UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒ x	QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, ~~2020~~2021

	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
☐ ¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________to____________

Commission file number000-22904

PARKERVISION, INC.

(Exact name of registrant as specified in its charter)


Florida			59-2971472
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No)

4446-1A Hendricks Avenue, Suite 354

Jacksonville, Florida 32207

(Address of principal executive offices)

(904) 732-6100

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Stock, $.01 par value	PRKR	OTCQB
Common Stock Rights		OTCQB

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒x No ☐¨ .

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such file). Yes ☒x No ☐¨ .

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:


Large accelerated filer ☐¨		Accelerated filer ☐¨
Non-accelerated filer ☒x		Smaller reporting company ☒x
		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 accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐¨ No ☒x

As of November ~~12, 2020, 52,878,723~~10, 2021, 75,189,175 shares of the issuer’s common stock, $.01 par value, were outstanding.

TABLE OF CONTENTS


PART I - FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)	2
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	24 20
Item 3. Quantitative and Qualitative Disclosures About Market Risk	29 23
Item 4. Controls and Procedures	29
	23

PART II - OTHER INFORMATION
Item 1. Legal Proceedings	29 24
Item 1A. Risk Factors	29 24
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	29 24
Item 3. Defaults Upon Senior Securities	30 24
Item 4. Mine Safety Disclosures	30 24
Item 5. Other Information	30
~~Item 6. Exhibits~~	31
	24
~~SIGNATURES~~Item 6. Exhibits	32 25

SIGNATURES	26

PART I - FINANCIAL INFORMATION

ITEM 1. Financial Statements (Unaudited)

PARKERVISION, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(in thousands, except par value data)



	September 30,		December 31,		September 30,		December 31,
	2020		2019		2021		2020
CURRENT ASSETS:
Cash and cash equivalents	$	147	$	57	$	760	$	1,627
Prepaid expenses		660		505		707		599
Other current assets		8		117		18		8
Total current assets		815		679		1,485		2,234

Operating lease right-of-use assets		11		283		8		10
Intangible assets, net		2,326		2,878		1,887		2,170
Other assets, net		68		86
Property, equipment and other assets, net						21		42
Total assets	$	3,220	$	3,926	$	3,401	$	4,456

CURRENT LIABILITIES:
Accounts payable	$	4,321	$	2,328	$	589	$	4,318
Accrued expenses:
Salaries and wages		39		78		58		19
Professional fees		145		499		103		128
Statutory court costs		237		369		-		251
Other accrued expenses		549		1,081		483		936
Related party note payable, current portion		99		86		103		100
Secured note payable, current portion		25		1,222		-		26
Unsecured notes payable		40		225		-		65
Operating lease liabilities, current portion		183		250		164		146
Total current liabilities		5,638		6,138		1,500		5,989

LONG-TERM LIABILITIES:
Secured contingent payment obligation		28,788		26,651		35,940		33,057
Convertible notes, net		3,010		2,733
Convertible notes						3,015		3,018
Related party note payable, net of current portion		726		793		633		703
Unsecured contingent payment obligations		3,773		-		5,747		5,222
Operating lease liabilities, net of current portion		198		305		34		159
Other long-term liabilities		154		403		1		129
Total long-term liabilities		36,649		30,885		45,370		42,288
Total liabilities		42,287		37,023		46,870		48,277

SHAREHOLDERS' DEFICIT:
Common stock, $.01 par value, 140,000 and 110,000 shares authorized, 51,960 and 34,097 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively		520		341
Common stock, $0.01 par value, 150,000 and 140,000 shares authorized, 74,743 and 58,591 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively						747		586
Additional paid-in capital		375,370		368,345		385,843		376,954
Accumulated deficit		(414,957)		(401,783)		(430,059)		(421,361)
Total shareholders' deficit		(39,067)		(33,097)		(43,469)		(43,821)
Total liabilities and shareholders' deficit	$	3,220	$	3,926	$	3,401	$	4,456

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

PARKERVISION, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(UNAUDITED)

(in thousands, except per share data)



	Three Months Ended				Nine Months Ended				Three Months Ended				Nine Months Ended
	September 30,				September 30,				September 30,				September 30,
	2020		2019		2020		2019		2021		2020		2021		2020
Product revenue	$	-	$	35	$	-	$	70
Licensing revenue									$	144	$	-	$	144	$	-
Cost of sales		-		(35)		-		(70)		(1)		-		(1)		-
Gross margin		-		-		-		-		143		-		143		-

Research and development expenses		-		-		-		334
Selling, general and administrative expenses		1,445		1,950		9,268		5,957		2,024		1,445		6,152		9,268
Total operating expenses		1,445		1,950		9,268		6,291		2,024		1,445		6,152		9,268

Interest and other income		1		3		1		3
Other income										19		1		213		1
Interest expense		(119)		(104)		(420)		(242)		(70)		(119)		(185)		(420)
Change in fair value of contingent payment obligations		(105)		(68)		(3,487)		755		(172)		(105)		(2,996)		(3,487)
Total interest and other		(223)		(169)		(3,906)		516		(223)		(223)		(2,968)		(3,906)

Net loss		(1,668)		(2,119)		(13,174)		(5,775)		(2,104)		(1,668)		(8,977)		(13,174)

Other comprehensive loss, net of tax		-		-		-		-		-		-		-		-

Comprehensive loss	$	(1,668)	$	(2,119)	$	(13,174)	$	(5,775)	$	(2,104)	$	(1,668)	$	(8,977)	$	(13,174)

Basic and diluted net loss per common share	$	(0.03)	$	(0.07)	$	(0.29)	$	(0.19)	$	(0.03)	$	(0.03)	$	(0.13)	$	(0.29)

Weighted average common shares outstanding		50,530		32,012		44,772		30,706		73,868		50,530		69,869		44,772

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

PARKERVISION, INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ DEFICIT

(UNAUDITED)

(in thousands)


	Common Stock, Par Value		Additional Paid-in Capital		Accumulated Deficit		Total Shareholders' Deficit		Three Months Ended				Nine Months Ended
Balance as of December 31, 2019	$	341	$	368,345	$	(401,783)	$	(33,097)
Issuance of common stock and warrants in private offerings, net of issuance costs and initial fair value of contingent payment rights		39		2,811		-		2,850
Issuance of common stock upon exercise of warrants		14		487		-		501
									September 30,				September 30,
									2021		2020		2021		2020
Total shareholders' deficit, beginning balances									$	(42,949)	$	(38,334)	$	(43,821)	$	(33,097)

Common stock
Beginning balances										727		491		586		341
Issuance of common stock and warrants in public and private offerings, net of issuance costs and initial fair value of contingent payment rights										-		15		62		97
Issuance of common stock upon exercise of options and warrants										6		10		58		35
Issuance of common stock and warrants for services										2		1		9		7
Issuance of common stock upon conversion and payment of interest-in-kind on convertible debt										12		2		30		10
Issuance of common stock upon conversion of short-term loans and payables										-		-		-		22
Share-based compensation, net of shares withheld for taxes										-		1		2		8
Ending balances										747		520		747		520

Additional paid-in capital
Beginning balances										384,279		374,464		376,954		368,345
Cumulative effect of change in accounting principle										-		-		(1,126)		-
Issuance of common stock and warrants in public and private offerings, net of issuance costs and initial fair value of contingent payment rights										-		215		4,712		3,751
Issuance of common stock upon exercise of options and warrants										108		340		878		1,190
Issuance of common stock and warrants for services		5		219		-		224		208		25		829		257
Issuance of convertible debt with beneficial conversion feature		-		173		-		173		-		-		-		173
Issuance of common stock upon conversion of and payment of interest-in-kind on convertible debt		7		187		-		194
Issuance of common stock upon conversion and payment of interest-in-kind on convertible debt										502		87		1,029		340
Issuance of common stock upon conversion of short-term loans and payables		22		318		-		340		-		-		-		318
Share-based compensation, net of shares withheld for taxes		3		458		-		461		746		239		2,567		996
Ending balances										385,843		375,370		385,843		375,370

Accumulated deficit
Beginning balances										(427,955)		(413,289)		(421,361)		(401,783)
Cumulative effect of change in accounting principle										-		-		279		-
Comprehensive loss for the period		-		-		(7,921)		(7,921)		(2,104)		(1,668)		(8,977)		(13,174)
Balance as of March 31, 2020	$	431	$	372,998	$	(409,704)	$	(36,275)
Issuance of common stock and warrants in private offerings, net of issuance costs and initial fair value of contingent payment rights		43		725		-		768
Issuance of common stock upon exercise of warrants		11		363		-		374
Issuance of common stock and warrants for services		1		13		-		14
Issuance of common stock upon conversion and payment of interest-in-kind on convertible debt		1		66		-		67
Share-based compensation, net of shares withheld for taxes		4		299		-		303
Comprehensive loss for the period		-		-		(3,585)		(3,585)
Balance as of June 30, 2020		491		374,464		(413,289)		(38,334)
Issuance of common stock and warrants in private offerings, net of issuance costs and initial fair value of contingent payment rights		15		215		-		230
Issuance of common stock upon exercise of warrants		10		340		-		350
Issuance of common stock and warrants for services		1		25		-		26
Issuance of common stock upon conversion and payment of interest-in-kind on convertible debt		2		87		-		89
Share-based compensation, net of shares withheld for taxes		1		239		-		240
Comprehensive loss for the period		-		-		(1,668)		(1,668)
Balance as of September 30, 2020	$	520	$	375,370	$	(414,957)	$	(39,067)
Ending balances										(430,059)		(414,957)		(430,059)		(414,957)

Total shareholders' deficit, ending balances									$	(43,469)	$	(39,067)	$	(43,469)	$	(39,067)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

PARKERVISION, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(in thousands)

Common Stock, Par Value

Additional
Paid-in
Capital

Accumulated
Deficit

Total
Shareholders'
Deficit
Balance as of December 31, 2018

$
287

$
366,695

$
(392,292)

$
(25,310)
Cumulative effect of change in accounting principle

-

-

(38)

(38)
Issuance of common stock upon exercise of warrants

15

-

-

15
Issuance of common stock upon conversion and payment of interest-in-kind on convertible debt

4

76

-

80
Share-based compensation, net of shares withheld for taxes

-

67

-

67
Comprehensive loss for the period

-

-

(2,094)

(2,094)
Balance as of March 31, 2019

306

366,838

(394,424)

(27,280)
Issuance of common stock for services

6

54

-

60
Issuance of common stock upon conversion and payment of interest-in-kind on convertible debt

5

43

-

48
Share-based compensation, net of shares withheld for taxes

-

48

-

48
Comprehensive loss for the period

-

-

(1,562)

(1,562)
Balance as of June 30, 2019

317

366,983

(395,986)

(28,686)
Issuance of common stock and warrants in public and private offerings, net of issuance costs

-

180

-

180
Issuance of common stock upon exercise of warrants

14

-

-

14
Issuance of convertible debt with beneficial conversion feature

-

550

-

550
Issuance of common stock upon conversion and payment of interest-in-kind on convertible debt

4

51

-

55
Share-based compensation, net of shares withheld for taxes

-

286

-

286
Comprehensive loss for the period

-

-

(2,119)

(2,119)
Balance as of September 30, 2019

$
335

$
368,050

$
(398,105)

$
(29,720)



	Nine Months Ended
	September 30,
	2021		2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(8,977)	$	(13,174)
Adjustments to reconcile net loss to net cash used in ‎ operating activities:
Depreciation and amortization		281		497
Share-based compensation		2,569		1,004
Noncash lease expense		2		60
Loss on changes in fair value of contingent payment obligations		2,996		3,487
Loss on disposal/impairment of equipment and intangible assets		25		413
Loan forgiveness		(194)		-
Noncash expense for amendment of equity-related agreements		-		2,211
Changes in operating assets and liabilities:
Prepaid expenses and other assets		624		192
Accounts payable and accrued expenses		(4,139)		1,302
Operating lease liabilities		(107)		(174)
Total adjustments		2,057		8,992
Net cash used in operating activities		(6,920)		(4,182)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment		(2)		(3)
Net cash used in investing activities		(2)		(3)

CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from issuance of common stock, including contingent payment rights, in private offerings		5,186		3,057
Net proceeds from exercise of options and warrants		936		1,225
Net proceeds from debt financings		-		1,244
Principal payments on long-term debt		(67)		(1,251)
Net cash provided by financing activities		6,055		4,275

NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS		(867)		90

CASH AND CASH EQUIVALENTS, beginning of period		1,627		57

CASH AND CASH EQUIVALENTS, end of period	$	760	$	147

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

PARKERVISION, INC.

~~CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS~~

~~(UNAUDITED)~~

~~(in thousands)~~

Nine Months Ended

September 30,

2020

2019
CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss
$
(13,174)

$
(5,775)
Adjustments to reconcile net loss to net cash used in
operating activities:

Depreciation and amortization

497

604
Share-based compensation

1,004

401
Noncash lease expense

60

252��
Loss (gain) on changes in fair value of contingent payment obligations

3,487

(755)
Loss on disposal/impairment of equipment and other assets

413

220
Noncash expense for amendment of equity-related agreements

2,211

-
Changes in operating assets and liabilities:

Accounts receivable

-

2
Inventories

-

77
Prepaid expenses and other assets

192

105
Accounts payable and accrued expenses

1,302

1,759
Operating lease liabilities

(174)

(184)
Total adjustments

8,992

2,481
Net cash used in operating activities

(4,182)

(3,294)

CASH FLOWS FROM INVESTING ACTIVITIES:

Proceeds from sale of property and equipment

-

27
Purchases of property and equipment

(3)

(5)
Payments for patent costs and other intangible assets

-

(18)
Net cash (used in) provided by investing activities

(3)

4

CASH FLOWS FROM FINANCING ACTIVITIES:

Net proceeds from issuance of common stock, including contingent payment rights, in private offerings

3,057

-
Net proceeds from exercise of options and warrants

1,225

29
Net proceeds from debt financings

1,244

2,665
Principal payments on long-term debt

(1,251)

(800)
Principal payments on capital lease obligation

-

(1)
Net cash provided by financing activities

4,275

1,893

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

90

(1,397)

CASH AND CASH EQUIVALENTS, beginning of period

57

1,527

CASH AND CASH EQUIVALENTS, end of period
$
147

$
130

~~The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.~~

~~PARKERVISION, INC.~~

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1. Description of Business

ParkerVision, Inc. and its wholly-owned German subsidiary, ParkerVision GmbH (collectively “ParkerVision”, “we” or the “Company”), is in the business of innovating fundamental wireless technologies and products.

We have designed and developed proprietary radio frequency (“RF”) technologies and integrated circuits and license those technologies to others 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 business plan is the enforcement of our intellectual property rights through patent infringement litigation and licensing efforts. We currently have patent enforcement actions ongoing in various U.S. district courts against providers of mobile handsets, ~~and providers of~~ smart televisions and other WiFi products and, in certain cases, their chip suppliers for the infringement of ~~several~~a number 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.~~technologies.

We also designed, developed and marketed a distributed WiFi product line under the brand name Milo®. We restructured our operations in 2018 to reduce operating expenses in light of our limited capital resources. Accordingly, we significantly reduced our ongoing investment in the Milo products. In early 2019, we ceased substantially all ongoing research and development efforts and, where applicable, repurposed resources to support our patent enforcement and product sales and support efforts. We ceased sales of our Milo products in the fourth quarter of 2019 and are currently focused exclusively on our patent enforcement litigation and licensing efforts.

2. Liquidity and Going Concern

Our accompanying condensed consolidated financial statements were prepared assuming we would continue as a going concern, which contemplates that we will continue in operation for the foreseeable future and will be able to realize assets and settle liabilities and commitments in the normal course of business for a period of at least one year from the issuance date of these condensed consolidated financial statements. These condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that could result should we be unable to continue as a going concern.

We have incurred significant losses from operations and negative cash flows from operations in every year since inception and have utilized the proceeds from the sales of debt and equity securities and contingent funding arrangements with third parties to fund our operations, including the cost of litigation. For the nine months ended September 30, ~~2020,~~2021, we incurred a net loss of approximately ~~$13.2~~$9.0 million and negative cash flows from operations of approximately ~~$4.2~~$6.9 million. At September 30, ~~2020,~~2021, we had cash and cash equivalents of approximately ~~$0.1 million, a working capital deficit of approximately $4.8~~$0.8 million and an accumulated deficit of approximately ~~$415.0~~$430.1 million. Additionally, a significant amount of future proceeds that we may receive from our patent enforcement and licensing programs will first be utilized to repay borrowings and legal fees and expenses under our contingent funding arrangements. These circumstances raise substantial doubt about our ability to continue to operate as a going concern for a period of one year following the issue date of these condensed consolidated financial statements.

For the nine months ended September 30, ~~2020,~~2021, we received aggregate net proceeds from debt and equity financings of approximately ~~$4.3~~$5.2 million and proceeds from the exercise of outstanding options and warrants of approximately ~~$1.2~~$0.9 million. ~~In addition, we repaid approximately $0.7 million~~We used a significant portion of these proceeds to pay current obligations resulting in ~~short-term debt~~a reduction in our accounts payable and ~~other~~ accrued expenses ~~through~~of approximately $4.1 million for the ~~use of shares of our common stock. Despite these funding efforts, our~~nine months ended September 30, 2021. Our current capital resources are not sufficient to meet our short-term liquidity needs and we will be required to seek additional capital.

Our ability to meet our liquidity needs for the next twelve months is dependent upon (i) our ability to successfully negotiate licensing agreements and/or settlements relating to the use of our technologies by others in excess of our contingent payment obligations, ~~and~~ (ii) our ability to control operating costs, and/or (iii) our ability to obtain additional debt or equity ~~financing.~~financing, if needed. We expect that proceeds received by us from patent enforcement actions and technology licenses over the next twelve months may not be sufficient to cover our working capital requirements. In the event we do not generate revenues, or other patent-related proceeds, sufficient to cover our operational costs and contingent repayment obligations, we will be required to raise additional working capital through the sale of equity securities or other financing arrangements.

We are exploring additional financing opportunities for both our short and long-term capital needs. These financing opportunities may include debt, convertible debt, contingent payment rights, common or preferred equity offerings, or a combination thereof. There can be no assurance that we will be able to consummate a financing transaction or that the terms of such financing will be on terms and conditions that are acceptable.

We expect to continue to invest in the support of our patent enforcement and licensing programs. The long-term continuation of our business plan is dependent upon the generation of sufficient revenues from our technologies and/or products to offset expenses and contingent payment obligations. In the event that we do not generate sufficient revenues, we will be required to obtain additional funding through public or private debt or equity financing or contingent fee arrangements and/or reduce operating costs. Failure to generate sufficient revenues, raise additional capital through debt or equity financings or contingent fee arrangements, and/or reduce operating costs will have a material adverse effect on our ability to meet our long-term liquidity needs and achieve our intended long-term business objectives.

3. Basis of Presentation

The accompanying unaudited condensed consolidated financial statements for the period ended September 30, ~~2020~~2021 were prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Operating results for the three and nine months ended September 30, ~~2020~~2021, are not necessarily indicative of the results that may be expected for the year ending December 31, ~~2020~~2021, or future years. All normal and recurring adjustments which, in the opinion of management, are necessary for a fair statement of the consolidated financial condition and results of operations have been included.

The year-end condensed consolidated balance sheet data was derived from audited financial statements for the year ended December 31, ~~2019, but does not include all~~2020. Certain information and disclosures ~~required by GAAP.~~ normally included in the notes to the annual financial statements prepared in accordance with GAAP have been omitted from these interim condensed consolidated financial statements. These interim condensed consolidated financial statements should be read in conjunction with our latest Annual Report on Form 10-K for the year ended December 31, ~~2019~~2020 (“~~2019~~2020 Annual Report”).

The condensed consolidated financial statements include the accounts of ParkerVision, Inc. and its wholly-owned German subsidiary, ParkerVision GmbH, after elimination of all intercompany transactions and accounts.

4. Accounting Policies

There have been no changes in accounting policies from those stated in our ~~2019~~2020 Annual ~~Report.~~Report, other than as described below. We do not expect any newly effective accounting standards to have a material impact on our financial position, results of operations or cash flows when they become ~~effective, other than as described below.~~effective.

~~In August 2020, the FASB issued ASU~~We adopted Accounting Standards Update (“ASU”) 2020-06, ~~"Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40): Accounting~~“Accounting for Convertible Instruments and Contracts in an ~~Entity's~~Entity’s Own ~~Equity." This~~Equity” as of January 1, 2021. ASU 2020-06 simplifies accounting for convertible instruments, ~~by removing major~~eliminating separation models required under current U.S. GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument and more convertible preferred stock as a single equity instrument with no separate accounting for certain embedded conversion features. ~~The ASU removes certain settlement conditions that are required~~We used the modified retrospective method of adoption which allows for ~~equity contracts~~application of the guidance to ~~qualify for~~transactions outstanding at the ~~derivative scope exception, which will permit more equity contracts~~beginning of the fiscal year of adoption with the cumulative effect of the change being recorded as an adjustment to ~~qualify for the exception. The ASU also simplifies the diluted earnings per share (EPS) calculation in certain areas. The ASU is effective for fiscal years~~ beginning ~~after December 15, 2021, including interim periods within those fiscal years, with early~~retained earnings. Our adoption ~~permitted for fiscal years beginning after December 15, 2020. We are evaluating the impact~~ of ASU 2020-06 onresulted in an increase to our ~~consolidated financial statements.~~long-term debt of approximately $0.8 million, a decrease in additional paid-in-capital of approximately $1.1 million, and an adjustment to our beginning accumulated deficit of

$0.3 million resulting from the elimination of the previously recognized beneficial conversion feature as a debt discount.

5. Revenue

We have an active monitoring and enforcement program with respect to our intellectual property rights that includes seeking appropriate compensation from third parties that utilize or have utilized our intellectual property without a license. As a result, we may receive payments as part of a settlement or in the form of court-awarded damages for a patent infringement dispute. We recognize such payments as revenue in accordance with Accounting Standards Codification (“ASC”) 606, “Revenue from Contracts with Customers.”

During the three and nine months ended September 30, 2021, we recognized approximately $0.14 million in revenue from licensing and settlement agreements with third parties for their use of our technologies. Our performance obligations were satisfied, and therefore revenue recognized, upon receipt of proceeds and subsequent dismissal of all patent enforcement actions between the parties.

6. Loss per Common Share

Basic loss per common share is determined based on the weighted-average number of common shares outstanding during each period. Diluted loss per common share is the same as basic loss per common share as all common share equivalents are excluded from the calculation, as their effect is anti-dilutive.

We have shares underlying outstanding options, warrants, unvested ~~RSUs~~restricted stock units (“RSUs”) and convertible notes that were excluded from the computation of diluted loss per share as their effect would have been anti-dilutive. These common share equivalents at September 30, ~~2020~~2021 and ~~2019~~2020 were as follows (in thousands):


	September 30,				September 30,
	2020		2019		2021		2020
Options outstanding		12,248		11,349		23,724		12,248
Warrants outstanding		13,850		12,150		9,819		13,850
Unvested RSUs		291		-		-		291
Shares underlying convertible notes		23,807		20,846		20,757		23,807
		50,196		44,345		54,300		50,196

7. Prepaid Expenses

Prepaid expenses consist of the following (in thousands):



	September 30,		December 31,		September 30,		December 31,
	2020		2019		2021		2020
Prepaid services	$	453	$	221	$	640	$	408
Prepaid bonds for German statutory costs		136		188		-		142
Prepaid insurance		44		62		32		21
Prepaid licenses, software tools and support		11		17		19		11
Other prepaid expenses		16		17		16		17
	$	660	$	505	$	707	$	599

Prepaid services at September 30, 2021 and December 31, 2020 include approximately ~~$0.2~~$0.6 million and $0.1 million, respectively of consulting services paid in shares of stock or warrants to purchase shares of stock in the ~~future at September 30, 2020, and December 31, 2019, respectively.~~future.

7.8. Intangible Assets

Intangible assets consist of the following (in thousands):



	September 30,		December 31,		September 30,		December 31,
	2020		2019		2021		2020
Patents and copyrights	$	15,184	$	16,612	$	14,826	$	14,948
Accumulated amortization		(12,858)		(13,734)		(12,939)		(12,778)
	$	2,326	$	2,878	$	1,887	$	2,170

9. Leases

~~8. Operating Lease Right-of-Use Assets~~

~~For~~During the nine months ended September 30, ~~2020,~~2021, we ~~recognized an impairment loss of approximately $0.2 million on the right-of-use asset~~entered into a sublease agreement related to our Lake Mary office ~~lease. We ceased use of this facility in 2018~~space. The sublease is accounted for as ~~part~~an operating lease and is for the remaining term of our ~~restructuring~~original lease, through November 2022. Rental income recognized of operation. The value of our right-of-use asset included estimated future sublease income. Due to a number of factors, including the high vacancy rate of the building in which the space is located and the current COVID-19 environment, we determined securing a sublease$0.02 million for the ~~space would be unlikely. Accordingly, in 2020, we recognized an impairment loss, which represented~~

~~the remaining carrying value of the asset. The impairment~~three and nine months ended September 30, 2021, is included in ~~selling, general, and administrative expenses~~“Other income” in ~~our~~the accompanying condensed consolidated statements of comprehensive loss.

9.10. Debt

Notes Payable

Related Party Note Payable

We have an unsecured promissory note of approximately ~~$0.8~~$0.7 million payable to Sterne, Kessler, Goldstein, & Fox, PLLC (“SKGF”), a related party, for outstanding unpaid fees for legal services. Subsequent to September 30, 2021, SKGF agreed to amend the note in order to extend the final balloon payment due under the note from April 2022 to April 2023. The SKGF note, as amended, ~~accrues~~will continue to accrue interest at a rate of 4% per annum, requires repayments of principal and interest at a rate of $10,000 per month ~~with a~~and will extend the final balloon payment ~~due in~~into April ~~2022.~~2023. We are currently in compliance with all the terms of the ~~note, as amended.~~ note.

Secured Note Payable

~~We have~~Our secured note payable as of December 31, 2020 represented default interest accrued related to a note payable to Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, ~~P.C.~~P.C (“Mintz”) for outstanding ~~unpaid attorney’s~~ fees and ~~costs associated with our patent enforcement program. The Mintz note is non-interest bearing, except in the event~~expenses. Additionally, as of a default, and is secured by certain of our U.S. and foreign patents. The note, at Mintz’s option, accelerates and becomes immediately due and payable in the case of standard events of default and/or in the event of a sale or other transfer of substantially all of our assets or a transfer of more than 50% of our capital stock in one or a series of transactions or through a merger or other similar transaction.

We have been in default on the payment terms of the note since November 17, 2019, and accordingly, have accrued interest at the default rate of 12% per annum. Currently, Mintz has not requested acceleration of unpaid principal and interest on the note, nor have they waived the outstanding default. During the nine months ended September 30,December 31, 2020, we made payments to Mintz of $1.2 million, which we applied to outstanding principal and interest on the Mintz note, leaving an outstanding balance, including accrued default interest, at September 30, 2020 ofhad approximately ~~$0.02 million. Mintz disputes our application of payments against principal and interest on the note rather than against the~~ $3.1 million in ~~billed and unpaid fees and expenses~~accounts payable to Mintz ~~included in accounts payable at September 30, 2020. The unpaid~~for outstanding fees and ~~expenses payable to Mintz at September 30, 2020 exclude~~expenses. We also had approximately $3.6 million in disputed legal fees and expenses billed by Mintz that ~~are in excess of agreed-upon fee caps. We consider the excess fees to be~~we treated as a loss contingency that iswas not probable as of December 31, 2020 and accordingly, for which we recognized no expense in the ~~issuance date of these condensed~~ consolidated financial ~~statements and, accordingly,~~statements. On March 29, 2021, we ~~have not recognized these excess fees in expense for the period ended September 30, 2020. We are in discussions~~entered into an agreement with Mintz to ~~resolve~~satisfy our outstanding ~~fee dispute with regard~~obligations to ~~amounts billed~~Mintz. Under the terms of the agreement, (i) Mintz waived all past defaults on the note resulting in a reversal of previously accrued interest, (ii) we paid Mintz a lump-sum payment of $3.0 million in satisfaction of all outstanding obligations including our accounts payable to Mintz and ~~payable as well as any~~all disputed and unrecorded billings, and (iii) Mintz agreed to a significant reduction in future success fees that might be payable ~~on potential future~~to Mintz from patent-related proceeds.

Unsecured Notes Payable

~~Unsecured notes payable at September 30, 2020 represents the current portion of our Paycheck Protection Program loan, as described more fully below.~~ Unsecured notes payable at December 31, 2019 represents the outstanding principal balance of unsecured short-term promissory notes with accredited investors for aggregate proceeds of approximately $0.23 million. The short-term promissory notes, as amended, accrued interest at2020 represented a rate of 20% per annum. During the nine months ended September 30, 2020, we issued an aggregate of 1,740,426 shares of our common stock as an in-kind repayment of all outstanding principal and accrued interest on these short-term notes.

Paycheck Protection Program ~~Loan~~

~~In May 2020, we received~~loan of approximately $0.2 million received in ~~proceeds from an approved loan under the Paycheck Protection Program. Interest will accrue on outstanding principal balance at a rate of 1%, computed on a simple interest basis.~~May 2020. The loan ~~principal and accrued interest will be~~was eligible for

forgiveness provided that (i) we used the loan proceeds exclusively for allowed costs including payroll, employee group health benefits, rent and utilities and (ii) employee and compensation levels were maintained during the coverage period. ~~If the~~We applied for loan ~~is not forgiven, we will be required to make monthly repayments of approximately $8,000 per month commencing May 1,~~forgiveness in April 2021 and the loan ~~will mature on May 3, 2022, at which time any unpaid principal~~was forgiven in June 2021. The forgiveness of the loan was recognized as income and ~~accrued interest will be due and payable. The current and noncurrent portions of this loan are~~is included in ~~the captions “Unsecured notes payable” and~~ “Other ~~long-term liabilities”~~income” in the accompanying condensed consolidated ~~balance sheet as~~statements of comprehensive loss for the three and nine months ended September 30, ~~2020.~~2021.

Convertible Notes

Our convertible notes represent ~~five-year~~5-year promissory notes that are convertible, at the holders’ option, into shares of our common stock at fixed conversion prices. ~~The notes bear interest~~Interest payments are made on a quarterly basis and are payable, at ~~a stated rate of 8% per annum, except for the July 18, 2019 notes which bear interest at a stated rate of 7.5% per annum. Interest is payable quarterly, and we may elect~~our option, subject to ~~pay interest~~certain equity conditions, in either cash, shares of our common stock, or a combination ~~thereof, subject to certain equity conditions.~~thereof. To date, all interest payments on the convertible notes have been made in shares of our common stock. We have recognized the convertible notes as debt in our condensed consolidated financial statements. The fixed conversion prices of certain of the notes were below the market value of our common stock ~~including payments~~on the closing date resulting in the recognition of ~~$0.22~~a beneficial conversion feature that was recorded as a discount on the convertible notes at the note inception date, with a corresponding increase to additional paid in capital. Upon our adoption of ASU 2020-06 on January 1, 2021, the beneficial conversion feature was eliminated, resulting in an increase of $0.8 million ~~during~~to convertible debt and a cumulative adjustment to beginning accumulated deficit of $0.3 million, representing the ~~nine months ended September 30, 2020.~~ discount amortization recognized prior to adoption of the new standard (see Note 4).

We have the option to prepay the majority ~~of the notes any time following the one-year anniversary of the issuance~~ of the notes, subject to a premium on the outstanding principal prepayment amount of 25% prior to the two-year anniversary of the note issuance date, 20% prior to the three-year anniversary of the note issuance date, 15% prior to the four-year anniversary of the note issuance date, or 10% thereafter. ~~We do not have~~The notes provide for events of default that include failure to pay principal or interest when due, breach of any of the representations, warranties, covenants or agreements made by us, events of liquidation or bankruptcy, and a ~~prepayment option with regard~~change in control. In the event of default, the interest rate increases to 12% per annum and the ~~July 18, 2019 notes or the January 8, 2020 notes.~~

~~Notes with a~~outstanding principal balance of ~~$0.13~~the notes plus all accrued interest due may be declared immediately payable by the holders of a majority of the then outstanding principal balance of the notes.

Convertible notes payable at September 30, 2021 and December 31, 2020 consist of the following (in thousands):



	Fixed			Principal Outstanding as of
	Conversion	Interest		September 30,		December 31,
Description	Rate	Rate	Maturity Date	2021		2020
Convertible notes dated September 10, 2018	$0.40	8.0%	September 7, 2023	$	200	$	600
Convertible note dated September 19, 2018	$0.57	8.0%	September 19, 2023		425		425
Convertible notes dated February/March 2019	$0.25	8.0%	February 28, 2024 to March 13, 2024		850		1,300
Convertible notes dated June/July 2019	$0.10	8.0%	June 7, 2024 to July 15, 2024		340		340
Convertible notes dated July 18, 2019	$0.08	7.5%	July 18, 2024		700		700
Convertible notes dated September 13, 2019	$0.10	8.0%	September 13, 2024		50		50
Convertible notes dated January 8, 2020	$0.13	8.0%	January 8, 2025		450		450
Total principal balance					3,015		3,865
Less Unamortized discount					-		847
				$	3,015	$	3,018

For the nine months ended September 30, 2021, convertible notes with a face value of $0.85 million were converted, at the option of the ~~holder,~~holders, into 2,800,000 shares of our common stock ~~during~~and we recognized interest expense of approximately $0.2 million related to the ~~nine-month period~~contractual interest which we elected to pay in shares of our common stock. For the nine months ended September 30, ~~2020.~~

~~Convertible notes payable at September 30, 2020 and December 31, 2019 consist of the following (in thousands):~~

Fixed

Effective

Principal Outstanding as of

Conversion

Interest

September 30,

December 31,
Description

Rate

Rate 1

Maturity Date

2020

2019
Convertible notes dated September 10, 2018

$0.40

23.4%

September 7, 2023

$
600

$
700
Convertible note dated September 19, 2018

$0.57

10.2%

September 19, 2023

425

425
Convertible notes dated February/March 2019

$0.25

8.0%

February 28, 2024 to March 13, 2024

1,300

1,300
Convertible notes dated June/July 2019

$0.10

8.0%

June 7, 2024 to July 15, 2024

365

390
Convertible notes dated July 18, 2019

$0.08

46.1%

July 18, 2024

700

700
Convertible notes dated September 13, 2019

$0.10

25.9%

September 13, 2024

50

50
Convertible notes dated January 8, 2020

$0.13

20.3%

January 8, 2025

450

-
Total principal balance

3,890

3,565
Less Unamortized discount

880

832

$
3,010

$
2,733

1 ~~Notes with an effective interest rate in excess of 8% represent notes that were~~2021, we issued ~~with a beneficial conversion feature meaning that the conversion price of the note was below the market price~~approximately 215,000 shares of our common stock ~~at closing. The~~as interest-in-kind payments on our convertible notes.

At September 30, 2021, we estimate our convertible notes have an aggregate fair value of the beneficial conversion feature is recognized as a discount on the note with a corresponding credit to additional paid in capital at inception. The note discount is amortized over the five-year termapproximately $2.4 million and would be categorized within Level 2 of the ~~note.~~ fair value hierarchy.

Secured Contingent Payment Obligation

The following table provides a reconciliation of our secured contingent payment obligation, measured at estimated fair market value, for the nine months ended September 30, ~~2020~~2021 and the year ended December 31, ~~2019~~2020 (in thousands):



	Nine Months Ended September 30, 2020		Year Ended December 31, 2019		Nine Months Ended September 30, 2021		Year Ended December 31, 2020
Secured contingent payment obligation, beginning of period	$	26,651	$	25,557	$	33,057	$	26,651
Change in fair value		2,137		1,094		2,883		6,406
Secured contingent payment obligation, end of period	$	28,788	$	26,651	$	35,940	$	33,057

Our secured contingent payment obligation represents the estimated fair value of our repayment obligation to Brickell Key Investments, LP (“Brickell”) under a February 2016 funding agreement, as amended. Brickell is entitled to priority ~~payment~~payments of 55% to 100% of proceeds received from all patent-related actions until such time that Brickell has been repaid ~~in full. After repayment~~its minimum return. The minimum return is determined as a multiple of the funded

amount ~~which is $14.7~~that increases over time. The estimated minimum return due to Brickell was approximately $47.2 million and $42.0 million as of September 30, 2021 and

December 31, 2020, Brickell is entitled to a portion of remaining proceeds up to a specified minimum return which is determined as a percentage of the funded amount and varies based on the timing of repayment and the origin of the proceeds.respectively. In addition, Brickell is entitled to a pro rata portion of proceeds from specified legal actions to the extent aggregate proceeds from those actions exceed the ~~specified~~ minimum return. The range of potential proceeds payable to Brickell is discussed more fully in Note ~~10.~~11. As of September 30, ~~2020,~~2021, we are in compliance with our obligations under this agreement.

We have elected to measure our secured contingent payment obligation at its estimated fair value based on probability-weighted estimated cash outflows, discounted back to present value using a discount rate determined in accordance with accepted valuation ~~methods.~~methods (see Note 11). The secured contingent payment obligation is remeasured to fair value at each reporting period with changes recorded in the condensed consolidated statements of comprehensive loss until the contingency is ~~resolved (see Note 10).~~ resolved.

Unsecured Contingent Payment Obligations

The following table provides a reconciliation of our unsecured contingent payment obligations, measured at estimated fair market value, for the nine months ended September 30, ~~2020~~2021 and the year ended December 31, ~~2019~~2020 (in thousands):


	~~Nine Months Ended~~ ~~September 30, 2020~~		~~Year Ended~~ ~~December 31, 2019~~
~~Unsecured contingent payment obligations, beginning of period~~	$	-	$	-
~~Reclassification of other liabilities~~		~~1,003~~		-
~~Proceeds from sale of contingent payment rights~~		~~984~~		-
~~Initial fair market value of modification~~		~~436~~		-
~~Change in fair value~~		~~1,350~~		-
~~Unsecured contingent payment obligations, end of period~~	$	~~3,773~~	$	-


	Nine Months Ended September 30, 2021		Year Ended ‎December 31, 2020
Unsecured contingent payment obligations, beginning of period	$	5,222	$	-
Reclassification of other liabilities		-		1,003
Issuance of contingent payment rights		412		2,258
Change in fair value		113		1,961
Unsecured contingent payment obligations, end of period	$	5,747	$	5,222

Our unsecured contingent payment obligations represent amounts payable to others from future patent-related proceeds including (i) a termination fee due to a litigation funder ~~(“Termination Fee”)~~ and (ii) contingent payment rights issued to accredited investors in connection with equity financings (“CPRs”). We have elected to measure these unsecured contingent payment obligations at their estimated fair value based on probability-weighted estimated cash outflows, discounted back to present value using a discount rate determined in accordance with accepted valuation methods. The unsecured contingent payment obligations will be remeasured to fair value at each reporting period with changes recorded in the condensed consolidated statements of comprehensive loss until the contingency is resolved (see Note ~~10).~~

The Termination Fee is a result of $1.0 million received as advances under a letter agreement with a third-party funder. Based on the terms of the letter agreement, if a final funding arrangement was not executed by March 31, 2020, we would be obligated to pay, from future patent-related proceeds, an aggregate termination payment equal to five times the upfront payment received, or $5.0 million. We did not reach an agreement as of March 31, 2020 and formally terminated negotiations in April 2020. Advances under the letter agreement included $0.4 million as of December 31, 2019, and $0.6 million advanced in January 2020. The advances, which were initially recorded in other long-term liabilities, were reclassified to unsecured contingent payment obligations at March 31, 2020 when the Termination Fee obligation was incurred. As of September 30, 2020, the estimated fair value of unsecured contingent payment obligations related to the Termination Fee is $2.4 million.

~~The CPRs represent the estimated fair value of rights provided to accredited investors who purchased shares of our common stock between March and August 2020 (see Note 12)~~11). During the nine months

ended September 30, ~~2020,~~2021, we received proceeds of ~~$2.1~~$1.0million from the sale of common stock with ~~contingent payment rights,~~CPRs, of which approximately ~~$1.0~~$0.4 million was allocated to the CPRs. ~~In addition, on May 1, 2020, we granted CPRs to investors who purchased $0.9 million of our common stock in March 2020, resulting in a charge to expense of $0.4 million for~~Our aggregate maximum obligation under the initial estimated fair value of the CPRs. The terms of the CPRs provide that we will pay each investor an allocated portion of our net proceeds from patent-related actions, after taking into account fees and expenses payable to law firms representing us and amounts payable to Brickell. The investors’ allocated portion of net proceeds will be determined by multiplying the net proceeds recovered by us (up to $10 million) by the quotient of such investors’ subscription amount divided by $10 million, up to an amount equal to each investor’s subscription amount, or an aggregate of $3.0 million. As of September 30, 2020, the estimated fair value of our unsecured contingent payment obligations ~~related to the CPRs~~ is ~~$1.4 million.~~$10.8 million as of September 30, 2021.

~~10.~~12

11. Fair Value Measurements

The following tables summarize the fair value of our assets and liabilities measured at fair value on a recurring basis as of September 30, ~~2020~~2021 and December 31, ~~2019~~2020 (in thousands):



			Fair Value Measurements								Fair Value Measurements
	Total Fair Value		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Fair Value		Quoted ‎Prices ‎in Active ‎Markets ‎(Level 1)		Significant ‎Other ‎Observable ‎Inputs ‎(Level 2)		Significant ‎Unobservable ‎Inputs ‎(Level 3)
September 30, 2020:
September 30, 2021:
Liabilities:
Secured contingent payment obligation	$	28,788	$	-	$	-	$	28,788	$	35,940	$	-	$	-	$	35,940
Unsecured contingent payment obligations		3,773		-		-		3,773		5,747		-		-		5,747



			Fair Value Measurements								Fair Value Measurements
	Total Fair Value		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Fair Value		Quoted ‎Prices ‎in Active ‎Markets ‎(Level 1)		Significant ‎Other ‎Observable ‎Inputs ‎(Level 2)		Significant ‎Unobservable ‎Inputs ‎(Level 3)
December 31, 2019:
December 31, 2020:
Liabilities:
Secured contingent payment obligation	$	26,651	$	-	$	-	$	26,651	$	33,057	$	-	$	-	$	33,057
Unsecured contingent payment obligations									$	5,222	$	-	$	-	$	5,222

The fair values of our secured and unsecured contingent payment obligations were estimated using a probability-weighted income approach based on various cash flow scenarios as to the outcome of patent-related actions both in terms of timing and amount, discounted to present value using a risk-adjusted rate. We used a risk-adjusted discount rate of ~~14.15%~~14.41% at September 30, ~~2020,~~2021, based on a risk-free rate of ~~0.15%~~0.41% as adjusted by 8% for credit risk and 6% for litigation inherent risk.

‎

1513

The following table provides quantitative information about the significant unobservable inputs used in the measurement of fair value for both the secured and unsecured contingent payment obligations at September 30, ~~2020,~~2021, including the lowest and highest undiscounted payout scenarios as well as a weighted average payout scenario based on relative undiscounted fair value of each cash flow scenario.



	Secured Contingent Payment Obligation			Unsecured Contingent Payment Obligations			Secured Contingent Payment Obligation			Unsecured Contingent Payment Obligations
Unobservable Inputs	Low	Weighted Average	High	Low	Weighted Average	High	Low	Weighted Average	High	Low	Weighted Average	High

Estimated undiscounted cash outflows (in millions)	$0.0	$39.3	$58.5	$0.0	$5.1	$8.0	$0.0	$50.2	$76.8	$0.0	$8.1	$10.8
Duration (in years)	1.0	2.4	3.0	1.0	2.4	3.0	0.3	2.5	3.3	1.3	2.5	3.3
Estimated probabilities	0%	13%	30%	2%	22%	38%	0%	21%	25%	25%	25%	25%

We evaluate the estimates and assumptions used in determining the fair value of our contingent payment obligations each reporting period and make any adjustments prospectively based on those evaluations. Changes in any of these Level 3 inputs could result in a significantly higher or lower fair value measurement.

~~11.~~12. Legal Proceedings

From time to time, we are subject to legal proceedings and claims which arise in the ordinary course of our business. These proceedings include patent enforcement actions initiated by us against others for the infringement of our technologies, as well as proceedings brought by others against us, including proceedings at the Patent Trial and Appeal Board of the U.S. Patent and Trademark Office (“PTAB”).

The majority of our litigation, including our PTAB proceedings, is being paid for through contingency fee arrangements with our litigation counsel as well as third-party litigation financing. In general, litigation counsel is entitled to recoup on a priority basis, from litigation proceeds, any out-of-pocket expenses incurred. Following reimbursement of out-of-pocket expenses, litigation counsel is generally entitled to a percentage of remaining proceeds based on the terms of the specific arrangement between us, counsel and ~~in the Federal Patent Court~~our third-party litigation funder.

We were liable for costs assessed on infringement and validity cases in Germany in ~~an attempt to invalidate certain~~which we did not prevail. A portion of ~~our patent claims. We had several patent enforcement actions~~this liability was covered by bonds posted in Germany, which has a “loser pay” system whereby the non-prevailing party is responsible for statutory attorney fees and costs. To the extent a loss is probable and reasonably estimable as of the balance sheet date, the estimated loss is recorded in the accompanying condensed consolidated statements of comprehensive loss and included in current liabilities under the heading “statutory court costs” in the condensed consolidated balance sheets.Germany. As of September 30, ~~2020,~~2021, our bonds have been fully released and ~~December 31, 2019, we have accrued an aggregate of $0.24 million and $0.37 million, respectively, in estimated~~all outstanding statutory court costs ~~for our cases~~have been satisfied in full. We have 0 remaining litigation or related liabilities in Germany.

~~United States Proceedings~~

ParkerVision v. Qualcomm (Middle District of Florida)

We have a patent infringement complaint pending in the Middle District of Florida against Qualcomm Incorporated and Qualcomm Atheros, Inc. (collectively “Qualcomm”) seeking approximately $1.3 billion in damages for infringement of ~~four~~4 of our patents (the “Qualcomm Action”). HTC ~~(HTC~~ Corporation and HTC America, Inc. (collectively “HTC”) ~~was~~were also ~~a defendant~~defendants in this case but we voluntarily dismissed our claims against HTC and HTC dismissed their related counter-claims against us in October 2020. Qualcomm has pending counterclaims against us for non-infringement and invalidity for all patents in the case. The case was filed in May 2014 and stayed in February 2016 pending decisions in other cases, including the appeal of a PTAB proceeding with regard to U.S. patent 6,091,940 (“the ‘940 Patent”) asserted in this case. In March 2017, the PTAB ruled in our favor on ~~three~~3 of the ~~six~~6 petitions (the method claims), ruled in Qualcomm’s favor on ~~two~~2 of the ~~six~~6 petitions (the apparatus claims) and

issued a split decision on the claims covered in the sixth petition. In September 2018, the Federal Circuit upheld the PTAB’s decision with regard to

the ‘940 Patent and, in January 2019, the court lifted the stay in this case. In July 2019, the court issued an order that granted our proposed selection of patent claims from ~~four~~4 asserted patents, including the ‘940 Patent, and denied Qualcomm’s request to limit the claims and patents. The court also agreed that we may elect to pursue accused products that were at issue at the time the case was stayed, as well as new products that were released by Qualcomm during the pendency of the stay. In September 2019, Qualcomm filed a motion for partial summary judgement in an attempt to exclude certain patents from the case, including the ‘940 Patent. The court denied this motion in January 2020. In April 2020, the court issued its claim construction order in which the court adopted our proposed construction for ~~seven~~7 of the ~~ten~~10 disputed terms and adopted slightly modified versions of our proposed construction for the remaining terms. ~~In October~~Due to the impact of COVID-19, a number of the scheduled deadlines in this case were moved including the trial commencement date which was rescheduled from December 2020 ~~our damages expert submitted a report concluding that~~to May 2021. We are seeking $1.3 billion ~~is the reasonable royalty~~in royalties owed to us by Qualcomm for its unauthorized use of our technology, ~~excluding~~based on a report submitted by our damages expert in this case in October 2020. Such amount excludes additional amounts requested by us for interest and enhanced damages for willful infringement. Ultimately, ~~these amounts~~the amount of damages, if any, will be determined by a jury and the court. Discovery iswas expected to close in December ~~2020 and~~2020; however, the court allowed us to designate a substitute expert due to medical issues with one of our experts in the case. Accordingly, the close of discovery was delayed approximately one month until January 2021. As a result of these delays, the court rescheduled the trial ~~is scheduled to commence on~~commencement date from May 3, 2021 to July 6, 2021. ~~The law firm of McKool Smith is representing us~~In March 2021, the court further delayed the trial date citing backlog due to the pandemic, among other factors. A new trial date has not yet been set although the court indicated the case was unlikely to be tried before November or December 2021. Fact and expert discovery in this case are closed, expert reports have been submitted, and summary judgement and Daubert briefings have been completed by the parties. Joint pre-trial statements were submitted in May 2021. In March 2021, the court granted Qualcomm’s motion to strike certain of our 2020 infringement contentions. We filed a motion to clarify the court’s order and in July 2021, based on the court’s response to our motion to clarify, we filed a ~~contingency fee basis.~~joint motion for entry of a judgement of non-infringement of our Patent No. 7,865,177 (“the ‘177 Patent”), subject to appeal. A number of outstanding motions are pending decisions by the court.

ParkerVision v. Apple and Qualcomm (Middle District of Florida)

In December 2015, we filed a patent infringement complaint in the Middle District of Florida against Apple Inc. (“Apple”), LG Electronics, Inc., LG Electronics U.S.A., Inc. and LG Electronics MobileComm U.S.A., Inc. (collectively “LG”), Samsung Electronics Co. Ltd., Samsung Electronics America, Inc., Samsung Telecommunications America LLC, and Samsung Semiconductor, Inc. (collectively “Samsung”), and Qualcomm alleging infringement of ~~four~~4 of our patents. In February 2016, the district court proceedings were stayed pending resolution of a corresponding case filed at the International Trade Commission (“ITC”). In July 2016, we entered into a patent license and settlement agreement with Samsung and, as a result, Samsung was dismissed from the district court action. In March 2017, we filed a motion to terminate the ITC proceedings and a corresponding motion to lift the stay in the district court case. This motion was granted in May 2017. In July 2017, we filed a motion to dismiss LG from the district court case and re-filed our claims against LG in the District of New Jersey (see ParkerVision v. LG below). Also in July 2017, Qualcomm filed a motion to change venue to the ~~southern district~~Southern District of California, and Apple filed a motion to dismiss for improper venue. In March 2018, the district court ruled against the Qualcomm and Apple motions. The parties also filed a joint motion in March 2018 to eliminate ~~three~~3 of the ~~four~~4 patents in the case in order to expedite proceedings leaving our U.S. patent 9,118,528 as the only remaining patent in this case. A claim construction hearing was held on August 31, 2018. In July 2019, the court issued its claim construction order in which the court adopted our proposed claim construction for ~~two~~2 of the ~~six~~6 terms and the “plain and ordinary meaning” on the remaining terms. In addition, the court denied a motion filed by Apple for summary judgment. Fact discovery has closed in this case and a jury trial was scheduled to begin in August

2020. In March 2020, as a result of the impact of COVID-19, the parties filed a motion requesting an extension of certain deadlines in the case. In April 2020, the court stayed this proceeding pending the outcome of the Qualcomm Action. ~~The law firm of Mintz Levin is representing us in this case on a partial contingency fee basis.~~

ParkerVision v. LG (District of New Jersey)

In July 2017, we filed a patent infringement complaint in the District of New Jersey against LG for the alleged infringement of the same four patents previously asserted against LG in Florida (see ParkerVision v. Apple and Qualcomm above). We elected to dismiss the case in Florida and re-file in New Jersey as a result of a Supreme Court ruling regarding proper venue. In March 2018, the court stayed this case pending a final decision in ParkerVision v. Apple and Qualcomm in the Middle District of Florida. As part of this stay, LG has agreed to be bound by the final claim construction decision in that case.

ParkerVision v. Intel (Western District of Texas)

In February 2020, we filed a patent infringement complaint in the Western District of Texas against Intel Corporation (“Intel”) alleging infringement of ~~eight~~8 of our patents. The complaint was amended in May 2020 to add ~~two~~2 additional patents. In June 2020, we requested that one of the patents be dropped from this case and filed a second case in the Western District of Texas that included this dismissed patent (see ParkerVision v.

Intel II below). Intel’s response to our complaint was filed in June 2020 denying infringement and claiming invalidity of the patents. Intel has also filed a motion to transfer venue which ~~has not yet been ruled on~~was denied by the court. The court issued its claim construction ~~hearing is currently scheduled for~~ruling in January ~~22,~~ 2021 ~~and~~in which the majority of the claims were decided in our favor. The case iswas scheduled for trial beginning February 7, 2022. ~~The law firm of Goldberg Segalla is representing us in this case on a contingency fee basis.~~

In April 2021, we filed an amended complaint to include additional Intel ~~v. ParkerVision (PTAB)~~

~~Intel filed petitions for~~ ~~Inter PartesReview~~ ~~(IPR) against U.S. patent 7,539,474 (“the ‘474 Patent”)~~chips and ~~U.S. patent 7,110,444 (“the ‘444 Patent”), both of which are patents asserted in~~ ~~ParkerVision v. Intel. Our preliminary responses~~products, including Wi-Fi devices to the ~~petitions are due late~~complaint. The court suggested that, given the number of patents at issue, the case would be separated into two trials and, as a result of the added products, the first trial date will be scheduled in June 2022. Based on discussions with the ~~fourth quarter of 2020~~court, we anticipate the second trial date will be scheduled to begin several months following ~~which~~ the ~~PTAB will make its decision as to whether to institute or dismiss the review proceedings.~~first trial.

ParkerVision v. Intel II (Western District of Texas)

In June 2020, to reduce the number of claims in ParkerVision v. Intel, we filed a second patent infringement complaint in the Western District of Texas against Intel that included ~~a single~~1 patent that we voluntarily dismissed from the original case. In July 2020, we amended our complaint adding ~~two~~2 more patents to the case. ~~The~~In May 2021, we further amended our complaint to include additional Intel chips and products, including Wi-Fi devices. Two claim construction hearings were held and in July 2021, the court issued its claim construction order in which the majority of the claim terms were construed in our favor. Based on communications with the Court, the parties submitted a case schedule setting forth a final pretrial conference for October 2022, however this date may change dependent upon the timing of the second trial in the Intel I case discussed above.

Intel v. ParkerVision (PTAB)

Intel filed petitions for Inter PartesReview (“IPR”) against U.S. patent 7,539,474 (“the ‘474 Patent”), U.S. patent 7,110,444 (“the ‘444 Patent”) and U.S. patent 8,190,108 (“the ‘108 Patent”), all of which are patents asserted in our infringement cases against Intel. In January 2021, the PTAB issued its decision to institute IPR proceedings for the ‘444 Patent and the ‘474 Patent. An oral hearing ~~is currently scheduled for February 25,~~was held on November 1, 2021 and final decisions from the ~~case~~PTAB on the ‘474 Patent and the ‘444 Patent are expected by late January 2022.

In July 2021, the PTAB issued its decision to institute IPR proceedings for the ‘108 Patent. We filed our response to this petition in October 2021 and an oral hearing is scheduled for ~~trial beginning March 17,~~April 2022. ~~The law firm of Goldberg Segalla~~A final decision from the PTAB with respect to the ‘108 Patent is ~~representing us in this case on a contingency fee basis.~~expected by July 2022.

~~ParkerVision v. TCL (Central District of California)~~Additional Patent Infringement Cases

~~In May 2020, we~~ParkerVision filed a number of additional patent infringement complaint against TCL Technology Group Corp, a Chinese company, and its U.S. subsidiary, TTE Technology, Inc. in the Central District of California alleging infringement of ten of our patents. In October 2020, we voluntarily dismissed this case without prejudice and filed a corresponding complaintcases in the Western District of Texas ~~(see below).~~

~~ParkerVision v. TCL (Western District of Texas)~~

Inin September and October 2020 ~~we filed a patent infringement complaint~~including cases against (i) TCL Industries Holdings Co., Ltd, a Chinese company, TCL Electronics Holdings Ltd., Shenzhen TCL New Technology Co., Ltd, TCL King Electrical Appliances (Huizhou) Co., Ltd., TCL Moka Int’l Ltd. and TCL Moka Manufacturing S.A. DE C.V. (collectively “TCL”) in the Western District of Texas alleging infringement of ten of our patents. TCL products included in the action incorporate modules that contain certain Wi-Fi chips manufactured by Realtek. The law firm of Goldberg Segalla is representing us in this case on a contingency fee basis.

~~ParkerVision v. Hisense (Western District of Texas)~~

~~In September 2020, we filed a patent infringement complaint against~~, (ii) Hisense Co., Ltd. and Hisense Visual Technology Co., Ltd (collectively “Hisense”), a Chinese company, in the Western District of Texas alleging infringement of ten of our patents. Hisense products included in the action incorporate modules that contain certain Wi-Fi chips manufactured by Realtek and MediaTek. The law firm of Goldberg Segalla is representing us in this case on a contingency fee basis.

~~ParkerVision v. Buffalo (Western District of Texas)~~

~~In October 2020, we filed a patent infringement complaint against~~(iii) Buffalo Inc., a Japanese company (“Buffalo”)~~, in the Western District of Texas alleging infringement of ten of our patents. Buffalo products included in the action incorporate modules that contain certain Wi-Fi chips manufactured by Realtek~~ and ~~MediaTek. The law firm of Goldberg Segalla is representing us in this case on a contingency fee basis.~~

~~ParkerVision v.Zyxel (Western District of Texas)~~

~~In October 2020, we filed a patent infringement complaint against~~(iv) Zyxel Communications Corporation, a Chinese multinational electronics company headquartered in Taiwan, (“Zyxel”),. Each case alleges infringement of the same ten patents by products that incorporate modules containing certain Wi-Fi chips manufactured by Realtek and/or MediaTek. Each of the defendants have filed responses denying infringement and claiming invalidity of the patents, among other defenses.

In September 2021, we dismissed the cases against Buffalo and Zyxel following satisfaction of the parties’ obligations under settlement and license agreements entered into in May 2021 and September 2021, respectively. The court held a Markman hearing on October 27, 2021 for the remaining defendants, Hisense and TCL, and issued its claim construction recommendations on October 29, 2021, in which nearly all of the claim terms were decided in our favor. The Hisense and TCL cases are expected to have a trial date in December 2022.

In May 2021, we also filed a patent infringement case against LG Electronics, a South Korean company, in the Western District of Texas alleging infringement of the same ten patents.

TCL, et. al. v. ParkerVision (PTAB)

In May 2021, TCL, along with Hisense, filed petitions for Inter PartesReview (“IPR”) against U.S. patent 7,292,835 (“the ‘835 Patent”) and the ‘444 Patent, both of ~~our patents. Zyxel products included~~which are asserted in the ~~action incorporate~~

~~modules that contain certain Wi-Fi chips manufactured by Realtek and MediaTek. The law firm of Goldberg Segalla is representing us in this case on a contingency fee basis.~~

~~The~~infringement cases ~~filed~~ against ~~Zyxel, Buffalo, Hisense, and TCL~~these parties in the Western District of ~~Texas all assert the same ten patents.~~

~~German Proceedings~~

~~ParkerVision v. LG Electronics (Munich, Germany)~~

In June 2016, we filed a complaint in Munich District Court against LG Electronics Deutschland GmbH, a German subsidiary of LG Electronics, Inc. (“LGE”) seeking damages and injunctive relief for the alleged infringement of the German part of our European patent 1 206 831 (“the ‘831 Patent”). In November 2016, the court concluded that certain LGE products using Qualcomm RF circuitry infringe our patent. However, the finalTexas. An institution decision in this case was stayed pending resolution of the corresponding nullity, or validity, action filed by Qualcomm in the German Federal Patent Court in Munich (see Qualcomm v. ParkerVision below). In October 2018, we received an unfavorable decision in the nullity case. As a result, our infringement complaint in this case was dismissed. As the non-prevailing party, we were subject to claims for reimbursement of statutory attorney’s fees and costs in this case which were covered in full by a bond we posted in this case.

~~Qualcomm v. ParkerVision – Federal Patent Court in Germany (as appealed to the German Supreme Court)~~

In August 2016, Qualcomm filed a validity action in Federal Patent Court in Germany against the ’831 Patent. The outcome of this validity action impacts our German patent infringement cases against LGE and Apple as discussed above. On October 17, 2018, following an oral hearing, the court ruled that the ‘831 Patent was invalid. In January 2019, we appealed this decision to the German Supreme Court, but withdrew our appeal in July 2019. As the non-prevailing party, we are subject to claims for reimbursement of statutory fees and costs in this case, which are accrued in the accompanying condensed consolidated financial statements as of September 30, 2020 and December 31, 2019.

~~ParkerVision v. Apple (Munich, Germany) – the Apple II case~~

The Apple II case sought damages and injunctive relief for the alleged infringement of the German part of our European patent 1 135 853 (“the ‘853 Patent”). The court ruled in April 2019 that Apple does not infringe our ‘853 Patent. We did not appeal this decision. As the non-prevailing party, we are subject to claims for reimbursement of statutory attorney’s fees and costs in this case which we have accrued in the accompanying condensed consolidated financial statements as of September 30, 2020 and December 31, 2019. We have posted a bond to cover this cost which is included in “Prepaid expenses” in the accompanying condensed consolidated balance sheets. We have requested a release of the bond which is expected from the PTAB in late November 2021.

13. Stock Authorization and Issuance

Stock Authorization

On September 28, 2021, our shareholders approved an amendment to ~~fully cover the costs in this case.~~our amended and restated articles of incorporation to increase our authorized common shares from 140 million to 150 million.

~~Intel v. ParkerVision (Federal Patent Court in Germany)~~

In August 2017, Intel filed a nullity action in German Federal Patent Court claiming invalidity of the ‘853 Patent that is the subject of the Apple II case. In December 2019, following the adverse decision in the Apple II case, we elected not to proceed with a defense in this case. As the non-prevailing party, we were subject to claims for reimbursement of statutory attorney fees and costs in this case which were accrued in the accompanying condensed consolidated financial statements as of December 31, 2019 and which were fully paid in September 2020.

~~12. Stock Issuance~~

Stock and Warrant Issuances – Equity Based Financings

Private Placements with Accredited Investors

In January ~~2020,~~2021, we entered into securities purchase agreements with accredited investors for the sale of an aggregate of 1,169,232 shares of our common stock at a price of $0.13 per share and 166,667 shares of our common stock at $0.15 per share for aggregate proceeds of approximately $0.2 million. In March 2020, we entered into securities purchase agreements with accredited investors for an aggregate of 2,571,4322,976,430 shares of our common stock at a price of $0.35 per share for aggregate proceeds of ~~$0.9 million. The shares were registered for resale on a registration statement that was declared effective on April 28, 2020 (File No. 333-237762).~~

The securities purchase agreements for the March 2020 transaction were amended on May 1, 2020, in order to add a contingent payment right whereby we will pay each investor an allocated portion of our share of proceeds from patent-related actions, after taking into account fees and expenses payable to law firms representing the Company and amounts payable to Brickell, up to an amount equal to the investors’ aggregate subscription amount, or $0.9 million. This amendment resulted in the recognition of $0.4 million in expense to recognize the initial fair value of the contingent payment right (see “unsecured contingent payment obligations” in Note 9).

During the nine months ended September 30, 2020, we entered into securities purchase agreements with accredited investors for an aggregate of 5,871,584 shares of our common stock at a price of $0.35 per share for aggregate proceeds of $2.1$1.0 million. The securities purchase agreements include ~~contingent payment rights.~~CPRs. Approximately ~~$1.0~~$0.4 million of the proceeds were allocated to unsecured contingent payment obligations based on the initial fair value estimate of the CPRs (see Note 9)10). The shares were registered for resale on a registration statement that was declared effective on ~~September 2, 2020~~April 26, 2021 (File No. ~~333-248242)~~333-255217).

~~Warrant Amendment with Aspire Capital~~

~~On February 28, 2020,~~In March 2021, we entered into ~~a warrant amendment agreement (the “Warrant Amendment Agreement”)~~securities purchase agreements with Aspire Capital Fund, LLC (“Aspire”), with respect to warrants issued in July and September 2018 (the “2018 Warrants”) that are exercisable, collectively, into 5,000,000 shares of our common stock. The Warrant Amendment Agreement provided for a reduction in the exercise priceaccredited investors for the ~~2018 Warrants from $0.74 to $0.35 per share and the issuance~~sale of ~~a new warrant for the purchase of 5,000,000~~3,230,942 shares of our common stock and 1,619,289 warrants at a price of $1.29 per common share for aggregate proceeds of approximately $4.2 million. The warrants have an exercise price of ~~$0.74~~$1.75 per share ~~(“New Aspire Warrant”).~~and expire in March 2026. The New Aspire Warrant expires February 28, 2025 and is subject to adjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting our common stock and also upon any distributions of assets to our stockholders. The New Aspire Warrant contains provisions that prohibit exercise if the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares, of common stock outstanding immediately after giving effect to such exercise. The holder of the New Aspire Warrant may increase (up to 19.99%) or decrease this percentage by providing at least 61 days’ prior notice to the Company. In the event of certain corporate transactions, the holder of the New Aspire Warrant will be entitled to receive, upon exercise of such New Aspire Warrant, the kind and amount of securities, cash or other property that the holder would have received had they exercised the New Aspire Warrant immediately prior to such transaction. The New Aspire Warrant does not contain voting rights or any of the other rights or privileges as a holder of our common stock.

The Warrant Amendment Agreement added a call provision to the 2018 Warrants whereby we may, after December 31, 2020, call for cancellation of all or any portion of the 2018 Warrants for which an exercise notice has not yet been received, in exchange for consideration equal to $0.001 per warrant share and subject to certain conditions, including the continued existence of an effective registration statement for the underlying shares of common stock and the availability of sufficient authorized shares to allow for the exercise of the 2018 Warrants. All other terms of the 2018 Warrants remained unchanged, including the original expiration dates of July and September 2023. In connection with the Warrant Amendment Agreement, Aspire exercised 1,430,000 shares of the 2018 Warrants for aggregate proceeds to us of $0.5 million. An additional 1,070,000 shares of the 2018 Warrants were exercised during the nine months ended September 30, 2020 for aggregate proceeds to us of $0.38 million. We recognized $1.78 million of non-cash warrant expense in connection with the Warrant Amendment Agreement based on the difference between the Black-Scholes value of the warrants immediately before and after the amendment. The shares underlying the ~~New Aspire Warrant~~warrants, were registered for resale on a registration statement that was declared effective on April ~~28, 2020~~26, 2021 (File No. ~~333-237762)~~333-255217). ~~The shares underlying~~

We used $3.0 million of the ~~2018 Warrants are currently registered for resale pursuant~~proceeds from this transaction to ~~a registration statement on Form S-1 (File No. 333-226738)~~satisfy our obligations to Mintz (see Note 10).

Stock ~~and Warrant~~ Issuances – Payment for Services

~~On February 10, 2020,~~In January 2021, we ~~entered into a~~amended our business consulting and retention agreement with Chelsea Investor Relations ~~(“Chelsea”)~~ to ~~provide business advisory~~increase the compensation for services over the remaining term and to ~~us.~~extend the term of the agreement through February 2024. As consideration for ~~services to be provided under~~ the ~~24-month term of the consulting~~amended agreement, we issued 500,000 shares of unregistered common stock in exchange for a nonrefundable retainer for services valued at approximately ~~$0.15~~$0.33 million. The value of the stock issued is being recognized as consulting expense over the term of the agreement. The shares were registered for resale on a registration statement that was declared effective on April ~~28, 2020~~26, 2021 (File No. ~~333-237762)~~333-255217).

~~On March 16, 2020,~~In January 2021, we entered into an agreement with Tailwinds Research Group LLC (“Tailwinds”) to provide digital marketing services to us. As consideration for services to be provided under the twelve-month term of the agreement, we issued warrants for the purchase up to 200,000 shares of our common stock with an exercise price of $1.00 per share in exchange for a nonrefundable retainer for services, valued using the Black-Scholes method, at approximately $0.06 million. The value of the warrants is being recognized as expense over the term of the agreement. The Tailwinds warrants are exercisable immediately after issuance, expire March 16, 2023, and are subject to adjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting our common stock. The shares underlying the warrant were registered for resale on a registration statement that was declared effective on April 28, 2020 (File No. 333-237762).

On June 8, 2020, we entered into an agreement with a third party to provide media advisory services. As consideration for services to be provided under the term of the agreement, which extends through December 31, 2020, we issued 30,000 shares of unregistered common stock for a nonrefundable retainer for services valued at approximately $0.01 million. The value of the stock issued is being recognized as a consulting expense over the term of the agreement. We are not obligated to register the shares for resale.

~~In July 2020, we~~also issued 50,000 shares of our unregistered common stock, valued at approximately $0.03 million, as compensation for three months of shareholder awareness services provided by a third party during the second quarter of 2020. The agreement provides for future issuances of 50,000 shares for up to three successive three-month periods over the term of the agreement, unless the services are terminated in accordance with the agreement.party. In ~~October 2020,~~April 2021, we issued this third party an additional 50,000 shares of our unregistered common stock, valued at approximately ~~$0.02~~$0.07 million as compensation for services ~~provided by~~over the remaining term of the agreement. In June 2021, we issued an additional 100,000 shares of our unregistered common stock, valued at approximately $0.12 million, to this same third-party as a retainer for services over a one-year term through May 31, 2022. The value of the shares issued will be recognized as consulting expense over the term of the agreement.

In April 2021, we issued 35,000 shares of our unregistered common stock to a consultant for services over a six-month term valued at approximately $0.04 million. The value of the shares issued will be recognized as consulting expense over the term of the agreement.

In addition, from time to time, we issue restricted stock awards under our approved equity plans to third party ~~during the third quarter of 2020.~~consultants as share-based compensation. See “Non-Employee Compensation” in Note 14.

Common Stock Warrants

As of September 30, ~~2020,~~2021, we had outstanding warrants for the purchase of up to ~~13.9~~9.8 million shares of our common stock. The estimated grant date fair value of these warrants of ~~$2.0~~$2.8 million is included in ~~Additional Paid-in Capital~~additional paid-in capital in our condensed consolidated balance sheets. As of September 30, ~~2020,~~2021, our outstanding warrants have an average exercise price of ~~$0.44~~$0.73 per share and a weighted average remaining life of approximately ~~3.3~~3.2 years.

~~13.~~14. Share-Based Compensation

There has been no material change in the assumptions used to compute the fair value of our equity awards, nor in the method used to account for share-based compensation from those stated in our ~~2019~~2020 Annual Report.

~~The following table presents share-based compensation expense included in our condensed consolidated statements of comprehensive loss for~~For the three and nine months ended September 30, ~~2020~~2021, we recognized share-based compensation expense of approximately $0.75 million and ~~2019, respectively (in thousands):~~$2.57 million, respectively. Share-based compensation is included in selling, general and administrative expenses in the accompanying condensed, consolidated statements of comprehensive loss.

Three Months Ended

Nine Months Ended

September 30,

September 30,

2020

2019

2020

2019
Research and development expenses

$
-

$
-

$
-

$
5
Selling, general and administrative expenses

240

286

1,004

396
Total share-based compensation expense

$
240

$
286

$
1,004

$
401

As of September 30, ~~2020,~~2021, there was ~~$0.6~~$3.7 million of total unrecognized compensation cost related to all non-vested share-based compensation awards. The cost is expected to be recognized over a weighted-average ~~period~~remaining life of approximately ~~1 year.~~1.25 years.

~~On January 14, 2020,~~During the ~~Board granted nonqualified stock options to purchase 218,000 shares at an exercise price~~nine months ended September 30, 2021, our board of ~~$0.21 and 171,000 restricted shares awards~~directors (“~~RSAs”~~Board”) amended our 2019 Long-Term Incentive Plan (“the 2019 Plan”) to ~~former directors in settlement~~increase the number of ~~approximately $0.3~~shares of common stock reserved for issuance under the 2019 Plan from 12 million ~~in past~~to 27 million shares. The Board ~~and committee compensation fees. The options and RSAs vest immediately upon grant and the options expire five years from the grant date.~~

~~On February 9, 2020, the Board~~also approved awards under the ~~Company’s~~ 2019 ~~Long Term Incentive~~ Plan ~~(the “2019 Plan”)~~of 11.9 million nonqualified stock options to executives and other key ~~employees. The awards included 675,000 restricted share units (“RSUs”)~~employees and ~~150,000~~an aggregate of 1.1 million nonqualified stock options to non-employee directors. The options are exercisable at ~~an exercise price of $0.33~~$0.54 per ~~share. Fifty percent (50%) of the RSUs vest on May 9, 2020 and the remaining RSUs~~share, vest in ~~four~~eight equal quarterly installments commencing ~~August~~March 31, 2021, and expire on January 11, 2026.

Non-Employee Compensation

On March 9, ~~2020. The options vest 50% upon grant with the remainder vesting in four equal quarterly installments commencing May 10, 2020.~~

~~In addition, on February 9, 2020, the Board approved equity awards to independent directors~~2021, we granted approximately 32,000 shares under ~~the~~our 2019 Plan to a consultant for the directors’ continued waiver of all cash fees for board or committee service. The awards included 150,000 RSUs and 300,000 nonqualified stock options at an exercise price of $0.33 per share. The non-employee director awards vest 50% upon grant with the remaining portion vesting in four equal quarterly installments commencing May 9, 2020. The Board also awarded an immediately vested option to purchase 100,000 shares at an exercise price of $0.33 per share under the Company’s 2011 Long Term Incentive Equity Plan to Robert Sterne in exchange for Mr. Sterne’s waiver of approximately $0.1 million in accrued and unpaid fees for board and committee service from 2016 to 2018. Each of the options awarded expire on February 9, 2027.

~~Non-Employee Compensation~~

~~On June 7, 2020, we extended our 2019~~ business ~~consulting and retention agreement with Mark Fisher to provide business advisory~~communications services ~~to us through 2020. As consideration for services to be provided under the 12-month~~over a 1-year term ~~of the consulting agreement, we issued a restricted stock award (RSA) of 20,000 shares of common stock through the 2019 Long Term Incentive Plan in exchange for a nonrefundable retainer for services~~ valued at approximately ~~$0.01~~$0.05 million. On August 10, 2021, we granted 150,000 shares under our 2019 Plan to a consultant for services over a 1-year term valued at approximately $0.2 million. The value of the shares issued ~~was~~will be recognized as ~~share-based compensation at~~consulting expense over the ~~time~~terms of ~~issuance.~~ the agreements.

2319

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

We believe that it is important to communicate our future expectations to our shareholders and to the public. This quarterly report contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, including, in particular, statements about our future plans, objectives, and expectations contained in this Item. When used in this quarterly report and in future filings by us with the Securities and Exchange Commission (“SEC”), the words or phrases “expects”, “will likely result”, “will continue”, “is anticipated”, “estimated” or similar expressions are intended to identify “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 identified in our annual report on Form 10-K for the fiscal year ended December 31, ~~2019~~2020 (the ~~“2019~~“2020 Annual Report”) and in this Item 2 of Part I of this quarterly report. Examples of such risks and uncertainties include general economic and business conditions, competition, unexpected changes in technologies and technological advances, the timely development and commercial acceptance of new products and technologies, reliance on key suppliers, reliance on our intellectual property, the outcome of our intellectual property litigation and the ability to obtain adequate financing in the future. We have no obligation to publicly release the results of any revisions which may be made to any forward-looking statements to reflect anticipated events or circumstances occurring after the date of such statements.

Corporate Website

We announce investor information, including news and commentary about our business, financial performance and related matters, SEC filings, notices of investor events, and our press and earnings releases, in the investor relations section of our website (http://ir.parkervision.com). Additionally, if applicable, we webcast our earnings calls and certain events we participate in or host with members of the investment community in the investor relations section of our website. Investors and others can receive notifications of new information posted in the investor relations section in real time by signing up for email alerts and/or RSS feeds. Further corporate governance information, including our governance guidelines, ~~Board~~board of directors (“Board”) committee charters, and code of conduct, is also available in the investor relations section of our website under the heading “Corporate Governance.” The content of our website is not incorporated by reference into this Quarterly Report or in any other report or document we file with the SEC, and any references to our website are intended to be inactive textual references only.

Overview

We have ~~designed~~invented and developed proprietary radio frequency (“RF”) technologies and integrated circuits and license those technologies to third parties 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 business plan is the enforcement of our intellectual property rights through patent infringement litigation and licensing efforts. We currently have patent enforcement actions ongoing in various U.S. district courts against providers of mobile handsets and providers of smart televisions and other WiFi products and, in certain cases, their chip 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.

2420

~~Recent Developments~~

~~Impact of COVID-19~~

Many states, including Florida, have been under stay-at-home orders since mid-March 2020 in an effort to contain the spread of COVID-19. While our employees currently have the ability and are encouraged to work remotely, school closures and other stay-at-home measures have an impact on employee productivity and attendance. In addition, we have experienced delays in certain deadlines in our patent infringement litigation as a result of court closures, travel bans and stay-at-home measures in Florida as well as other states in which we have ongoing litigation and states in which the defendants to our patent infringement actions have personnel and facilities. In addition, the current economic environment as a result of COVID-19 makes access to debt and equity capital more challenging.

In May 2020, we received approximately $0.2 million in proceeds from an approved loan under the Paycheck Protection Program. Interest will accrue on outstanding principal balance at a rate of 1%, computed on a simple interest basis. The loan principal and accrued interest will be eligible for forgiveness provided that (i) we used the loan proceeds exclusively for allowed costs including payroll, employee group health benefits, rent and utilities and (ii) employee and compensation levels were maintained during the covered period. We believe we will be eligible for forgiveness of all, or a substantial portion of, the loan. If the loan is not forgiven, we will be required to make monthly repayments of approximately $8,000 per month commencing May 1, 2021 and the loan will mature on May 3, 2022, at which time any unpaid principal and accrued interest will be due and payable.

~~Legal Proceedings~~

Since June 2020, we have filed an aggregate of six patent infringement cases in the Western District of Texas against alleged infringers of certain of our patents. Two cases were filed against Intel and Intel subsequently filed IPR actions against two of the asserted patents. The PTAB has not yet ruled whether to institute a review or dismiss the petitions. The remaining four cases were filed against foreign corporations who manufacture and sell televisions and other devices that incorporate chips manufactured by Realtek and/or MediaTek. The law firm of Goldberg Segalla is representing us on a contingency basis in all of these cases.

~~In October 2020, our damages expert in~~ ~~ParkerVision v. Qualcomm~~ submitted a report concluding that $1.3 billion is the reasonable royalty owed by Qualcomm for their unauthorized use of our technology. The damages amount, along with any additional amounts for interest and enhanced damages for willful infringement will ultimately be determined by the court. Expert discovery concludes in December 2020 and the jury trial commences May 3, 2021in Florida.

~~Sale of Stock with Contingent Payment Rights~~

From March to September 2020, we received an aggregate of $3.0 million from the sale of equity securities with contingent payment rights. The contingent payment rights entitle the investors to an allocated portion of our share of proceeds from patent-related actions, after taking into account fees and expenses payable to law firms representing us and amounts payable to Brickell.

~~Amendment to Articles of Incorporation~~

On August 31, 2020, our shareholders approved an amendment to our amended and restated articles of incorporation to increase the number of authorized shares of common stock from 110 million to 140 million. We filed the amendment with the Department of State of the State of Florida on September 2, 2020 and the amendment became effective on September 4, 2020.

Liquidity and Capital Resources

We have incurred significant losses from operations and negative operating cash flows in every year since inception, largely as a result of our significant investments in developing and protecting our intellectual property, and have utilized the proceeds from sales of debt and equity securities and contingent funding arrangements with third-parties to fund our operations, including the cost of litigation.

For the nine months ended September 30, 2021, we incurred a net loss of approximately $9.0 million, and negative cash flows from operations of approximately $6.9 million. At September 30, ~~2020,~~2021, we had cash and cash equivalents of ~~$0.1 million, a working capital deficit of~~ approximately ~~$4.8~~$0.8 million and an accumulated deficit of approximately ~~$415.0~~$430.1 million. Additionally, a significant amount of future proceeds that we may receive from our patent enforcement and licensing programs will first be utilized to repay borrowings and legal fees and expenses under our contingent funding arrangements. These circumstances raise substantial doubt about our ability to continue to operate as a going concern ~~within~~for a period of one year following the issue date of our condensed consolidated financial statements.

We used cash for operations of approximately ~~$4.2~~$6.9 million and ~~$3.3~~$4.2 million for the nine months ended September 30, ~~2020~~2021 and ~~2019,~~2020, respectively. The increase in cash used for operations from ~~2019~~2020 to ~~2020~~2021 is primarily due to ~~increases~~the use of approximately $4.1 million in ~~payments~~cash for the reduction of ~~out-of-pocket~~accounts payables and accrued expenses ~~for ongoing litigation that were not covered under existing contingent fee arrangements.~~during the nine months ended September 30, 2021, as compared to a $1.3 million increase in accounts payable and accrued expenses during the nine months ended September 30, 2020. This increase in use of cash is somewhat offset by a reduction in cash-based operating costs from 2020 to 2021. For the nine months ended September 30, ~~2020,~~2021, we received aggregate net proceeds from the sale of debt and equity securities, including the exercise of outstanding options and warrants, of approximately ~~$5.5~~$6.1 million compared to approximately ~~$2.7~~$5.5 million in proceeds received for the nine months ended September 30, ~~2019.~~2020. We repaid approximately ~~$1.3~~$0.07 million and ~~$0.8~~$1.3 million, respectively in debt obligations during the nine months ended September 30, ~~2020~~2021 and ~~2019. In addition, we repaid approximately $0.7 million~~2020.

Patent enforcement litigation is costly and time-consuming and the outcome is difficult to predict. We expect to continue to invest in ~~short-term debt and other accrued expenses with~~ the ~~use of shares~~support of our ~~common stock~~patent enforcement and licensing programs. All proceeds from litigation during the nine months ended September 30, ~~2020. Despite~~2021, were used to pay out-of-pocket legal expenses incurred by our ~~recent funding efforts,~~counsel. Furthermore, we expect that revenue generated from patent enforcement actions and/or technology licenses in the remainder of 2021, if any, after deduction of payment obligations to third-party litigation funders, legal counsel, and other investors, will not be sufficient to cover our operating expenses. Therefore, our current capital resources are not sufficient to meet our short-term liquidity needs and we will be required to seek additional capital.

We are exploring additional financing opportunities for both our short and long-term capital needs. These financing opportunities may include debt, convertible debt, common or preferred equity offerings, or a combination thereof. There can be no assurance that we will be able to consummate a financing transaction or that the terms of such financing will be on terms and conditions that are acceptable.

At September 30, 2020, we had approximately $0.2 million in debt obligations to be paid within twelve months, a decrease of $1.3 million in current debt obligations at December 31, 2019. The decrease in our short-term debt repayment obligations is primarily the result of $1.2 million in repayments under secured and unsecured promissory notes and $0.2 million in repayments of short-term notes with shares of our common stock.

Our ability to meet both our short-term and long-term liquidity needs, including our debt repayment obligations, is dependent upon (i) our ability to successfully negotiate licensing agreements and/or settlements relating to the use of our technologies by others in excess of our contingent payment obligations to ~~Brickell,~~third-party litigation funders, legal counsel, and other investors; (ii) our ability to control operating costs, and ~~(ii)~~(iii) our ability to raise additional capital from the sale of debt or equity securities or other financing arrangements.

Patent enforcement litigation is costly and time-consuming and the outcome is difficult to predict. We expect to continue to invest in the support of our patent enforcement and licensing programs. We expect that revenue generated from patent enforcement actions and/or technology licenses in 2020, if any, after deduction of payment obligations to Brickell, legal counsel, and other investors, may not be sufficient to cover our operating expenses. In the event we do not generate revenues, or other patent-related proceeds, sufficient to cover our operational costs and contingent repayment obligations, we will be required to raise additional working capital through the sale of equity securities or other financing arrangements.

The long-term continuation of our business plan is dependent upon the generation of sufficient revenues from our technologies and/or products to offset expenses and contingent payment obligations. In the event that we do not generate sufficient revenues, we will be required to obtain additional funding through public or private debt or equity financing or contingent fee arrangements and/or reduce operating costs. Failure to generate sufficient revenues, raise additional capital through debt or equity financings or contingent fee arrangements, and/or reduce operating costs will have a material adverse effect on our ability to meet our long-term liquidity needs and our ability to achieve our intended long-term business objectives.

Financial Condition

Our working capital increased approximately $3.8 million from December 31, 2020 to September 30, 2021. This increase in working capital is primarily the result of a $4.4 million decrease in accounts payable and accrued expenses, somewhat offset by a $0.9 million decrease in cash on hand at September 30, 2021 when compared to December 31, 2020. The decrease in accounts payable and accrued expenses included a $3.0 million payment to a law firm in settlement of outstanding fees and expenses and a reduction in potential success fees payable to the firm from future patent-related proceeds.

Our long-term liabilities increased approximately $3.1 million during the nine months ended September 30, 2021, primarily as a result of the $3.0 million increase in the estimated fair value of our secured and unsecured contingent payment obligations.

Results of Operations for Each of the Three and Nine Months Ended September 30, ~~2020~~2021 and ~~2019~~2020

Revenue

Licensing revenue was $0.14 million for the three and ~~Gross Margin~~

nine months ended September 30, 2021. We reported no licensing revenue for the three or nine-month periods ended September 30, ~~2020 or 2019.~~2020. We entered into patent licensing and settlement agreements with Buffalo, Inc. (“Buffalo”) and Zyxel Communications Corporation (“Zyxel”) in May 2021 and September 2021, respectively. We recognized revenue from these contracts during the three months ended September 30, 2021 when the parties performance obligations were met. The revenue from these agreements was fully offset against out-of-pocket expenses, included in selling, general and administrative expenses, incurred under our contingent fee agreements and therefore did not impact our cash flows. Although we do anticipate ~~licensing~~additional revenue ~~and/or settlement gains~~ to result from our licensing agreements and patent enforcement actions, the amount and timing is highly unpredictable and there can be no assurance that we will achieve our anticipated results.

Due to our ceasing the sales of Milo products in the fourth quarter of 2019, we reported no product revenue for the three or nine-month periods ended September 30, 2020. We reported approximately $0.03 and $0.07 million for the three and nine-month periods ended September 30, 2019, from sales of our Milo-branded WiFi products.

~~Research and Development Expenses~~

Subsequent to March 31, 2019, we halted substantially all research and development efforts and, where applicable, repurposed prior engineering resources to support our patent enforcement programs for our Milo sales and support. Research and development expenses for the nine-month period ended September 30, 2019 consist primarily of engineering and related management and support personnel costs; software licensing and support costs, which represent the annual licensing and support maintenance for engineering design and other software tools; and an allocated portion of rent and other overhead costs for our facilities. Personnel costs include share-based compensation which represents the grant date fair value of equity-based awards to our employees which is attributed to expense over the service period of the award.

Our research and development expenses decreased by approximately $0.3 million, or 100.0%, during the nine months ended September 30, 2020 when compared to the same nine-month period in 2019. The decrease is primarily the result of $0.2 million in personnel and related costs being repurposed for selling, general and administrative purposes, including litigation support and Milo sales and support as well as a $0.1 million reduction in research and development personnel costs.

Selling, General, and Administrative Expenses

Selling, general and administrative expenses consist primarily of litigation fees and expenses, personnel and related costs, including share-based compensation, for executive, ~~board,~~Board, finance and accounting and technical support personnel for our patent enforcement program, and costs incurred for insurance ~~outside accounting~~ and ~~legal~~outside professional fees ~~shareholder relations~~for accounting, legal and ~~noncash~~business consulting services.

Our selling, general and administrative expenses ~~including amortization and expense recognized~~increased by approximately $0.6 million, or 40%, during the three months ended September 30, 2021 when compared to the same period in ~~connection with contract amendments.~~ 2020. This is primarily the result of a $0.5 million increase in share-based compensation for the comparable periods.

Our selling, general and administrative expenses decreased by approximately ~~$0.5~~$3.1 million, or 26%, during the three months ended September 30, 2020 when compared to the same period in 2019. This is primarily due to a $0.2 million decrease in litigation expenses resulting from the stay in the Qualcomm and Apple infringement case in Florida, a $0.2 million decrease in personnel costs resulting from personnel changes and attrition, a $0.1 million decrease in rental and other overhead expenses primarily as a result of the down-sizing of our corporate headquarters in July 2019, and a $0.1 million decrease in accounting and other professional fees primarily as a result of a change in accounting firms.

~~Our selling, general and administrative expenses increased by approximately $3.3 million, or 56%~~34%, during the nine months ended September 30, ~~2020~~2021 when compared to the same period in ~~2019.~~2020. This ~~increase is primarily~~decrease results, in part, from a number of one-time, noncash charges in 2020 including $1.8 million associated with an amendment to certain warrant agreements, $0.4 million from an amendment to our March 2020 equity transactions and $0.2 million for impairment of the right-of-use asset associated with our Lake Mary lease. In addition, our litigation fees and expenses decreased by approximately $2.3 million as a result of the ~~recognition of $2.2 million~~stay in ~~noncash expenses recognized upon amendment of equity-related agreements,~~the Qualcomm case in Jacksonville, Florida. These decreases were partially offset by a ~~$1.3 million increase in litigation expenses primarily related to preparation of the infringement case against Qualcomm and Apple in Florida in early 2020, and a $0.5~~$1.6 million increase in share-based compensation ~~due to executive~~for the comparable periods.

The increase in our share-based compensation for both the three and ~~Board equity awards granted in August 2019 and~~nine-month periods ended September 30, 2021 is the ~~first quarter~~result of ~~2020. These increases were somewhat offset by a decrease of $0.3 million in board compensation expenses due to the reversal of prior board~~share-based compensation expense ~~upon the settlement~~attributed to nonqualified stock options awarded to executives, key employees and nonemployee directors in January 2021 as more fully discussed in Note 14 to our condensed consolidated financial statements. As of ~~previously accrued board fees in exchange for equity based~~September 30, 2021, we

had $3.7 million of total unrecognized compensation cost related to all non-vested share-based compensation awards ~~in 2020 and~~that is expected to be recognized over a ~~decrease~~period of ~~$0.2 million in rent and related overhead due to the down-sizing of our corporate headquarters in July 2019.~~approximately 1.25 years.

Change in Fair Value of Contingent Payment Obligations

We have elected to measure our secured and unsecured contingent payment obligations at fair value which is based on significant unobservable inputs. We estimated the fair value of our secured contingent payment obligations using a probability-weighted income approach based on the estimated present value of projected future cash outflows using a risk-adjusted discount rate. Increases or decreases in the significant unobservable inputs could result in significant increases or decreases in fair value.

For the nine months ended September 30, 2020, we recorded an increase in the fair value of our secured and unsecured contingent payment obligations of approximately $3.5 million, compared to a decrease of approximately $0.8 million for the nine months ended September 30, 2019. Generally, changes in fair value are a result of changes in estimated amounts and timing of projected future cash flows due to increases in funded amounts, passage of time, and changes in the probabilities based on the status of the funded actions.~~In addition,~~

For the nine months ended September 30, 2021, we recorded an aggregate increase in ~~2020, increases~~the fair value of our secured and unsecured contingent payment obligations of approximately $3.0 million, compared to an increase of approximately $3.5 million for the nine months ended September 30, 2020. The change in fair value ~~resulted from~~for the ~~sharp decrease~~nine months ended September 30, 2020 included a $1.4 million increase in the ~~risk-free interest rate used~~fair value of unsecured payment obligations resulting from a termination fee due on a failed litigation funding arrangement incurred in ~~the calculation as a result of the Federal Reserve lowering rates to stimulate economic activity amidst the COVID-19 pandemic.~~ March 2020.

Off-Balance Sheet Transactions, Arrangements and Other Relationships

As of September 30, ~~2020,~~2021, we had outstanding warrants to purchase approximately ~~13.9~~9.8 million shares of our common stock. The estimated grant date fair value of these warrants of approximately ~~$2.0~~$2.8 million is included in shareholders’ deficit in our condensed consolidated balance sheets. The outstanding warrants have a weighted average exercise price of ~~$0.44~~$0.73 per share and a weighted average remaining life of approximately ~~3.3~~3.2 years.

Critical Accounting Policies

There have been no changes in accounting policies from those stated in our ~~2019~~2020 Annual ~~Report.~~Report, except as described in Note 4 of the interim condensed consolidated financial statements. We do not expect any newly effective accounting standards to have a material impact on our financial position, results of operations or cash flows when they become ~~effective, other than those described in Note 4 of the interim condensed consolidated financial statements.~~effective.

ITEM 3. Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

ITEM 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

As of September 30, ~~2020,~~2021, our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our “disclosure controls and procedures,” as defined in Rule 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”). Based upon this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that these disclosure controls and procedures were effective as of September 30, ~~2020.~~ 2021.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) under the Exchange Act that occurred during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1. Legal Proceedings.

Reference is made to the section entitled “Legal Proceedings” in Note 1112 to our unaudited condensed consolidated financial statements included in this quarterly report for a discussion of current legal proceedings, which discussion is incorporated herein by reference.

ITEM 1A. Risk Factors.

There have been no material changes from the risk factors disclosed in Item 1A of Part I of our Annual Report. In addition to the information in this quarterly report, the risk factors disclosed in our Annual Report 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.

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds.

On July 24 ,2020, we entered into securities purchase agreements with accredited investors for the sale of 498,572 shares of our common stock at a price of $0.35 per share. The securities purchase agreements included contingent payment rights. The shares issued were exempt from registration under Section 4(a)(2) of the Securities Act. We subsequently registered the shares for resale on a registration statement that was declared effective on September 2, 2020 (File No. 333-248242).None.

In July 2020, we issued 50,000 shares of our common stock as payment for services under a third-party agreement, valued at approximately $25,000. The shares issued were exempt from registration under Section 4(a)(2) of the Securities Act. We are not obligated to register the shares for resale under the terms of the agreement.

ITEM 3. Defaults Upon Senior Securities.

~~We have a note in the principal amount of $0.02 million payable to Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (“Mintz~~”) for outstanding, unpaid attorney’s fees and costs associated with our patent enforcement program. We have been in payment default on the note since November 17, 2019, and accordingly, have accrued interest at the default rate of 12% per annum. Currently, Mintz has not requested acceleration of unpaid principal and interest on the note, nor have they waived the outstanding default. During the nine months ended September 30, 2020, we made payments to Mintz of $1.2 million which we applied to outstanding principal and interest on the Mintz note, leaving an outstanding balance at September 30, 2020 of approximately $0.02 million. Mintz disputes our application of payments against principal and interest on the note rather than against the $3.1 million in outstanding billed and unpaid fees and expenses payable to Mintz that are included in our accounts payable at September 30, 2020. We are in active discussions with Mintz to resolve our outstanding fee dispute. Our total arrearage on the secured note as of November 6, 2020 is $0.02 million which includes default interest.None.

ITEM 4. Mine Safety Disclosures.

Not applicable.

ITEM 5. Other Information.

None.

‎

3024

ITEM 6. Exhibits.


Exhibit Number		Description of Exhibit
3.1		Articles of Amendment to the Amended and Restated Articles of Incorporation (incorporated by reference from Exhibit 3.1 of Current Report on Form 8-K filed September ~~4, 2020)~~30, 2021)

~~10.1~~31.1		~~Form of Subscription Agreement between Registrant and Accredited Investors dated August 19, 2020 (incorporated by reference from Exhibit 10.1 of Current Report on Form 8-K filed August 21, 2020)~~

~~10.2~~		Form of Registration Rights Agreement between Registrant and Accredited Investors dated August 19, 2020 (incorporated by reference from Exhibit 10.2 of Current Report on Form 8-K filed August 21, 2020)

~~10.3~~		~~List of Accredited Investors to August 19, 2020 Subscription Agreement (incorporated by reference from Exhibit 10.3 of Current Report on Form 8-K filed August 21, 2020)~~

~~31.1~~		Section 302 Certification of Jeffrey L. Parker, CEO*

31.2		Section 302 Certification of Cynthia L. ~~Poehlman,~~French, CFO*

32.1		Section 906 Certification*

101.INS		Inline XBRL Instance Document*

101.SCH		Inline XBRL Taxonomy Extension Schema*

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase*

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase*

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase*

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase*

*Filed herewith

‎

3125

SIGNATURES

~~SIGNATURES~~

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, thereunto duly authorized.


	ParkerVision, Inc.
	Registrant



November ~~16, 2020~~15, 2021	By:	/s/Jeffrey L. Parker
		Jeffrey L. Parker
		Chairman and Chief Executive Officer
		(Principal Executive Officer)


November ~~16, 2020~~15, 2021	By:	/s/Cynthia L. ~~Poehlman~~French
		Cynthia L. ~~Poehlman~~French
		Chief Financial Officer
		(Principal Financial Officer and Principal
		Accounting Officer)

3226



	Fixed	Effective		Principal Outstanding as of
	Conversion	Interest		September 30,		December 31,
Description	Rate	Rate 1	Maturity Date	2020		2019
Convertible notes dated September 10, 2018	$0.40	23.4%	September 7, 2023	$	600	$	700
Convertible note dated September 19, 2018	$0.57	10.2%	September 19, 2023		425		425
Convertible notes dated February/March 2019	$0.25	8.0%	February 28, 2024 to March 13, 2024		1,300		1,300
Convertible notes dated June/July 2019	$0.10	8.0%	June 7, 2024 to July 15, 2024		365		390
Convertible notes dated July 18, 2019	$0.08	46.1%	July 18, 2024		700		700
Convertible notes dated September 13, 2019	$0.10	25.9%	September 13, 2024		50		50
Convertible notes dated January 8, 2020	$0.13	20.3%	January 8, 2025		450		-
Total principal balance					3,890		3,565
Less Unamortized discount					880		832
				$	3,010	$	2,733