Date (FILED AS OF DATE)
• 0000914139 — Central Index Key (FILER)
• 3663 — Standard Industrial Classification (SIC Code for Radio & TV Broadcasting & Communications Equipment)
• FL — State of Incorporation (State of Incorporation)

Key Players & Entities

• PARKERVISION INC (company) — FILER
• PRKR (company) — tk
• Jacksonville, FL (location) — BUSINESS ADDRESS
• March 18, 2026 (date) — maturity date
• $0.25 (dollar_amount) — conversion rate

FAQ

Risk Factors

• Convertible Debt Amendments [medium — financial]: Amendments on September 15, 2023, reduced the conversion rate to $0.25 per share and extended the maturity date to March 18, 2026, impacting financial obligations.

Industry Context

ParkerVision Inc. operates in the Radio & TV Broadcasting & Communications Equipment industry, a sector characterized by technological innovation and evolving market demands.

Regulatory Implications

The company is subject to SEC regulations governing financial reporting and disclosures, as evidenced by this Form 10-K filing.

What Investors Should Do

1. Review the full 10-K filing for detailed financial statements and management's discussion and analysis.
2. Analyze the impact of the convertible debt amendments on the company's balance sheet and future equity structure.
3. Assess the company's competitive positioning and risks within the communications equipment sector.

Key Dates

• 2023-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K.
• 2024-03-21: Filing Date — Date the 10-K was officially filed with the SEC.
• 2026-03-18: Convertible Debt Maturity Date — Extended maturity date for convertible debt following amendments.

Glossary

Form 10-K

An annual report required by the U.S. Securities and Exchange Commission (SEC), giving a comprehensive summary of a company's financial performance. (Provides investors with detailed financial and operational information about ParkerVision Inc. for the fiscal year 2023.)

Convertible Debt

A type of bond or note that can be converted into a predetermined amount of the issuer's equity at certain times. (Amendments to this debt, including conversion rate and maturity date changes, directly affect the company's capital structure and potential dilution.)

Year-Over-Year Comparison

This filing represents the annual report for fiscal year 2023, providing updated financial and operational data compared to previous filings.

Key Financial Figures

• $0.096 — s approximately $ 7,864,384 (based upon $0.096 share last sale price on that date, as
• $433.7 million — at December 31, 2023, of approximately $433.7 million. Although we generated $10.8 million in
• $10.8 million — y $433.7 million. Although we generated $10.8 million in cash flow from operations for the ye
• $2.6 million — es include cash and cash equivalents of $2.6 million at December 31, 2023, which are insuffi
• $4.9 million — rence of an event of default. We have $4.9 million in outstanding principal under converti
• $279.8 million — orwards ("NOLs") totaling approximately $279.8 million at December 31, 2023, of which $239.1 m
• $239.1 million — million at December 31, 2023, of which $239.1 million is subject to expiration in varying amo

Filing Documents

• prkr20231231_10k.htm (10-K) — 1272KB
• ex_599095.htm (EX-23.1) — 4KB
• ex_599096.htm (EX-31.1) — 12KB
• ex_599097.htm (EX-31.2) — 13KB
• ex_599098.htm (EX-32.1) — 8KB
• mslcpa.jpg (GRAPHIC) — 11KB
• 0001437749-24-008859.txt (&nbsp;) — 7272KB
• prkr-20231231.xsd (EX-101.SCH) — 75KB
• prkr-20231231_cal.xml (EX-101.CAL) — 45KB
• prkr-20231231_def.xml (EX-101.DEF) — 560KB
• prkr-20231231_lab.xml (EX-101.LAB) — 425KB
• prkr-20231231_pre.xml (EX-101.PRE) — 586KB
• prkr20231231_10k_htm.xml (XML) — 1026KB

Business

Business 3 Item 1A.

Risk Factors

Risk Factors 5 Item 1B. Unresolved Staff Comments 12 Item 1C. Cybersecurity 13 Item 2.

Properties

Properties 13 Item 3.

Legal Proceedings

Legal Proceedings 13 Item 4. Mine Safety Disclosures 13 PART II Item 5. Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 14 Item 6. [Reserved] 14 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 14 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 20 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 21 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 52 Item 9A.

Controls and Procedures

Controls and Procedures 52 Item 9B. Other Information 53 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 53 PART III Item 10. Directors, Executive Officers and Corporate Governance 54 Item 11.

Executive Compensation

Executive Compensation 57 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 61 Item 13. Certain Relationships and Related Transactions and Director Independence 63 Item 14. Principal Accountant Fees and Services 64 PART IV Item 15. Exhibits and Financial Statement Schedules 65 Item 16. Form 10-K Summary 66

SIGNATURES

SIGNATURES 67 Table of Contents INTRODUCTORY NOTE Unless the context otherwise requires, in this Annual Report on Form 10-K ("Annual Report"), "we", "us", "our" and the "Company" mean ParkerVision, Inc. and its wholly-owned German subsidiary, ParkerVision GmbH.

Forward-Looking Statements

Forward-Looking Statements We believe that it is important to communicate our future expectations to our shareholders and to the public. This Annual Report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements about our future plans, objectives, and expectations under the headings "Item 1. Business" and "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations." Forward-looking statements include any statement that does not directly relate to any historical or current fact. When used in this Annual Report and in future filings by the Company with the Securities and Exchange Commission ("SEC"), the words or phrases "will likely result", "management expects", "we expect", "will continue", "is anticipated", "estimated" or similar expressions are intended to identify such "forward-looking statements." Readers are cautioned not to place undue reliance on such forward-looking statements, each of which speaks only as of the date made. Such statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results and those presently anticipated or projected, including the risks and uncertainties set forth in this Annual Report under the heading "Item 1A. Risk Factors" and in our other periodic reports. Examples of such risks and uncertainties include general economic and business conditions, the outcome of litigation, unexpected changes in technologies and technological advances, reliance on our intellectual property, and the ability to obtain adequate financing in the future. We have no obligation to publicly release the results of any revisions that may be made to any forward-looking statements to reflect anticipated events or circumstances occurring after the date of such statements. PART I

Business

Item 1. Business. We are in the business of innovating fundamental wireless technologies and products. We have designed and developed proprietary radio frequency ("RF") technologies and integrated circuits for use in wireless communication products. We have expended significant financial and other resources to research and develop our RF technologies and to obtain patent protection for those technologies in the United States of America ("U.S.") and certain foreign jurisdictions. We believe certain patents protecting our proprietary technologies have been broadly infringed by others and therefore the primary focus of our current business plan is the enforcement of our intellectual property rights through licensing efforts and patent infringement litigation. We currently have patent enforcement actions ongoing in various U.S. district courts against mobile handset, smart television and other WiFi product providers, as well as semiconductor suppliers, for the infringement of several of our RF patents. We have made significant investments in developing and protecting our technologies, the returns on which are dependent upon the generation of future revenues for realization. We spent the majority of 2023 supporting our current patent enforcement actions. Beginning in 2020, we filed several patent enforcement cases in the Western District of Texas and, through 2023, we had entered into four patent license and settlement agreements with defendants, resulting in the dismissal of six pending actions. We currently have ten enforcement actions pending in Texas against five separate foreign defendants and one domestic defendant. 3 Table of Contents Additionally, we had two patent enforcement cases pending against Qualcomm in the Middle District of Florida. In March 2022, the district court in one of those cases granted several of Qualcomm's pre-trial motions, including a motion for summary judgment thus terminating the case prior to a jury trial. We appealed these dec

Risk Factors

Item 1A. Risk Factors. In addition to other risks and uncertainties described in this Annual Report, the following risk factors should be carefully considered in evaluating our business because such factors may have a significant impact on our business, operating results, liquidity and financial condition. As a result of the risk factors set forth below, actual results could differ materially from those projected in any forward-looking statements. 5 Table of Contents Financial and Operating Risks Our financial condition raises substantial doubt as to our ability to continue as a going concern. We have had significant losses in prior years resulting in an accumulated deficit at December 31, 2023, of approximately $433.7 million. Although we generated $10.8 million in cash flow from operations for the year ended December 31, 2023, our debt repayment obligations exceeded our operating cash flows and we relied on new borrowings to fund a portion of our operations in 2023. There can be no guarantee that we will continue to generate positive cash flows from operations or that those cash flows will be sufficient to meet our debt obligations as they come due. Our independent registered public accounting firm has included in their audit opinion on our consolidated financial statements as of and for the year ended December 31, 2023, a statement with respect to substantial doubt about our ability to continue as a going concern. Note 2 to our consolidated financial statements included in Item 8 includes a discussion regarding our liquidity and our ability to continue as a going concern. Our consolidated financial statements have been prepared assuming we will continue to operate as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. If we become unable to continue as a going concern, we may have to liquidate our assets and the values we receive for our assets in liquidation or dissolution

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View this 10-K filing on SEC EDGAR