UTSTARCOM HOLDINGS CORP. Files 20-F Annual Report

TL;DR

<b>UTSTARCOM HOLDINGS CORP. filed its 20-F annual report for FY2023, detailing financial data and corporate history.</b>

AI Summary

UTSTARCOM HOLDINGS CORP. (UTSI) filed a Foreign Annual Report (20-F) with the SEC on April 29, 2024. Filed 20-F annual report for the fiscal year ending December 31, 2023. The company was formerly known as UTSTARCOM INC, with a name change on January 10, 1997. Includes financial data and segment information for periods including 2021, 2022, and 2023. References specific subsidiaries including UTStarcom Hong Kong Holdings Ltd and UTStarcom Telecom Co Ltd. Details on equity incentive plans and common stock are included for various periods.

Why It Matters

For investors and stakeholders tracking UTSTARCOM HOLDINGS CORP., this filing contains several important signals. This filing provides a comprehensive overview of UTSI's financial performance and structure for the fiscal year 2023, crucial for investors assessing its current standing. The inclusion of historical data and subsidiary information offers context for understanding the company's evolution and operational footprint.

Risk Assessment

Risk Level: medium — UTSTARCOM HOLDINGS CORP. shows moderate risk based on this filing. The filing is a standard 20-F annual report, which typically contains a broad range of financial and operational information, but lacks specific forward-looking guidance or significant new disclosures that would indicate immediate high risk or opportunity.

Analyst Insight

Review the detailed financial statements and segment information within the 20-F filing to assess UTSI's performance and identify any significant trends or risks.

Key Numbers

• 2023-12-31 — Fiscal Year End (Period of report)
• 2024-04-29 — Filing Date (Date of filing)
• 1997-01-10 — Date of Name Change (Former company name)
• 2021-01-01 — Start Date for Data (Included financial data periods)
• 2022-12-31 — End Date for Data (Included financial data periods)

Key Players & Entities

• UTSTARCOM HOLDINGS CORP. (company) — Filer name
• UTSI (company) — Ticker symbol
• UTSTARCOM INC (company) — Former company name
• UTStarcom Hong Kong Holdings Ltd (company) — Subsidiary name
• UTStarcom Telecom Co Ltd (company) — Subsidiary name
• GCT Semiconductor Inc (company) — Mentioned in relation to historical periods
• EagleField Holding Limited (company) — Mentioned in relation to historical periods
• Itv Media Inc (company) — Mentioned in relation to historical periods

FAQ

Key Dates

• 2024-04-29: Filing of 20-F Annual Report — Official submission of the company's annual financial and operational overview for the fiscal year 2023.
• 2023-12-31: Fiscal Year End — The concluding date for the reporting period covered by the 20-F filing.
• 1997-01-10: Name Change — Marks the transition from UTSTARCOM INC to UTSTARCOM HOLDINGS CORP.

Key Financial Figures

• $0.015 — 9,113,770 ordinary shares, par value US$0.015 per share. Indicate by check mark if
• $1 — S. dollars at the rate of RMB 7.0999 to $1.00, the noon buying rate on December 29
• $3.9 m — rities. 6 We reported a net loss of $3.9 million, $5.0 million and $5.8 million fo
• $5.0 million — We reported a net loss of $3.9 million, $5.0 million and $5.8 million for the years ended De
• $5.8 million — loss of $3.9 million, $5.0 million and $5.8 million for the years ended December 31, 2023,
• $50.0 million — tively. As of December 31, 2023, we had $50.0 million in cash or cash equivalents. Our manage

Filing Documents

• utsi-20231231.htm (20-F) — 3945KB
• utsi-ex8_1.htm (EX-8.1) — 32KB
• utsi-ex11_1.htm (EX-11.1) — 61KB
• utsi-ex12_1.htm (EX-12.1) — 13KB
• utsi-ex12_2.htm (EX-12.2) — 13KB
• utsi-ex13_1.htm (EX-13.1) — 8KB
• utsi-ex13_2.htm (EX-13.2) — 8KB
• utsi-ex15_1.htm (EX-15.1) — 3KB
• utsi-ex97_1.htm (EX-97.1) — 47KB
• 0000950170-24-049934.txt (&nbsp;) — 14441KB
• utsi-20231231.xsd (EX-101.SCH) — 1785KB
• utsi-20231231_htm.xml (XML) — 2590KB

Item 18

Item 17 Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No (APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS) Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No UTSTARCOM HOLDINGS CORP. TABLE OF CONTENTS Page INTRODUCTION 1 PART I 3

-Identity of Directors, Senior Management and Advisers

ITEM 1-Identity of Directors, Senior Management and Advisers 3

-Offer Statistics and Expected Timetable

ITEM 2-Offer Statistics and Expected Timetable 3

-Key Information

ITEM 3-Key Information 3

-Information on the Company

ITEM 4-Information on the Company 30

-Unresolved Staff Comments

ITEM 4A-Unresolved Staff Comments 38

-Operating and Financial Review and Prospects

ITEM 5-Operating and Financial Review and Prospects 38

-Directors, Senior Management and Employees

ITEM 6-Directors, Senior Management and Employees 49

-Major Shareholders and Related Party Transactions

ITEM 7-Major Shareholders and Related Party Transactions 55

-Financial Information

ITEM 8-Financial Information 55

-The Offer and Listing

ITEM 9-The Offer and Listing 57

-Additional Information

ITEM 10-Additional Information 58

-Quantitative and Qualitative Disclosures about Market Risk

ITEM 11-Quantitative and Qualitative Disclosures about Market Risk 68

-Description of Securities other than Equity Securities

ITEM 12-Description of Securities other than Equity Securities 69 PART II 70

-Defaults, Dividend Arrearages And Delinquencies

ITEM 13-Defaults, Dividend Arrearages And Delinquencies 70

-Material Modifications to the Rights of Security Holders and Use Of Proceeds

ITEM 14-Material Modifications to the Rights of Security Holders and Use Of Proceeds 70

-Controls and Procedures

ITEM 15-Controls and Procedures 70

-Audit Committee Financial Expert

ITEM 16A-Audit Committee Financial Expert 71

-Code of Ethics

ITEM 16B-Code of Ethics 71

-Principal Accountant Fees and Services

ITEM 16C-Principal Accountant Fees and Services 72

-Exemptions from the Listing Standards for Audit Committees

ITEM 16D-Exemptions from the Listing Standards for Audit Committees 72

-Purchases of Equity Securities by the Issuer and Affiliated Purchasers

ITEM 16E-Purchases of Equity Securities by the Issuer and Affiliated Purchasers 72

-Change in Registrant's Certifying Accountant

ITEM 16F-Change in Registrant's Certifying Accountant 74

-Corporate Governance

ITEM 16G-Corporate Governance 74

-Mine Safety Disclosure

ITEM 16H-Mine Safety Disclosure 75

-Disclosure Regarding Foreign Jurisdictions That Prevent Inspections

ITEM 16I-Disclosure Regarding Foreign Jurisdictions That Prevent Inspections 75

-Insider Trading Policies

ITEM 16J-Insider Trading Policies 75

-Cybersecurity

ITEM 16K-Cybersecurity 75 PART III 76

-Financial Statements

ITEM 17-Financial Statements 76

-Financial Statements

ITEM 18-Financial Statements 76

-Exhibits

ITEM 19-Exhibits 77

SIGNATURES

SIGNATURES 78 i INTROD UCTION Unless the context otherwise requires, in this annual report on Form 20-F: "We," "us," "our," "our Company," the "Company" and the "parent" refer to UTStarcom Holdings Corp., an exempted company incorporated under the laws of the Cayman Islands in April 2011, and its direct and indirect subsidiaries; "UTStarcom" refers to UTStarcom Holdings Corp.; "Shares" or "ordinary shares" refers to our ordinary shares, par value $0.015 per share; "China" or "PRC" refers to the People's Republic of China, excluding, for the purpose of this annual report, Taiwan, Hong Kong and Macau; and "RMB" or "Renminbi" refers to the legal currency of China, "JPY" or "Japanese Yen" refers to the legal currency of Japan, "INR" or "Indian Rupee" refer to the legal currency of India, and "

-IDENTITY OF DIRECTORS, S ENIOR MANAGEMENT AND ADVISERS

ITEM 1-IDENTITY OF DIRECTORS, S ENIOR MANAGEMENT AND ADVISERS Not Applicable.

-OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2-OFFER STATISTICS AND EXPECTED TIMETABLE Not Applicable.

-KEY INFORMATION

ITEM 3-KEY INFORMATION Investing in our securities involves a high degree of risk. Please carefully consider the risks discussed under "Item 3. Key Information—D. Risk Factors" in this annual report. We provide the following disclosure to help investors better understand our corporate structure, operations in China and the associated risks. Our Corporate Structure and Operation in China We are a Cayman Islands holding company and conduct all of our operations through our operating subsidiaries. Investors in our shares are not holding equity securities of our operating subsidiaries but instead are holding equity securities of a Cayman Islands holding company. We face various legal and operational risks and uncertainties associated with having a significant portion of our operations in China and the complex and evolving PRC laws and regulations. For example, we face risks associated with regulatory approvals on offerings conducted overseas and foreign investment in China-based issuers, and oversight on data security and data privacy, which may negatively impact our ability to conduct certain businesses, access foreign investments, or list on foreign stock exchange. These risks could result in a material adverse change in our operations and the value of our shares, significantly limit or completely hinder our ability to offer or continue to offer securities to investors, or cause the value of such securities to significantly decline or become worthless. For a detailed description, see "Item 3. Key Information—D. Risk Factors — Risks Related to Conducting Business in China." The Holding Foreign Companies Accountable Act (the "HFCAA") Pursuant to the Holding Foreign Companies Accountable Act, or the HFCAA, if the Securities and Exchange Commission, or the SEC, determines that we have filed audit reports issued by a registered public accounting firm that has not been subject to inspections by the Public Company Accounting Oversight Board, or the PCAOB, for two c

View Full Filing

View this 20-F filing on SEC EDGAR