PARKERVISION INC
10-Q, 1999-05-17
HOUSEHOLD AUDIO & VIDEO EQUIPMENT
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                                  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 MARCH 31, 1999

   ( )          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                               OF THE EXCHANGE ACT

                For the transition period from ________to_______

                         Commission file number 0-22904
                                                -------

                               PARKERVISION, INC.
             (Exact name of registrant as specified in its charter)

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

                               8493 BAYMEADOWS WAY
                           JACKSONVILLE, FLORIDA 32256
                                 (904) 737-1367
                    (Address of principal executive offices)

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 [ ].

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Indicate  by check mark  whether  the  registrant  has filed all  documents  and
reports  required  to be  filed by  Section  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court. Yes [ ]  No  [ ].

                      APPLICABLE ONLY TO CORPORATE ISSUERS

As of April 30, 1999,  11,760,458  shares of the Issuer's Common Stock, $.01 par
value, were outstanding.

<PAGE>

                         PART I - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS

The  accompanying  unaudited  financial  statements of  ParkerVision,  Inc. (the
"Company") have been prepared in accordance with generally  accepted  accounting
principles for interim  financial  information and with the instructions to Form
10-Q and Rule 10-01 of Regulation S-X. All adjustments  which, in the opinion of
management, are necessary for a fair presentation of the financial condition and
results of operations have been included.  Operating results for the three month
period ended March 31, 1999 are not  necessarily  indicative of the results that
may be expected for the year ending December 31, 1999.

These interim  consolidated  financial  statements should be read in conjunction
with the Company's latest Annual Report on Form 10-K for the year ended December
31, 1998.

<PAGE>

                               PARKERVISION, INC.

                                 BALANCE SHEETS

                                                       March 31,           
                                                         1999       December 31,
                                 ASSETS               (unaudited)       1998
                                 ------               -----------    -----------

CURRENT ASSETS:
    Cash and cash equivalents                         $10,314,479    $10,569,435
    Short-term investments                             10,050,000     11,077,394
    Accounts receivable, net of allowance for
        doubtful accounts of $37,308 at
        March 31, 1999 and December 31, 1998              758,513        805,880
    Interest and other receivables                        115,262        183,823
    Inventories, net                                    3,763,534      3,237,567
    Prepaid expenses and other                          1,338,102      1,023,011
                                                      -----------    -----------
               Total current assets                    26,339,890     26,897,110


LONG-TERM INVESTMENTS                                   8,000,000      8,000,000

PROPERTY AND EQUIPMENT, net                             2,850,241      2,760,335

OTHER ASSETS, net                                       2,857,197      2,592,565
                                                      -----------    -----------

               Total assets                           $40,047,328    $40,250,010
                                                      ===========    ===========

      The accompanying notes are an integral part of these balance sheets.

                                       2
<PAGE>

                               PARKERVISION, INC.

                                 BALANCE SHEETS

<TABLE>
<CAPTION>
                                                               March 31,          
                                                                 1999          December 31,
                   LIABILITIES AND SHAREHOLDERS' EQUITY       (unaudited)          1998
                   ------------------------------------       ------------     ------------

CURRENT LIABILITIES:
<S>                                                           <C>              <C>         
    Accounts payable                                          $    802,373     $    609,523
    Accrued expenses:
        Salaries and wages                                         422,194          178,006
          Rebates payable                                           96,891          108,185
          Warranty reserve                                          97,245           99,656
           Other accrued expenses                                  452,769          221,175
    Deferred revenue                                               126,253           33,404
                                                              ------------     ------------
               Total current liabilities                         1,997,725        1,249,949

DEFERRED INCOME TAXES                                               18,091           18,091

COMMITMENTS AND CONTINGENCIES (Notes 4 and 5)

SHAREHOLDERS' EQUITY:
    Preferred stock, $1 par value, 1,000,000 shares
       authorized, none issued or outstanding                            0                0
    Common stock, $.01 par value, 20,000,000 shares
       authorized, 11,760,458 and 11,718,678 shares issued
       and outstanding at March 31, 1999 and December
       31, 1998, respectively                                      117,604          117,187
    Warrants outstanding                                         3,257,625        3,257,625
    Additional paid-in capital                                  53,111,396       52,543,817
    Accumulated other comprehensive income                          44,141           72,241
    Accumulated deficit                                        (18,499,254)     (17,008,900)
                                                              ------------     ------------
               Total shareholders' equity                       38,031,512       38,981,970
                                                              ------------     ------------

               Total liabilities and shareholders' equity     $ 40,047,328     $ 40,250,010
                                                              ============     ============
</TABLE>

        The accompanying notes are an integral part of these statements.

                                        3
<PAGE>

                               PARKERVISION, INC.

                            STATEMENTS OF OPERATIONS

                                   (UNAUDITED)

                                                        Three Months Ended
                                                --------------------------------
                                                March 31, 1999    March 31, 1998
                                                --------------    --------------

Revenues, net                                     $ 2,469,751       $ 1,964,994
Cost of goods sold                                  1,632,803         1,332,590
                                                  -----------       -----------
    Gross margin                                      836,948           632,404

Research and development expenses                   1,136,010           997,568

Marketing and selling expenses                        783,690           962,991

General and administrative expenses                   806,502           519,647

Interest income                                      (398,900)         (403,295)
                                                  -----------       -----------

    Net loss                                      $(1,490,354)      $(1,444,507)
                                                  ===========       ===========

    Basic loss per common share                   $     (0.13)      $     (0.13)
                                                  ===========       ===========

        The accompanying notes are an integral part of these statements.

                                       4
<PAGE>

                               PARKERVISION, INC.

                            STATEMENTS OF CASH FLOWS

                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                  Three Months Ended
                                                                       March 31,
                                                             -----------------------------
                                                                 1999             1998
                                                             ------------     ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                          <C>              <C>          
  Net loss                                                   $ (1,490,354)    $ (1,444,507)
  Adjustments to reconcile net loss to net cash used for
       operating activities:
      Depreciation and amortization                               328,601          153,476
       Provision for obsolete inventories                          60,000           30,000
      Changes in operating assets and liabilities:
        Decrease in accounts receivable, net                       47,367           56,413
        Decrease in interest and other receivables                 68,561          218,090
        Increase in inventories, net                             (585,967)      (1,123,777)
        Increase in prepaid expenses                             (315,091)        (348,799)
        Increase in other assets                                 (383,610)         (27,349)
        Increase in accounts payable and accrued expenses         654,927          761,158
        Increase in deferred revenue                               92,849            2,834
                                                             ------------     ------------
         Total adjustments                                        (32,363)        (277,954)
                                                             ------------     ------------
         Net cash used for operating activities                (1,522,717)      (1,722,461)
                                                             ------------     ------------
 CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from maturity of investments                         1,000,000        5,500,000
  Purchase of property and equipment                             (300,235)        (287,448)
                                                             ------------     ------------
         Net cash provided by investing activities                699,765        5,212,552
                                                             ------------     ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from issuance of common stock                          567,996          149,440
                                                             ------------     ------------
         Net cash provided by financing activities                567,996          149,440
                                                             ------------     ------------

NET CHANGE IN CASH AND CASH EQUIVALENTS                          (254,956)       3,639,531

CASH AND CASH EQUIVALENTS, beginning of period                 10,569,435        2,133,193
                                                             ------------     ------------

CASH AND CASH EQUIVALENTS, end of period                     $ 10,314,479     $  5,772,724
                                                             ============     ============
</TABLE>

      The accompanying notes are an integral part of these balance sheets.

                                       5
<PAGE>

                               PARKERVISION, INC.

                     CONDENSED NOTES TO FINANCIAL STATEMENTS

                                   (UNAUDITED)


1.   ACCOUNTING POLICIES
     -------------------

     There have been no changes in accounting  policies from those stated in the
     Annual Report on Form 10-K for the year ended December 31, 1998.

     CASH AND CASH  EQUIVALENTS.  Cash and cash  equivalents  include  overnight
     repurchase  agreements and U.S. Treasury money market investments  totaling
     approximately  $10,598,000  and  $10,032,000 at March 31, 1999 and December
     31, 1998, respectively.

2.   LOSS PER SHARE
     --------------

     Basic loss per share is determined  based on the weighted average number of
     common shares assumed to be outstanding  during each period.  Dilutive loss
     per  share  is the  same as  basic  loss  per  share  as all  common  share
     equivalents   are  excluded  from  the   calculation  as  their  effect  is
     anti-dilutive.  The weighted  average number of common shares assumed to be
     outstanding  for the three month  periods  ended March 31, 1999 and 1998 is
     11,728,143 and 11,346,869, respectively.

3.   INVENTORIES:
     ------------

     Inventories consist of the following:

                                                      March 31,     December 31,
                                                        1999            1998
                                                    -----------     -----------
     Purchased materials                            $ 2,230,341     $ 1,996,573
     Work in process                                    158,472         241,676
     Finished goods                                   1,798,133       1,406,664
                                                    -----------     -----------
                                                      4,186,946       3,644,913
     Less allowance for inventory obsolescence         (423,412)       (407,346)
                                                    -----------     -----------
                                                    $ 3,763,534     $ 3,237,567
                                                    ===========     ===========

4.   SIGNIFICANT CUSTOMERS
     ---------------------

     For the quarters ended March 31, 1999 and 1998, Vtel  Corporation  ("VTEL")
     accounted for approximately 23% and 21% of total revenues, respectively.

                                       6
<PAGE>

5.   STOCK OPTIONS
     -------------

     On March 5,  1999,  the  Company  granted  nonqualified  stock  options  to
     purchase an aggregate of 100,000 shares of its common stock for $23.125 per
     share  pursuant to an employment  agreement.  These options were not issued
     under a plan,  vest  ratably over five years and expire five years from the
     date they become vested.

ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

Forward-Looking Statements
- --------------------------

When  used in this  Form  10-Q and in future  filings  by the  Company  with the
Securities and Exchange  Commission,  the words or phrases "will likely result",
"management  expects" or "Company expects",  "will continue",  "is anticipated",
"estimated"  or similar  expressions  are intended to identify  "forward-looking
statements" within the meaning of the Private  Securities  Litigation Reform Act
of  1995.   Readers  are  cautioned   not  to  place  undue   reliance  on  such
forward-looking  statements,  each of which speak 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 earnings and those presently
anticipated or projected, including the timely development and acceptance of new
products,  sources of supply and concentration of customers.  The Company has 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.


Results of  Operations  for Each of the Three Month Periods Ended March 31, 1999
- --------------------------------------------------------------------------------
and 1998
- --------

Revenues
- --------

Revenues  for the three  months  ended March 31, 1999  increased  by $504,757 as
compared  to the same period in 1998 due to an increase in the number of cameras
systems  sold,  offset  somewhat by a decrease in the average  selling price per
system.  The  Company  sold 331 camera  systems at an average  selling  price of
$6,900 per system  during the three months ended March 31, 1999,  as compared to
228 systems at an average  selling  price of $7,600 for the three  months  ended
March 31, 1998.

For  the  three  month  period   ending  March  31,  1999,   revenues   included
approximately $187,000 of third party videoconferencing equipment which was sold
at the Company's cost. Revenues for the three month period ended March 31, 1998,
included  approximately  $230,000  for the sale of two  studio  systems  to beta
customers.

Gross Margin
- ------------

For the three month  periods  ended March 31, 1999 and 1998,  gross margins as a
percentage of sales were 33.9% and 32.2%,  respectively.  The slight increase in
margin is due to lower production  costs.  Production costs were high during the
first  quarter  of 1998 due to  initial  production  of  studio  products.  This
increase  in margin  was  somewhat  offset by the pass  through  of third  party
videoconferencing equipment at no margin during the first quarter of 1999.

                                       7
<PAGE>

Research and Development Expenses
- ---------------------------------

The Company's research and development expenses for the three month period ended
March 31, 1999 increased  $138,442 as compared to the same period in 1998.  This
increase is primarily due to the outsourcing of certain application  engineering
functions, offset somewhat by decreases in personnel and prototype costs related
to studio development.

Marketing and Selling Expenses
- ------------------------------

Marketing  and selling  expenses for the three month period ended March 31, 1999
decreased  $179,301 as compared to the same period in 1998. This decrease is due
to decreases in personnel  and  advertising  costs.  During the first quarter of
1998,  the  Company  incurred  significant   advertising  and  production  costs
associated with the launch of the studio product.

General and Administrative Expenses
- -----------------------------------

For the three month  period  ended March 31,  1999,  general and  administrative
expenses  increased  $286,855  over the same  period in 1998.  This  increase is
primarily a result of  increased  personnel  costs,  increased  usage of outside
professional  services and the  amortization  of prepaid  consulting  fees.  The
Company  added an executive  officer in June 1998 and has  increased  the use of
legal and other consulting firms in connection with the wireless technology.

Interest Income
- ---------------

Interest income for the three month period ended March 31, 1999 decreased $4,395
from the same period in 1998.  This  decrease is due to the use of proceeds from
maturing investments to fund operations during 1998 and 1999, offset by the sale
of equity securities and exercise of options and warrants in 1998.

Backlog
- -------

As of March 31, 1999, the Company had camera backlog of approximately  $250,000,
as  compared to a backlog as of December  31,  1998 of  approximately  $390,000.
Backlog consists of orders received,  which generally have a specified  delivery
schedule within three to five weeks of receipt.


LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------

At March 31, 1999, the Company had working capital of $24,342,165, a decrease of
$1,304,996 from $25,647,161 at December 31, 1998. This decrease is primarily due
to the use of cash to fund  operations  during the first  quarter  of 1999.  The
Company's  principal  source  of  liquidity  at  March  31,  1998  consisted  of
$20,364,479  in cash and  short-term  investments.  Until the Company  generates
sufficient  revenues  from  system  sales,  it will be  required  to continue to
utilize  this source of  liquidity  to cover the  continuing  expense of product
development,  marketing  and sales,  and  general  administration.  The  Company
believes this source of liquidity will provide sufficient  resources to meet its
cash requirements for the next twelve months as well as on a longer-term basis.

                                       8
<PAGE>

                           PART II - OTHER INFORMATION


ITEM 1.   LEGAL PROCEEDINGS.  Not Applicable.

ITEM 2.   CHANGES IN SECURITIES.


Sales of Unregistered Securities
- --------------------------------

<TABLE>
<CAPTION>
                                         Consideration received and       Exemption       If option, warrant or
                                       description of underwriting or        from         convertible security,
Date of       Title of     Number     other discounts to market price    registration     terms of exercise or
  sale        security      sold           afforded to purchasers          claimed             conversion
- -------    --------------  -------    -------------------------------    ------------   ------------------------
<S>        <C>             <C>        <C>                                     <C>       <C>
3/5/99     Option to       100,000    Option granted - no                     4(2)      Exercisable for five
           purchase                   consideration received by                         years from the date
           common stock               Company until exercise                            options first become
           granted to an                                                                vested, options vest
           employee                                                                     ratably over five years
                                                                                        at an exercise price of
                                                                                        $23.125 per share
</TABLE>


ITEM 3.   DEFAULTS UPON SENIOR SECURITIES.  Not applicable.


ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.  Not Applicable.


ITEM 5.   OTHER INFORMATION.  Not applicable.


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.

EXHIBITS

Exhibit 27.1   Financial Data Schedule

REPORTS ON FORM 8-K

None

<PAGE>

                                   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


May 14, 1999                            By: /s/ Jeffrey L. Parker
                                            ----------------------
                                        Jeffrey L. Parker
                                        Chairman and Chief Executive Officer


May 14, 1999                            By: /s/ Cynthia Poehlman
                                            ---------------------
                                        Cynthia Poehlman
                                        Controller and Chief Accounting Officer


<TABLE> <S> <C>

<ARTICLE>                     5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS      
<FISCAL-YEAR-END>                      DEC-31-1999 
<PERIOD-START>                         JAN-01-1999 
<PERIOD-END>                           MAR-31-1999 
<CASH>                                  10,314,479 
<SECURITIES>                            10,050,000 
<RECEIVABLES>                              795,821 
<ALLOWANCES>                                37,308 
<INVENTORY>                              3,763,534 
<CURRENT-ASSETS>                        26,339,890 
<PP&E>                                   6,286,051 
<DEPRECIATION>                           3,435,810 
<TOTAL-ASSETS>                          40,047,328 
<CURRENT-LIABILITIES>                    1,997,725 
<BONDS>                                          0 
                            0
                                      0 
<COMMON>                                   117,604
<OTHER-SE>                              37,913,908 
<TOTAL-LIABILITY-AND-EQUITY>            40,047,328 
<SALES>                                  2,469,751 
<TOTAL-REVENUES>                         2,469,751 
<CGS>                                    1,632,803 
<TOTAL-COSTS>                            1,632,803 
<OTHER-EXPENSES>                         2,726,202 
<LOSS-PROVISION>                                 0 
<INTEREST-EXPENSE>                               0 
<INCOME-PRETAX>                         (1,490,354)
<INCOME-TAX>                                     0 
<INCOME-CONTINUING>                     (1,490,354)
<DISCONTINUED>                                   0 
<EXTRAORDINARY>                                  0 
<CHANGES>                                        0 
<NET-INCOME>                            (1,490,354)
<EPS-PRIMARY>                                (0.13)
<EPS-DILUTED>                                (0.13)
                                       

</TABLE>


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