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 and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). Yes x No ¨

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

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 ~~July 25, 2014, 92,545,862~~August 3, 2015, 99,377,749 shares of the registrant’s common stock were outstanding.

The accompanying notes form an integral part of these consolidated financial statements.

Vringo, Inc., together with its consolidated subsidiaries (“Vringo” or the “Company”), is engaged in the development and monetization of intellectual property worldwide. The Company's intellectual property portfolio consists of over 600 patents and patent applications covering telecom infrastructure, internet search and mobile technologies. The Company’s patents and patent applications have been developed internally or acquired from third parties. In potential acquisitions, the Company seeks to purchase all of, or interests in, technology and intellectual property in exchange for cash, the Company’s securities and/or interests in the monetization of those assets. Revenue from this aspect of Vringo’s business can be generated through licensing and litigation efforts.

Prior to December 31, 2013, the Company operated a global platform for the distribution of mobile social applications and the services that it developed. On February 18, 2014, the Company executed the sale of its mobile social application business to InfoMedia Services Limited (“InfoMedia”), receiving an 8.25% ownership interest in InfoMedia as ~~consideration (Note 4)~~consideration. As part of the transaction, the Company has the opportunity to license certain intellectual property assets and support InfoMedia to identify and protect new intellectual property.

The Company’s infrastructure patents are primarily made up of a patent portfolio purchased from Nokia Corporation (“Nokia”) in 2012. This patent portfolio is comprised of 124 patent families with counterparts in certain jurisdictions world-wide and encompass technologies relating to telecom infrastructure, including communication management, data and signal transmission, mobility management, radio resources management and services. Declarations were filed by Nokia indicating that 31 of the 124 patent families acquired may be essential to wireless communications standards. The Company also owns other acquired infrastructure patent portfolios and has filed over 60 internally developed patent applications. As one of the means of realizing the value of the patents on telecom infrastructure, the Company has filed a number of suits against ZTE Corporation (“ZTE”), ASUSTeK Computer Inc. (“ASUS”), and certain of their subsidiaries, affiliates and other companies in the United States, European jurisdictions, India, Australia, Brazil, and Malaysia alleging infringement of certain U.S., European, Indian, Australian, Brazilian, and Malaysian patents. In response, ZTE Corporation or its affiliates have filed a number of counterclaims and other responsive cases in various countries such as the United States, certain European jurisdictions, the People’s Republic of China and others.

To date, in connection with the suits filed against ZTE, Vringo patents have been found to be infringed in the United Kingdom (“UK”) and Germany, and preliminary relief has been granted in India, Brazil, Romania, and the Netherlands. Separately, Vringo has entered into settlement and license agreements with ADT, Tyco, D-Link, and Belkin.

On September 15, 2011, the Company’s wholly-owned subsidiary, I/P Engine, Inc. (“I/P Engine”), initiated litigation against AOL Inc., Google, Inc., IAC Search & Media, Inc., Gannett Company, Inc., and Target Corporation (collectively, the “Defendants”) for infringement of claims of certain of its owned patents. Trial commenced during 2012, and, on November 6, 2012, the jury ruled in favor of I/P Engine and against the Defendants. After upholding the validity of the patents-in-suit, and determining that the asserted claims of the patents were infringed by the Defendants, the jury found that reasonable royalty damages should be based on a “running royalty,” and that the running royalty rate should be 3.5%. The jury also awarded I/P Engine a total of approximately $30,500. In January 2014, the United States District Court, Eastern District of Virginia (the “District Court”) ordered that I/P Engine recover an additional sum of $17,320 from the Defendants for supplemental damages and prejudgment interest. Further, the District Court ruled that the appropriate ongoing royalty rate for Defendants' continued infringement of the patents-in-suit is a rate of 6.5% of the 20.9% royalty base previously set by the District Court. These rulings were appealed by the Defendants and the oral argument was heard before the United States Court of Appeals for the Federal Circuit (“Federal Circuit”) on May 6, 2014.

On August 15, 2014, the Federal Circuit reversed the judgment of the District Court by holding that the claims of the patents-in-suit asserted by the Company against the Defendants are invalid for obviousness. The Company filed a petition with the Federal Circuit on October 15, 2014 seeking en banc review of the decision. On October 20, 2014, the Federal Circuit invited the defendants/appellants to respond to the petition. On December 15, 2014, the Federal Circuit denied I/P Engine's petition for rehearing of the case en banc and consequently, the Company announced that I/P Engine will seek review by the Supreme Court of the United States (“Supreme Court”) of the Federal Circuit’s decision. On May 14, 2015, I/P Engine filed a petition for a writ of certiorari with the Supreme Court, which requests review of the Federal Circuit’s decision.

As of June 30, 2015, the Company had a cash balance of $20,227. The Company’s average monthly cash spent in operations for the six month periods ended June 30, 2015 and 2014 was approximately $1,285 and $2,159, respectively. In addition, the Company holds $2,117 in deposits with courts related to proceedings in Germany, Brazil, Romania, and Malaysia. As of June 30, 2015 and December 31, 2014, the Company’s total stockholders' equity was $20,396 and $31,180, respectively. The decrease in stockholders’ equity since December 31, 2014 is mainly due to the operating loss during the six month period ended June 30, 2015.

On May 4, 2015 (the “Closing Date”), the Company entered into a securities purchase agreement with certain institutional investors in a registered direct offering of $12,500 of Senior Secured Convertible Notes (the “Notes”) and warrants to purchase up to 5,375,000 shares of the Company’s common stock. On the Closing Date, the Company issued the Notes, which are convertible into shares of the Company’s common stock at $1.00 per share, bear 8% interest and mature in 21 months from the date of issuance, unless earlier converted. In addition, the Company issued 5,375,000 warrants to purchase shares of the Company’s common stock, which are exercisable at $1.00 per share and are exercisable for a period of five years. In connection with the issuance of the Notes and warrants, the Company received net cash proceeds of $12,425 on May 5, 2015. The Company’s obligations under the outstanding Notes are secured by a first priority perfected security interest in substantially all of the Company’s U.S. assets. In addition, stock of certain subsidiaries of the Company has been pledged. The outstanding Notes contain customary events of default, as well as covenants which include restrictions on the assumption of new debt by the Company.

The principal amount of the outstanding Notes will be repaid monthly, and the Company may make such payments and related interest payments in cash or, subject to certain conditions, in registered shares of the Company’s common stock, at its election. If the Company chooses to repay the Notes in shares of its common stock, the shares will be issued at a 15% discount, based on the then-current market price data of the Company’s common stock. The Company may also repay the Notes in advance of the maturity schedule subject to early repayment penalties.

The Company’s operating plans include efforts to increase revenue through the licensing of its intellectual property, strategic partnerships, and litigation, when required, which may be resolved through a settlement or collection. Disputes regarding the assertion of patents and other intellectual property rights are highly complex and technical. The majority of the Company’s expenditures consist of costs related to the Company’s litigation campaigns. In the cases against ZTE and ASUS, the Company incurred costs during the first half of 2015 related to the preparation and filing of briefs and other court documents, as well as case preparation and management. A large percentage of these costs were incurred in the UK and the U.S. In civil law jurisdictions, such as Germany, France, Spain, and others, the majority of costs are incurred in the early stages of litigation. With respect to the Company’s litigation in such countries, the respective campaigns are currently in the later stages and therefore the Company has already incurred the large majority of the related anticipated costs. As such, based on the Company’s plans, costs in these jurisdictions are projected to be lower in the remainder of 2015 and other future periods.

Despite the Company’s plans, its legal proceedings may continue for several years and may require significant expenditures for legal fees and other expenses. Further, should the Company be deemed the losing party in certain of its litigations, it may be liable for some or all of its opponents’ legal fees. In addition, in connection with litigation, the Company has made several affirmative financial guarantees to courts around the world, and might face the need to make additional guarantees in the future.

In addition, the Company’s plans to continue to expand its planned operations through acquisitions and monetization of additional patents, other intellectual property or operating businesses may be time consuming, complex and costly to consummate. The Company may utilize many different transaction structures in its acquisitions and the terms of such acquisition agreements tend to be heavily negotiated. The Company’s future ability to raise capital, if necessary, may be limited. Even if the Company is able to acquire particular patents or other intellectual property assets, there is no guarantee that it will generate sufficient revenue related to those assets to offset the acquisition costs. Therefore, no assurance can be given at this time as to whether the Company will be able to achieve its objectives or whether it will have the sources of liquidity for follow through with its operating plans.

In addition, until the Company generates sufficient revenue, the Company may need to raise additional funds, which may be achieved through the issuance of additional equity or debt, or through loans from financial institutions. There can be no assurance, however, that any such opportunities will materialize. The Company may also be able to raise additional funds through the exercise of its outstanding warrants and options, however, substantially all of such outstanding equity instruments are currently “out of the money.”

As a result of the events and circumstances described above, including the cash proceeds received in connection with the May 2015 financing transaction and the Company’s operating plans, which include paying the principal and interest related to the Notes in shares of the Company’s common stock, the Company believes that it currently has sufficient cash to continue its current operations for at least the next twelve months.

The accompanying interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and the instructions to Rule 10-01 of Regulation S-X, and should be read in conjunction with the Company's Annual Report on Form 10-K for the year ended December 31, ~~2013.~~2014. All adjustments that, in the opinion of management, are necessary for a fair presentation for the periods presented have been reflected by the SEC. Such adjustments are of a normal, recurring nature. The results of operations for the three month and six month periods ended June 30, ~~2014~~2015 are not necessarily indicative of the results that may be expected for the entire fiscal year or for any other interim period. All significant intercompany balances and transactions have been eliminated in consolidation.

The preparation of accompanying consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses for the periods presented. Actual results may differ from such estimates. Significant items subject to such estimates and assumptions include the Company’s intangibles assets, the useful lives of the Company’s intangible assets, the valuation of the Company’s derivative warrants, the valuation of stock-based compensation, ~~the valuation of goodwill,~~ deferred tax assets and liabilities, income tax uncertainties and other contingencies.

The Company conducts certain transactions in foreign currencies, which are recorded at the exchange rate as of the transaction date. All exchange gains and losses occurring from the ~~remeasurement~~re-measurement of monetary balance sheet items denominated in ~~non-dollar~~non-U.S. dollar currencies are reflected as non-operating income or expense in the consolidated statements of operations.

The Company invests its cash in money market funds with financial institutions. The Company has established guidelines relating to diversification and maturities of its investments in order to minimize credit risk and maintain high liquidity of funds. All highly liquid investments with original maturities of three months or less at acquisition date are considered cash equivalents.

The Company recognizes all derivative instruments as either assets or liabilities in the consolidated balance sheets at their respective fair values. The Company's derivative instruments ~~which are discussed in Notes 6 and 8,~~ have been recorded as liabilities at fair value, and are revalued at each reporting date, with changes in the fair value of the instruments included in the consolidated statements of operations as non-operating income (expense). The Company reviews the terms of features embedded in non-derivative instruments to determine if such features require bifurcation and separate accounting as derivative financial instruments. Equity–linked derivative instruments are evaluated in accordance with FASB Accounting Standard Codification 815-40, Contracts in an Entity’s Own Equity to determine if such instruments are indexed to the Company’s own stock and qualify for classification in equity.

Intangible assets include purchased patents which are recorded based on the cost to acquire them. These assets are amortized over their remaining estimated useful lives, which are periodically evaluated for reasonableness. The Company’s intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In assessing the recoverability of the Company's intangible assets, the Company must make estimates and assumptions regarding future cash flows and other factors to determine the fair value of the respective assets. These estimates and assumptions could have a significant impact on whether an impairment charge is recognized and also the magnitude of any such charge. Fair value estimates are made at a specific point in time, based on relevant information. These estimates are subjective in nature and involve uncertainties and matters of significant judgments and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. If these estimates or material related assumptions change in the future, the Company may be required to record impairment charges related to its intangible assets.

Revenue from patent licensing and enforcement is recognized if collectability is reasonably assured, persuasive evidence of an arrangement exists, the sales price is fixed or determinable and delivery of the service has been rendered. The Company uses management's best estimate of selling price for individual elements in multiple-element arrangements, where vendor specific evidence or third party evidence of selling price is not available.

Currently, the Company’s revenue arrangements provide for the payment of contractually determined fees and other consideration for the grant of certain intellectual property rights related to the Company’s patents. These rights typically include some combination of the following: (i) the grant of a non-exclusive, retroactive and future license to manufacture and/or sell products covered by patents, (ii) the release of the licensee from certain claims, and (iii) the dismissal of any pending litigation. The intellectual property rights granted typically extend until the expiration of the related patents. Pursuant to the terms of these agreements, the Company has no further obligation with respect to the grant of the non-exclusive retroactive and future licenses, covenants-not-to-sue, releases, and other deliverables, including no express or implied obligation on the Company’s part to maintain or upgrade the related technology, or provide future support or services. Generally, the agreements provide for the grant of the licenses, covenants-not-to-sue, releases, and other significant deliverables upon execution of the agreement, or upon receipt of the upfront payment. As such, the earnings process is complete and revenue is recognized upon the execution of the agreement, upon receipt of the upfront fee, and when all other revenue recognition criteria have been met.

Operating legal costs mainly include expenses incurred in connection with the Company’s patent licensing and enforcement activities, patent-related legal expenses paid to external patent counsel (including contingent legal fees), licensing and enforcement related research, consulting and other expenses paid to third parties, as well as related internal payroll expenses and stock-based compensation. In addition, amounts received by the Company for reimbursements of legal fees in connection with its litigation campaigns are recorded in Operating legal costs as an offset to legal expense.

Stock-based compensation is recognized as an expense in the consolidated statements of operations and such cost is measured at the grant-date fair value of the equity-settled award. The fair value of stock options is estimated at the date of grant using the Black-Scholes-Merton option-pricing model. The expense is recognized on a straight-line basis, over the requisite service period. The Company uses the simplified method to estimate the expected term of options due to insufficient history and high turnover in the past. Since the Company lacks sufficient history, expected volatility is estimated based on a weighted average historical volatility of the Company and comparable entities with publicly traded shares. The risk-free rate for the expected term of the option is based on the U.S. Treasury yield curve at the date of grant.

In ~~July 2013, the Financial Accounting Standards Board (“FASB”) issuedAccounting Standards Update (“ASU”)No. 2013-11~~~~, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists,~~ which provides guidance on the presentation of unrecognized tax benefits. This guidance requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows: to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This guidance is effective beginning January 1, 2014 and is to be applied prospectively with retroactive application permitted. The Company adopted this guidance as of January 1, 2014, as required. There was no material impact of the consolidated financial statements resulting from the adoption.

~~In April 2014, the FASB issued ASU No. 2014-08,~~ ~~Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity~~.This guidance changes the criteria for reporting a discontinued operation while enhancing disclosures in this area. This standard will be effective for the Company beginning January 1, 2015. Early adoption of the standard is permitted, but only for disposals (or classifications as held for sale) that have not been reported in financial statements previously issued or available for issuance. The Company is currently evaluating the impact of the adoption on its consolidated financial statements.

In May 2014, the FASB issued ASU No. 2014-09,Revenue from Contracts with Customers (Topic 606), which impacts virtually all aspects of an entity's revenue recognition. The core principle of the new standard is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ~~The~~This guidance was amended in July 2015 and is effective for annual reporting periods beginning after December 15, ~~2016.~~2017. The Company is currently evaluating the impact of the adoption on its consolidated financial statements.

In ~~June~~August 2014, the FASB issued ASU No. ~~2014-10,~~2014-15,~~Development Stage Entities~~ Presentation of Financial Statements (Topic ~~915)~~205): ~~Elimination of Certain Financial Reporting Requirements, Including~~Going Concern. The new standard provides guidance around management's responsibility to evaluate whether there is substantial doubt about an ~~Amendment~~entity's ability to ~~Variable Interest Entities Guidance in Topic 810, Consolidation, which removes the definition of development stage entity,~~continue as ~~was previously defined under U.S. GAAP, thereby removing the financial reporting distinction between development stage entities~~a going concern and ~~other reporting entities. In addition, the ASU eliminates the requirements for development stage entities~~ to (i) present inception-to-date information in their financial statements, (ii) label the financial statements as those of a development stage entity, (iii) disclose a description of the development stage activities in which the entity is engaged, and (iv) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage.provide related footnote disclosures. This guidance is effective for ~~annual reporting~~fiscal years, and interim periods within those fiscal years, beginning after December ~~31, 2014~~15, 2016 and early adoption ~~of the standard~~ is permitted. The Company ~~adopted this guidance during~~is currently evaluating the ~~second quarter~~impact of ~~2014.~~the adoption on its consolidated financial statements.

In November 2014, the FASB issued ASU 2014-16,~~(i) Reclassification~~Derivatives and Hedging: Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share is More Akin to Debt or to Equity. The new standard clarifies how current U.S. GAAP should be interpreted in evaluating the economic characteristics and risks of a host contract in a hybrid financial instrument that is issued in the form of a share. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015 and early adoption is permitted. The Company is currently evaluating the impact of the adoption on its consolidated financial statements.

In April 2015, the FASB issued ASU No. 2015-03,Simplifying the Presentation of Debt Issuance Costs, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the corresponding debt liability, consistent with debt discounts. The new standard does not change the amortization of debt issuance costs, which are reported as interest expense in the consolidated statements of operations. This guidance is effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years and early adoption is permitted. The Company is currently evaluating the impact of the adoption on its consolidated financial statements.

Certain balances have been reclassified to conform to presentation ~~requirements including discontinued operations.~~requirements.

Basic net loss per share is computed by dividing the net loss for the period by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing the net loss for the period by the weighted-average number of shares of common stock plus dilutive potential common stock considered outstanding during the period. However, as the Company generated net losses in all periods presented, some potentially dilutive securities that relate to the continuing operations, including certain warrants and stock options, were not reflected in diluted net loss per share, because the impact of such instruments was anti-dilutive. The table below presents the computation of basic and diluted net losses per common share:

On December 31, 2013, the Company entered into a definitive asset purchase agreement with InfoMedia for the sale of all assets and the assignment of all agreements related to the Company’s mobile social application business. The closing of the transaction occurred on February 18, 2014 (“Closing”).

Upon Closing, as consideration for the assets and agreements related to the Company’s mobile social application business, the Company received 18 Class B shares of InfoMedia, which represent an 8.25% ownership interest in InfoMedia. Additionally, the Company’s Chief Executive Officer was appointed as a full voting member on InfoMedia’s board of directors and the Company received a number of customary protective rights. The InfoMedia Class B shares were accounted for as a cost-method investment at the carrying amount of $787 and are included in Other assets in the consolidated balance sheet as of June 30, 2014. During the six month period ended June 30, 2014, there were no events or changes in circumstances that would indicate that the carrying amount of this investment may no longer be recoverable.

In connection with the asset purchase agreement, the requirement to report the results of the Company’s mobile social application business as discontinued operations was triggered. The following tables represent the components of operating results from discontinued operations, as presented in the consolidated statements of operations:

In addition, the following table presents the carrying amounts of the major classes of assets from the discontinued mobile social application business in the Company’s consolidated balance sheet as of December 31, 2013. These assets were transferred to InfoMedia upon Closing. As of December 31, 2013, there were no liabilities classified as held for sale and no liabilities were transferred to InfoMedia upon Closing.

The following table provides information regarding the Company’s intangible assets, which consist of its patents:

The Company’s patents consist of three major patent portfolios, which were acquired from third parties, as well as a number of internally developed patents. The costs related to internally developed patents are expensed as incurred.

In August 2012, the Company purchased a portfolio from Nokia consisting of various patents and patent applications as described in Note 1. The total consideration paid for the portfolio was $22,000 and the Company capitalized certain costs related to the acquisition of patents in the total amount of $548. Under the terms of the purchase agreement, to the extent that the gross revenue generated by such portfolio exceeds $22,000, the Company is obligated to pay a royalty of 35% of such excess. The Company has not recorded any amounts in respect of this contingent consideration, as both the amounts of future potential revenue, if any, and the timing of such revenue cannot be reasonably estimated.

The Company’s ~~intangible assets consist of its~~ patents ~~which~~ are amortized over their expected useful lives (i.e., through the expiration date of the patent). During the three and six month periods ended June 30, ~~2014,~~2015, the Company recorded amortization expense of ~~$968~~$813 and ~~$1,925,~~$1,617, respectively, related to its patents. During the three and six month periods ended June 30, ~~2013,~~2014, the Company recorded amortization expense of ~~$839~~$968 and ~~$1,678,~~$1,925, respectively, related to its patents.

During the third quarter of 2014, the Company determined that there were impairment indicators related to certain of its patents. A significant factor that was considered when making this determination included the announcement of the Federal Circuit’s decision on August 15, 2014. The Company concluded that this factor was deemed a “triggering” event requiring that the related patent assets be tested for impairment during the third quarter of 2014. In performing this impairment test, the Company determined that the patent portfolio containing the patents-in-suit in I/P Engine's litigation against AOL Inc., Google Inc. et al, which represents an asset group, was subject to impairment testing. In the first step of the impairment test, the Company utilized its projections of future undiscounted cash flows based on the Company’s existing plans for the patents. As a result, it was determined that the Company’s projections of future undiscounted cash flows were less than the carrying value of the asset group. Accordingly, the Company performed the second step of the impairment test to measure the potential impairment by calculating the asset group’s fair value. This resulted in an impairment of $1,355 during the third quarter of 2014, related to the asset group, which represents the difference between the fair value and the carrying value of the asset group. There were no impairment charges related to the Company’s patents during the six month periods ended June 30, 2015 and 2014.

Basic net loss per share is computed by dividing the net loss for the period by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing the net loss for the period by the weighted-average number of shares of common stock plus dilutive potential common stock considered outstanding during the period. However, as the Company generated net losses in all periods presented, some potentially dilutive securities that relate to the continuing operations, including certain warrants and stock options, were not reflected in diluted net loss per share because the impact of such instruments was anti-dilutive. The table below presents the computation of basic and diluted net losses per common share:

On February 18, 2014, the Company executed the sale of its mobile social application business to InfoMedia. As consideration for the assets and agreements related to the Company’s mobile social application business, the Company received 18 Class B shares of InfoMedia, which represent an 8.25% ownership interest in InfoMedia. Additionally, the Company’s Chief Executive Officer was appointed as a full voting member on InfoMedia’s board of directors and the Company received a number of customary protective rights. The InfoMedia Class B shares are accounted for as a cost-method investment at the carrying amount of $787 and are included in Other assets in the consolidated balance sheets as of June 30, 2015 and December 31, 2014. During the six month period ended June 30, 2015, there were no events or changes in circumstances that would indicate that the carrying amount of this investment may no longer be recoverable.

In connection with the sale of its mobile social application business, the Company is required to present the results of the Company’s mobile social application business as discontinued operations in the consolidated statements of operations. The following table represents the components of operating results from discontinued operations for the six month period ended June 30, 2014, as presented in the consolidated statements of operations:

On May 4, 2015 (the “Closing Date”), the Company entered into a securities purchase agreement with certain institutional investors in a registered direct offering of $12,500 of Senior Secured Convertible Notes (the “Notes”) and warrants to purchase 5,375,000 shares of the Company’s common stock. On the Closing Date, the Company issued the Notes, which are convertible into shares of the Company’s common stock at $1.00 per share, bear 8% interest and mature in 21 months from the date of issuance, unless earlier converted. In addition, the Company issued 5,375,000 warrants to purchase shares of the Company’s common stock, which are exercisable at $1.00 per share and are exercisable for a period of five years, beginning on the six month and one day anniversary of their date of issuance. In connection with the issuance of the Notes and warrants, the Company received net cash proceeds of $12,425 on May 5, 2015. The Company also incurred third party costs directly associated with the issuance of Notes of $218, which are capitalized as debt issuance costs and included in Other assets, and are amortized over the term of the Note. The Company’s obligations under the outstanding Notes are secured by a first priority perfected security interest in substantially all of the Company’s U.S. assets. In addition, stock of certain subsidiaries of the Company has been pledged. The outstanding Notes contain customary events of default, as well as covenants which include restrictions on the assumption of new debt by the Company. As of June 30, 2015, all covenants were met and there were no events of default.

The principal amount of the outstanding Notes will be repaid monthly, and the Company may make such payments and related interest payments in cash or, subject to certain conditions, in registered shares of the Company’s common stock, at its election. On each of the principal installment dates, the Company’s scheduled principal amortization payment will be an amount equal to $595. If the Company chooses to repay the Notes in shares of its common stock, the shares will be issued at a 15% discount, based on the then-current market price data of the Company’s common stock. The Company may also repay the Notes in advance of the maturity schedule subject to early repayment penalties. The holders of the Notes may accelerate up to six principal installment payments on each of the principal installment dates. The Company may choose to settle such amounts in cash or shares issued at a 15% discount, based on the then-current market price data of the Company’s common stock. Further, the Notes contain provisions that under certain events of default, as defined in the agreement, the amount owed could increase by amounts ranging from 115% to 120% of the face value depending on when the event occurred, and additionally, the interest rates would increase to 16.5% per annum upon the occurrence and continuance of an event of default. In addition, the Company may choose to repay the Notes early at a premium ranging from 115% to 120% of the face value depending on when the election is made.

The 8% interest will be paid quarterly, starting July 1, 2015, and the Company may make such payments in cash or registered shares of the Company’s common stock, at its election. If the Company chooses to repay the Notes in shares of its common stock, the shares for the payment of interest will be issued at the then-current market price of the Company’s common stock.

Upon issuance of the Notes on May 4, 2015, the Company recorded the following as of June 30, 2015:

The debt discount is attributable to the value of the separately accounted for Conversion feature and May 2015 Warrants issued in connection with the financing. The embedded Conversion feature derivatives relate to the conversion option, redemption in case of an event of default, and redemption in the case of a change in control features of the Notes. The embedded derivatives were evaluated under ASC topic 815-15, were bifurcated from the debt host, and were classified as liabilities in the consolidated balance sheet. The debt discount is amortized using the effective interest method over the term of the Notes. For the three and six months ended June 30, 2015, the Company recorded $289 of debt discount amortization included in interest expense on the consolidated statements of operations. In addition, the Company recorded $21 amortization of debt issuance costs included in interest expense and recorded an interest accrual of $155 included in Accounts payable and accrued expenses as of June 30, 2015.

During the three months ended June 30, 2015, the Company made principal payments in the aggregate amount of $1,191. The Company elected to make these principal payments in shares of the Company’s common stock, which are issued at a 15% discount to the market price. As such, the Company issued 2,300,000 shares in lieu of principal payments and recorded $210 as extinguishment of debt expense on the consolidated statements of operations. Subsequent to June 30, 2015, the Company made additional principal payments in the aggregate amount of $1,524 and an interest payment of $155 in shares of common stock, the latter of which had been accrued as of June 30, 2015.

See Note 7 and 8 for further detail on the fair value of the May 2015 Warrants and Conversion feature.

The Company measures fair value in accordance with FASB Accounting ~~Standards~~Standard Codification (“ASC”) 820-10,Fair Value Measurements and Disclosures. FASB ASC 820-10 clarifies that fair value is an exit price, representing the amount that would be received by selling an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, FASB ASC 820-10 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date.

Level 2: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability.

Level 3:Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date.

The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

The following table presents the placement in the fair value hierarchy of liabilities measured at fair value on a recurring basis as of June 30, ~~2014~~2015 and December 31, ~~2013:~~2014:

The Company measures its derivative liabilities at fair value. The ~~Special Bridge Warrants,~~ Conversion Warrants, the derivative Reload Warrants and the derivative Series 1 Warrants ~~(as defined in Note 8) are~~were classified within Level 3 because they ~~are~~were valued using the Black-Scholes-Merton and the Monte-Carlo models, ~~(as~~as these warrants ~~include~~included down-round protection ~~clauses),~~clauses, which utilize significant inputs that are unobservable in the market. On January 1, 2015, the down-round protection clauses associated with all of the Company’s outstanding derivative warrants expired and, as a result, these warrants no longer meet the criteria for liability classification. As such, the related liabilities were revalued as of January 1, 2015 and the balance of $175, which was comprised of long-term derivative liability warrants of $174 and short-term derivative liability warrants of $1, was reclassified to equity.

The ~~following table presents~~May 2015 Warrants were classified within Level 3 because they were valued using the ~~placement~~Black-Sholes-Merton model, which utilizes significant inputs that are unobservable in the ~~fair value hierarchy of assets~~market. They are recorded as derivative liability warrants as they are freestanding instruments and there are several features within the warrants that may require the Company to cash settle or partially cash settle. In particular, the Company may have to cash settle, partially cash settle, or make cash payments to the holders including cash settlement upon exercise when insufficient shares are authorized to be issued, and that the Company is obligated to issue registered shares when the warrants are exercised. The derivative liability is initially measured at fair value ~~on a non-recurring basis as of December 31, 2013 (there were no such assets or liabilities as of June 30, 2014):~~and marked to market at each balance sheet date.

The Conversion feature was classified within Level 3 because it was valued using the Monte-Carlo model, which utilizes significant inputs that are unobservable in the market. The embedded Conversion feature derivatives relate to the conversion option, redemption in case of an event of default, and redemption in the case of a change in control features of the Notes. The Conversion feature was separated from the host debt contract and accounted for as a derivative instrument because the feature is not clearly and closely related to the debt host and a separate instrument with the same terms as the embedded derivative would be a derivative instrument.

In addition to the above, the Company’s financial instruments as of June 30, ~~2014~~2015 and December 31, ~~2013~~2014 consisted of cash, cash equivalents, receivables, accounts payable and deposits. The carrying amounts of all the aforementioned financial instruments approximate fair ~~value.~~ value because of the short-term maturities of these instruments.

The following table summarizes the changes in the Company’s liabilities measured at fair value ~~on a recurring basis~~ using significant unobservable inputs (Level 3) during the six month period ended June 30, ~~2014:~~2015:

Fair value measurement of the derivative warrant liabilities ~~related to the Special Bridge Warrants, Conversion Warrants, Reload Warrants and Series 1 Warrants (as defined in Note 8) fall~~falls within Level 3 of the fair value hierarchy. The fair value measurements are evaluated by management to ensure that changes are consistent with expectations of management based upon the sensitivity and nature of the inputs.

The fair value of the assets held for sale as of December 31, 2013 (Note 4) was determined by estimating the present value of the expected future cash flows associated with that asset or asset group by using certain unobservable market inputs. These inputs included discount rates, estimated future cash flows and certain continuing growth rate assumptions. The discount rates are intended to reflect the risk inherent in the projected future cash flows generated by the respective asset or asset group. The inputs used in the valuation were sensitive to certain factors related to mobile social application technology such as rapid changes in the industry and technological advances.

Sensitivity of Level 3 measurements to changes in significant unobservable inputs

The inputs to estimate the fair value of the Company’s derivative warrant liabilities ~~are~~and Conversion feature were the current market price of the Company’s common stock, the exercise price of the ~~warrant, its~~warrants and Conversion feature, their remaining expected term, the volatility of the Company’s common stock price ~~the Company’s assumptions regarding the probability and timing of a down-round protection triggering event~~ and the risk-free interest ~~rate.~~rate over the expected term. Significant changes in any of those inputs in isolation can result in a significant change in the fair value measurement.

Generally, an increase in the market price of the Company’s shares of common stock, an increase in the volatility of the Company’s shares of common stock, and an increase in the remaining term of the ~~warrant, or an increase of a probability of a down-round triggering event~~warrants and Conversion feature would each result in a directionally similar change in the estimated fair value of the Company’s warrants. Such changes would increase the associated liability while decreases in these assumptions would decrease the associated liability. An increase in the risk-free interest rate or a decrease in the ~~positive~~ differential between the ~~warrant’s~~warrants’ and Conversion feature’s exercise ~~price~~prices and the market price of the Company’s shares of common stock would result in a decrease in the estimated fair value measurement ~~of the warrants~~ and thus a decrease in the associated liability. The Company has not, and does not plan to, declare dividends on its common stock, and as such, there is no change in the estimated fair value of the warrants and Conversion feature due to the dividend assumption.

The following table summarizes information about warrant activity during the six month period ended June 30, 2015:

On May 4, 2015, the Company issued warrants to purchase up to 5,375,000 of its shares of common stock in conjunction with the issuance of the Senior Secured Convertible Notes. The warrants are exercisable at $1.00 per share and are exercisable for a period of five years.

Prior to June 21, 2015, the Company had public warrants to purchase 4,784,000 shares of common stock at an exercise price of $5.06, which were listed on the NASDAQ Capital Market under the symbol “VRNGW,” and additional warrants which were privately held to purchase 8,426,858 shares of common stock, all of which expired on June 21, 2015.

Certain of the Company’s outstanding warrants are classified as equity warrants and certain are classified as derivative liability. The Company’s outstanding equity warrants as of June 30, 2015 consist of the following:

The Company’s outstanding derivative liability warrants as of June 30, 2015 consist of the following:

The Company has a stock-based compensation plan available to grant stock options and ~~RSU~~RSUs to the Company’s directors, employees and consultants. Under the 2012 Employee, Director and Consultant Equity Incentive Plan (the “Plan”), a maximum of 15,600,000 shares of common stock may be awarded. As of June 30, ~~2014, 3,741,170~~2015, 5,296,442 shares were available for future grants under the Plan.

The following table illustrates the stock options granted ~~for~~during the six month period ended June 30, ~~2014:~~2015:

Certain options granted ~~to officers, directors and certain key employees~~ are subject to acceleration of vesting of 75% - 100% (according to the agreement signed with each grantee), upon a subsequent change of control.

The activity related to stock options and ~~RSU for~~RSUs during the six month period ended June 30, ~~2014~~2015 consisted of the following:

The Company did not recognize tax benefits related to its stock-based compensation as there is a full valuation allowance recorded.

~~The following table summarizes information about warrant activity for the six month period ended June 30, 2014:~~

On June 19, 2014, the Company entered into agreements with certain of its warrant holders, pursuant to which the warrant holders exercised for cash 5,697,227 of their outstanding Series 1 and Series 2 warrants, with an exercise price of $1.76 per share. The Company granted such warrant holders unregistered warrants of the Company to purchase an aggregate of 5,412,366 shares of the Company’s common stock, par value $0.01 per share, at an exercise price of $5.06 per share (the “June 2014 Warrants”). The June 2014 Warrants expire on June 21, 2015 and because such warrants do not bear any down-round protection clauses, they are classified as equity instruments. As a result of these transactions, the Company received $10,027 of proceeds.

* ~~These warrants bear down-round protection clauses and as a result, they are classified as derivative liabilities and recorded at fair value.~~

** The June 2014 Warrants were valued on the grant date (June 20, 2014) using the following assumptions: volatility: 40.05%, stock price: $3.33, risk free interest rate: 0.15% and dividend yield: 0%. The new warrants issued in connection with the exercise of warrants classified as liabilities were accounted for as an inducement and therefore an amount of $65, which is based on the fair value of the new warrants, was recorded as a non-operating expense during the second quarter of 2014. The new warrants issued in connection with the exercise of warrants classified as equity, which were fair valued at $611, were recorded as equity.

~~On April 28, 2014, the Company entered into a confidential agreement with Tyco that resolved all litigation pending between the parties.~~

The Company retains the services of professional service providers, including law firms that specialize in intellectual property licensing, enforcement and patent law. These service providers are often retained on an hourly, monthly, project, contingent or a blended fee basis. In contingency fee arrangements, a portion of the legal fee is based on predetermined milestones or the Company’s actual collection of funds. The Company accrues contingent fees when it is probable that the milestones will be achieved and the fees can be reasonably estimated.

The Company’s subsidiaries have filed patent infringement lawsuits against ~~the~~ZTE and its subsidiaries ~~of ZTE Corporation~~ in the ~~United Kingdom,~~UK, France, Germany, Netherlands, Australia, India, Brazil, Malaysia, and Romania, and against ~~ASUSTeK Computer, Inc.~~ASUS and ~~ASUS Computer GmbH~~its subsidiaries in Germany, Spain and India. In such jurisdictions, an unsuccessful plaintiff may be required to pay a portion of the other party’s legal fees. In addition, the Company may be required to grant additional written commitments, as necessary, in connection with its commenced proceedings against ZTE and its subsidiaries in various countries. However, if the Company were successful on any court applications or the entirety of any litigation, the defendants may be responsible for a substantial portion of the Company’s legal fees. In response, ZTE Corporation or its affiliates have filed a number of counterclaims and other responsive cases in various countries such as the United States, certain European jurisdictions, the People’s Republic of China, and others.

Pursuant to negotiation with ZTE’s ~~United Kingdom~~UK subsidiary, the Company made two written commitments, in November 2012 and May 2013, representing payment should a liability by Vringo Infrastructure arise as a result of the two cases it has filed. Each of the cases filed include three patents which the Company has alleged are infringed by ZTE. The defendants estimated the total possible liability to be no more than approximately $2,900 for each case. The Company recorded its best estimate of its liability in respect of ZTE’s legal fees, which is presented in Other liabilities included in the consolidated balance sheets as of June 30, 2015 and December 31, 2014, but believes that the ultimate liability will be significantly less.

In ~~addition, ZTE's German subsidiary started three revocation (invalidity) proceedings against~~March 2014, the ~~Company; two~~Company withdrew one of the patents included in the first ~~half of 2013 and one~~case against ZTE’s UK subsidiary. ZTE withdrew its invalidity counterclaims.

In November 2014, with respect to another patent included in the first ~~quarter of 2014. Should~~case, the Court found that Vringo’s patent is valid as amended and infringed by ZTE. ZTE ~~be successful in any of those actions,~~did not appeal the ~~Company would be liable for some portion of ZTE’s fees. The total amount~~decision, and the ~~Company would have to pay~~decision is ~~a statutorily determined percentage based~~final.

On February 17, 2015, Vringo withdrew its infringement claims against ZTE on ~~the estimated value in dispute for these proceedings. ZTE has estimated the value of the revocation proceeding at approximately $1,700 for each of the~~ three ~~revocation cases on file; the Company assesses the likelihood of such payment as remote. The value of each~~ of the four remaining European Patents in suit in the second litigation in the UK. ZTE subsequently withdrew its invalidity counterclaims in respect of these three patents.

On April 10, 2015, Vringo and ZTE reached an agreement in relation to the remaining European Patent in issue (EP (UK) 1 330 933) in the second patent case in the UK in which the parties will withdraw their respective claims and counterclaims.

On September 13, 2013 and January 28, 2014, Vringo Germany filed two suits in the Regional Court of Düsseldorf, alleging infringement ~~proceedings against ZTE on file and~~ of ~~each of the~~ two ~~infringement proceedings against ASUS on file has been estimated at approximately $1,400~~European patents by ZTE’s German subsidiary. Those cases were heard by the ~~Company.~~ Court on November 27, 2014. On January 22, 2015, the Court issued its judgment, finding that ZTE does not infringe either patent. On February 17, 2015, Vringo filed notices of appeal for each patent. The appeal process is anticipated to take at least one year.

On May 5, 2014, the Company deposited a bond of ~~approximately $1,400~~€1,000 (approximately $1,109 as of June 30, 2015) to enforce an injunction against ZTE in Germany. On May 20, 2015, the Company paid an additional €50 (approximately $57 as of June 30, 2015) to enforce review of accounting records. Should the injunction be successfully overturned on appeal, the Company may be obligated to compensate ZTE for any damages allegedly suffered as a result of the enforcement of the injunction, which would be ascertained through separate damages proceedings. Should the judgment which granted the injunction be affirmed on appeal, however, the amount paid as security would be returnable to the Company in full.

~~Pursuant to negotiations with ZTE’s Australian subsidiary, the~~ The Company placed a written commitment in April 2014 to ensure payment should a liability by Vringo Infrastructure arise as a result of the case filed. The amount of such commitment cannot be reasonably estimated at this time and the Company assesseshas assessed the likelihood of ~~such payment~~the injunction being successfully overturned on appeal as remote.

In ~~addition, in~~ Brazil, as a condition of the relief requested, the Company deposited ~~approximately $904~~R$2,020 on April 17, 2014 (approximately $640 as of June 30, 2015), as a surety against the truth of allegations contained in the complaint. ~~Unless~~This deposit is returnable at the end of the litigation unless ZTE is the prevailing party and proves that actual material damages were suffered while the requested relief was in ~~place,~~place. The Company has assessed the ~~funds are returnable at~~likelihood of ZTE doing so as remote.

In Romania, Vringo Infrastructure filed a patent infringement lawsuit against ZTE in the ~~end~~Bucharest Tribunal Civil Section on June 23, 2014 and the Court granted an ex-parte preliminary injunction, ordering ZTE to cease any importation, exportation, introduction on the market, offer for sale, storage, sale, trade, distribution, promotion, or any other business activity regarding the infringing product. The Company deposited a bond of €243 on February 11, 2015 (approximately $270 as of June 30, 2015) with the ~~litigation.~~ Court in order to continue to enforce the injunction.

The ~~$1,400~~ bond ~~deposit~~deposits in Germany and Romania and the ~~$904~~ surety deposit in Brazil are included in Deposits with courts in the consolidated balance ~~sheet~~sheets as of June 30, 2015 and December 31, 2014.

In ~~addition,~~the People’s Republic of China, ZTE has filed 33 reexamination requests of Vringo’s Chinese patents with the Patent Re-Examination Board (“PRB”) of the State Intellectual Property Office of the People’s Republic of China. To date, the PRB has upheld the validity of 17 of the Company’s patents, partially upheld the validity of two of the Company’s patents, and has held that 12 of the Company’s patents are invalid. The Company has filed appeals on the PRB’s decision on the patents that have been held invalid. The appeal process is expected to take at least one year. The remaining reexamination requests remain pending, with decisions expected to be rendered on a rolling basis.

On February 21, 2014, ZTE filed a civil complaint against the Company ~~may be required to grant additional written commitments, as necessary, in connection with its commenced proceedings against ZTE Corporation~~ and certain of its subsidiaries in ~~various countries. It should be noted, however,~~the Shenzhen Intermediate Court alleging that if the Company ~~were successful~~violated China’s antimonopoly laws. The Company received notice of the action on June 26, 2014. The Company intends to vigorously contest all aspects of this action in the appropriate manner. On July 28, 2014, the Company filed a motion to have this complaint dismissed due to lack of jurisdiction. On August 6, 2014, the Court dismissed this motion. The Company filed an appeal of the dismissal, which was denied by the Court. The Court conducted a hearing on May 29, 2015 for the parties to submit any ~~court applications or~~evidence on which they intended to rely. During this hearing, ZTE amended its complaint to increase its damages demand. As a result, the ~~entirety~~Company filed a motion contesting the jurisdiction of ~~any litigation, ZTE Corporation~~the Court, which was denied. The Company’s appeal of the jurisdictional question is pending. Trial on the merits, which had been scheduled to begin on June 9, 2015 has been postponed pending Vringo’s appeal. The appellate process is expected to take several months. The Company has not made a determination of what the potential liability may be ~~responsible for a substantial portion of~~should it lose the ~~Company’s legal fees.~~case in China.

In July 2012, the Company signed a rental agreement for its corporate executive office in New York for an annual rental fee of approximately $137 (subject to certain adjustments) which was to expire in September 2015. ~~However, in~~In January 2014, the Company entered into an amended lease agreement with the landlord for a different office space within the same building. The initial annual rental fee for this new office is approximately $403 (subject to certain future escalations and adjustments) beginning on August 1, 2014, which was the date when the new office space ~~is available, which is expected to be in the third quarter of 2014.~~was available. This lease will expire ~~five years~~in October 2019. Rent expense for operating leases for the three and ~~three months after the new office space is available.~~six month periods ended June 30, 2015 were $91 and $183, respectively. Rent expense for operating leases for the three and six month periods ended June 30, 2014 were $70 and $182, respectively. ~~Rent expense for operating leases for the three and six month periods ended June 30, 2013 were $63 and $107, respectively.~~

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

This Quarterly Report on Form 10-Q contains “forward-looking statements” that involve risks and uncertainties, as well as assumptions that, if they never materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. The statements contained herein that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are often identified by the use of words such as, but not limited to, “anticipates,” “believes,” “can,” “continues,” “could,” “estimates,” “expects,” “intends,” “may,” “will be,” “plans,” “projects,” “seeks,” “should,” “targets,” “will,” “would,” and similar expressions or variations intended to identify forward-looking statements. These statements are based on the beliefs and assumptions of our management based on information currently available to management. Such forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results and the timing of certain events to differ materially from future results expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those identified below, and those discussed in the section titled ~~"Risk Factors"~~“Risk Factors” included in our Annual Report on Form 10-K filed on March ~~10, 2014~~16, 2015 and any future reports we file with the Securities and Exchange Commission (“SEC”). The forward-looking statements set forth herein speak only as of the date of this report. Except as required by law, we undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date of such statements, except as required by law.

All references in this Quarterly Report on Form 10-Q to “we,” “us” and “our” refer to Vringo, Inc., a Delaware corporation, and its consolidated subsidiaries.

Vringo, Inc. (“Vringo”) strives to develop, acquire, license and protect innovation worldwide. We are currently focused on identifying, generating, acquiring, and deriving economic benefits from intellectual property assets. We plan to continue to expand our portfolio of intellectual property assets through acquiring and internally developing new technologies. We intend to monetize our technology portfolio through a variety of value enhancing initiatives, including, but not limited to:

~~strategic partnerships, and~~

On February 18, 2014, we closed a transaction with InfoMedia Services Limited (“InfoMedia”) for the sale of certain assets and the assignment of certain agreements related to our mobile social application business. As consideration, we received 18 Class B shares of InfoMedia, which represent an 8.25% ownership interest in InfoMedia. InfoMedia is a privately owned, United Kingdom (“UK”) based, provider of customer relationship management and monetization technologies to mobile carriers and device manufacturers. As part of the transaction, we will have the opportunity to license certain intellectual property assets and support InfoMedia to identify and protect new intellectual property.

The accompanying interim consolidated financial statements are presented in accordance with generally accepted accounting principles in the United States of America ("(“U.S. ~~GAAP"~~GAAP”). All significant intercompany balances and transactions have been eliminated in consolidation.

On May 4, 2015 (the “Closing Date”) we entered into a securities purchase agreement with certain institutional investors in a registered direct offering of $12,500,000 of Senior Secured Convertible Notes (the “Notes”) and warrants to purchase up to 5,375,000 shares of our common stock. On the Closing Date, we issued the Notes, which are convertible into shares of our common stock at $1.00 per share, bear 8% interest and mature in 21 months from the date of issuance, unless earlier converted. In addition, we issued 5,375,000 warrants to purchase shares of our common stock, which are exercisable at $1.00 per share and are exercisable for a period of five years beginning on the six month and one day anniversary of their date of issuance. In connection with the issuance of the Notes and warrants, we received net cash proceeds of $12,425,000 on May 5, 2015. Our obligations under the outstanding Notes are secured by a first priority perfected security interest in substantially all of our U.S. assets. In addition, stock of certain of our subsidiaries has been pledged. The outstanding Notes contain customary events of default, as well as covenants which include restrictions on the assumption of new debt by Vringo.

The principal amount of the outstanding Notes will be repaid monthly, and we may make such payments and related interest payments in cash or, subject to certain conditions, in registered shares of our common stock, at our election. If we choose to repay the Notes in shares of our common stock, the shares will be issued at a 15% discount, based on the then-current market price data of our common stock. We may also repay the Notes in advance of the maturity schedule subject to early repayment penalties.

On December 18, 2014, we received a notification letter from NASDAQ informing us that for the last 30 consecutive business days, the bid price of our securities had closed below $1.00 per share. This notice has no immediate effect on our NASDAQ listing and we had 180 calendar days, or until June 16, 2015, to regain compliance. We did not regain compliance during such period since the closing bid price of our securities was not at least $1.00 per share for a minimum of ten consecutive business days. On June 17, 2015, we received a letter from NASDAQ notifying us that we had been granted an additional 180-day period, or until December 14, 2015, to regain compliance with the minimum $1.00 bid price per share requirement for continued listing on the NASDAQ Capital Market, as set forth in NASDAQ Listing Rule 5810(c)(3)(A)(ii). We intend to cure the deficiency during this extended period by implementing a reverse stock split of our common stock. If we are unable to implement a reverse stock split and regain compliance with the minimum bid price requirement, we could be delisted.

We manage an intellectual property portfolio consisting of over 600 patents and patent applications, covering telecom infrastructure, internet search and mobile technologies. These patents and patent applications have been developed internally or acquired from third parties. We ~~innovate,~~strive to develop, acquire, license and protect ~~technology and intellectual property rights~~innovation worldwide. We seek to expand our portfolio of intellectual property through acquisition and development both internally and with the assistance of third parties. Our goal is to partner with innovators of compelling technologies.

In potential acquisitions, we seek to purchase all of, or interests in, technology and intellectual property in exchange for cash, our securities and/or interests in the monetization of those assets. Our revenue from this aspect of our business can be generated through licensing and litigation efforts. We engage in robust due diligence and a principled risk underwriting process to evaluate the merits and potential value of any acquisition or partnership. We seek to structure the terms of our acquisitions and partnerships in a manner that will achieve the highest risk-adjusted returns possible. We believe that our capital resources and potential access to capital, together with the experience of our management team and board of directors, will allow us to assemble a portfolio of quality assets with short and long-term revenue opportunities.

In June 2011, I/P Engine acquired eight patents from Lycos, Inc. (“Lycos”) through its wholly-owned subsidiary, I/P Engine. On September 15, 2011, I/P Engine initiated litigation in the United States District Court, Eastern District of Virginia, against Google Inc., and certain of its customers (“Defendants”) for infringement of two of the patents acquired from Lycos.

~~On November 6, 2012, a jury in Norfolk, Virginia unanimously returned a verdict in favor of I/P Engine. The jury verdict is available athttp://bit.ly/QBRt5S. On November 20, 2012, the District Court issued a ruling that asserted patents were not invalid as obvious, and the Court entered final judgment which can be found athttp://bit.ly/1hqlUpD~~.

~~On January 3, 2014, the District Court ordered that I/P Engine recover an additional sum from the Defendants for supplemental damages and prejudgment interest. This ruling can be found athttp://bit.ly/1iRY5rc~~. On January 21, 2014, the District Court ruled that the Defendants' alleged design-around was “nothing more than a colorable variation of the system adjudged to infringe,” and accordingly I/P Engine “is entitled to ongoing royalties as long as [the] Defendants continue to use the modified system.” This ruling can be found at~~http://bit.ly/1rpVeZp~~. On January 28, 2014, the District Court ruled that the appropriate ongoing royalty rate for Defendants' continued infringement of the patents-in-suit that "would reasonably compensate [I/P Engine] for giving up [its] right to exclude yet allow an ongoing willful infringer to make a reasonable profit" is a rate of 6.5% of the 20.9% royalty base previously set by the District Court.

Both I/P Engine and the Defendants have appealed the case to the U.S. Court of Appeals for the Federal Circuit. The case number for the District Court case is 2:11 CV 512-RAJ. The case numbers for the cases in the Court of Appeals for the Federal Circuit are 13-1307, 13-1313, 14-1233 and 14-1289. On May 6, 2014, the United States Court of Appeals for the Federal Circuit heard oral argument in I/P Engine, Inc., Plaintiff-Cross Appellant v. AOL Inc., Google Inc., IAC Search & Media, Inc., Gannett Company, Inc. and Target Corporation, Defendants-Appellants, Appeal Nos. 13-1307 and 13-1313. The Court's decision in the case is pending as of the filing date of this Form 10-Q.

Requests for reexamination are a standard tactic used by defendants in patent litigation cases. Google has previously filed four separate requests for reexamination of the two asserted patents at the USPTO, with the two requests on one of the patents being merged. On July 2, 2014, the USPTO mailed a notice that it will issue a certificate that all of the claims of U.S. Patent No. 6,314,420 remain valid and unchanged. This is the second time the USPTO has confirmed the validity of the ‘420 patent. The USPTO has also previously confirmed the validity of U.S. Patent No. 6,775,664, the other patent asserted in litigation with Google. At this time, there are no other pending reexaminations for the patents asserted in the litigation.

On January 31, 2013, I/P Engine initiated litigation in the United States District Court, Southern District of New York, against Microsoft Corporation (“Microsoft”). On May 30, 2013, I/P Engine entered into a settlement and license agreement with Microsoft to resolve the litigation. According to the agreement, Microsoft paid I/P Engine $1,000,000 and agreed to pay 5% of any future amount Google pays for its use of the patents acquired from Lycos. The parties also agreed to a limitation on Microsoft's total liability, which would not impact us unless the amounts received from Google substantially exceed the judgment previously awarded. In addition, the parties entered into a patent assignment agreement, pursuant to which Microsoft assigned six patents to I/P Engine. The assigned patents relate to telecommunications, data management, and other technology areas. The case number was 1:13 CV 00688.

On August 9, 2012, we entered into a patent purchase agreement with Nokia Corporation ("Nokia"), comprising of 124 patent families with counterparts world-wide. The total consideration paid for the portfolio was $22,000,000. Under the terms of the purchase agreement, to the extent that the gross revenue generated by such portfolio exceeds $22,000,000, we are obligated to pay a royalty of 35% of such excess. The portfolio encompasses technologies relating to telecom infrastructure, including communication management, data and signal transmission, mobility management, radio resources management and services. Declarations were filed by Nokia indicating that 31 of the 124 patent families acquired may be essential to wireless communications standards. Copies of the declarations are available on our website at ~~http://www.vringoip.com/documents/FG/vringo/ip/99208_Nokia_ETSI_Declarations.pdf~~.

As one of the means of realizing the value of the patents on telecom infrastructure, Vringo, Inc. and our wholly-owned subsidiaries, Vringo Infrastructure, Inc. (“Vringo Infrastructure”)~~, Vringo, Inc.~~ and Vringo Germany GmbH (“Vringo Germany”) have filed a number of suits against ZTE Corporation (“ZTE”), and ASUSTeK Computer Inc. (“ASUS”~~), and Tyco Integrated Security, LLC (“Tyco”~~) and certain of their subsidiaries, affiliates and other companies in the United States, European jurisdictions, India, Australia, Brazil, and Malaysia alleging infringement of certain U.S., European, Indian, Australian, Brazilian, and Malaysian patents.

On October 5, 2012, Vringo Infrastructure filed a suit in the UK High Court of Justice, Chancery Division, Patents Court, alleging infringement of ~~certain~~three European patents. Subsequently, ZTE responded to the complaint ~~on December 19, 2012~~ with a counterclaim for invalidity of the ~~patents in suit.~~patents-in-suit. Vringo Infrastructure filed a ~~further~~second UK suit on December 3, 2012, alleging infringement of three additional European patents.

In March 2014, Vringo Infrastructure withdrew its claim to one of the patents included in the first UK suit, and ZTE withdrew its invalidity counterclaim. Another patent included in the first suit was heard in a trial that commenced on October 28, 2014.

On November 28, 2014, the Court found the patent valid as amended and infringed by ZTE. Following the Court’s ruling, ZTE applied to introduce new prior art and re-argue the validity of the patent; the application was rejected on January 30, 2015. There was no appeal by ZTE of the substantive decision and therefore the decision is final. Trial on the remedies phase is currently scheduled ~~for October 2014~~to occur in the first half of 2016 and will focus on the appropriate royalty rate to be awarded.

On February 17, 2015, Vringo withdrew its infringement claims against ZTE on three of the four remaining European Patents in suit in the second litigation in the UK. ZTE subsequently withdrew its invalidity counterclaims in respect of these three patents.

On April 10, 2015, Vringo and ZTE reached an agreement in relation to the remaining European Patent in issue (EP (UK) 1 330 933) in the second patent case in the UK ~~suit, trial is scheduled~~as a result of which the parties withdrew their respective claims and counterclaims.

The remedy for ~~June 2015.~~ZTE’s infringement of the patent, which was adjudged valid and infringed by the Court on November 28, 2014, will be decided in a hearing during the first quarter of 2016. The remaining legal fees in the litigation between the parties in the UK will be decided by the Court after that hearing.

On November 15, 2012, Vringo Germany filed a suit in the Mannheim Regional Court in Germany, alleging infringement of a European patent. The litigation was expanded to include a second European patent on February 21, 2013. On November 4, 2013, weVringo Germany filed a further brief with respect to the proceedings of the first European patent suit, asserting infringement by ZTE eNode B infrastructure equipment used in 4G networks.

~~The hearing for~~ Vringo Germany re-filed the first European patent case ~~has been postponed by mutual agreement with ZTE; no date has been set for reinstatement.~~ in the Regional Court of Düsseldorf on December 5, 2014.

On December 17, 2013, the Court issued its judgment in the second European patent case, finding that ZTE infringed that patent and ~~ordered~~ordering an accounting and an injunction upon payment of the appropriate bonds. On February 19, 2014, Vringo Germany filed suit in the Mannheim Regional Court seeking enforcement of the accounting ordered and a further order that non-compliance be subject to civil and criminal penalties. On May 5, 2014, we paid a bond of ~~approximately $1,400,000~~€1,000,000 (approximately $1,109,000 as of June 30, 2015) to the Court in order to enforce the injunction against ~~ZTE. Trial in the suit~~ZTE and on May 20, 2015, we paid an additional bond of €50,000 (approximately $57,000 as of June 30, 2015) to enforce ~~the~~review of accounting ~~is scheduled for September 2014.~~

records. On December 27, 2013, ZTE filed a notice of appeal of the Mannheim Regional Court’s judgment in the second European patent case, and on January 24, 2014, ZTE filed an emergency motion with the Court of Appeals seeking a stay of the judge’s order pending appeal. On February 24, 2014, ZTE’s motion was denied. A hearing in the appeal is scheduled for the third quarter of 2015.

On September 13, 2013 and January 28, 2014, Vringo Germany filed two suits in the Regional Court of Düsseldorf, alleging infringement of two additional European patents. ~~Both~~Those cases ~~are scheduled to be~~were heard inby the Court on November 27, 2014. On ~~April 23, 2014, Google commenced~~January 22, 2015, the Court issued its judgment, finding that ZTE does not infringe either patent. On February 17, 2015, Vringo filed notices of appeal for each patent. The appeal process is anticipated to ~~intervene in the fourth filed suit as an interested third party. As a result of this process, Google is entitled to file defensive briefs in tandem with ZTE.~~

ZTE filed nullity suits with respect to the first and second European patents in the Federal Patents Court in Munich, Germany, during the second and fourth quarters, respectively, of 2013. ~~Trials~~On July 3, 2015, the Court decided that certain claims that read on handover between radio network controllers, a key part of 3G infrastructure technology of the first European patent are valid as amended. Trial in the nullity ~~suits have not~~suit with respect to the second European patent has been ~~scheduled.~~ scheduled for the fourth quarter of 2015.

ZTE filed a nullity suit with respect to the third European patent in the Federal Patents Court in Munich, Germany, in the fourth quarter of 2013. ~~A schedule has not yet been set and the trial is not anticipated before the third quarter of 2015.~~ In addition, ZTE filed a nullity suit with respect to the fourth European patent in the Federal Patents Court in Munich, Germany, in the second quarter of 2014. ATrials in the nullity suits are expected to occur in the first half of 2016.

In May 2015, ZTE filed nullity suits in the Federal Patents Court in Munich, Germany, with respect to three European patents not currently being asserted against ZTE. No schedule has ~~not yet~~currently been set ~~and the trial is not anticipated before the third quarter of 2015.~~in these cases.

~~In November and December 2012,~~ ZTE has filed 33 reexamination requests ~~in China against three~~of Vringo’s Chinese patents ~~owned by Vringo before~~with the Patent ~~Reexamination~~Re-Examination Board (“PRB”) of the ~~Patent~~State Intellectual Property Office of the People’s Republic of China. ~~On July 3, 2013,~~To date, the ~~patent rights for~~PRB has upheld the validity of 17 of Vringo’s patents, partially upheld the validity of two of Vringo’s patents, and has held that 12 of Vringo’s patents are invalid. Vringo has filed appeals on the PRB’s decision on the patents that have been held invalid. The appeal process is expected to take at least one ~~of those patents was upheld. On May 30, 2014, the patent rights for another one of those patents was upheld.~~year. The ~~oral hearing for the~~ remaining ~~patent occurred on January 23, 2014,~~ ~~for which the ruling is still pending. Between December 20 and December 28, 2013, ZTE filed four more additional~~ reexamination requests against four other Chinese patents owned by Vringo. Vringo filed responses for these four patents in early May 2014. The oral hearing for one of the patents occurred on June 17, 2014. Oral hearings for the remaining three patents areremain pending, with decisions expected to ~~occur later in the year.~~

Between May and July of 2014, ZTE filed reexamination requests in China against 25 additional Chinese patents owned by Vringo before the Patent Reexamination Board of the Patent Office of the People’s Republic of China. Vringo’s initial responses are due in August of 2014. The remaining schedule in these 25 new re-examinations is not yet available.be rendered on a rolling basis.

On February 21, 2014, ZTE filed a civil ~~antitrust~~ complaint against Vringo and Vringo Infrastructure in the Shenzhen Intermediate ~~Court.~~Court alleging that Vringo violated China’s antimonopoly laws. Vringo received notice of the action on June 26, 2014. Vringo intends to vigorously contest all aspects of this action in the appropriate manner. ~~A schedule~~On July 28, 2014, Vringo filed a motion to have this complaint dismissed due to lack of jurisdiction. On August 6, 2014, the Court dismissed this motion. Vringo filed an appeal of the dismissal, which was denied by the Court. The Court conducted a hearing on May 29, 2015 for the parties to submit any evidence on which they intended to rely. During this hearing, ZTE amended its complaint to increase its damages demand. As a result, Vringo filed a motion contesting the jurisdiction of the Court, which was denied. Vringo’s appeal of the jurisdictional question is pending. Trial on the merits, which had been scheduled to begin on June 9, 2015 has been postponed pending Vringo’s appeal. The appellate process is expected to take several months. We have not made a determination of what the potential liability may be should we lose the case ~~has not yet been set.~~in China.

On March 29, 2013, Vringo Infrastructure filed a patent infringement lawsuit in France in the Tribunal de Grande Instance de Paris, alleging infringement of the French part of two European patents. Vringo Infrastructure filed the lawsuit based on particular information uncovered during a seizure to obtain evidence of infringement, known as a saisie-contrefaçon, which was executed at two of ZTE's facilities in France. The oral hearing in relation to liability and injunctive relief for these patents ~~has been scheduled for December 2014~~was held on April 13, 2015 before the 3^rddivision of the 3^rd chamber of the Tribunal de Grande Instance de Paris (specializing in IP matters). We anticipate that the Court will render a decision in the third quarter of 2015.

On June 11, 2013, Vringo Infrastructure filed a patent infringement lawsuit in the Federal Court of Australia in the New South Wales registry, alleging infringement by ZTE of two Australian patents. In March 2015, the Court granted Vringo’s request to join ZTE Corporation as a party to the action. We currently anticipate that the Court will set a trial date in 2015.

On September 6, 2013, Vringo Infrastructure filed a preliminary inquiry order against ZTE in the Commercial Court of Madrid, Spain, requiring ZTE to provide discovery relating to alleged infringement of a patent which is the Spanish counter-part of the second European patent filed in Germany. In light of ZTE’s non-responsiveness to the order, on March 24, 2014 the Court granted our request to seek discovery of four of ZTE’s Spanish customers. We have received responses from all four customers. On July 31, 2014, ZTE filed a nullity suit in the Commercial Court of Madrid seeking to invalidate two of the Spanish counter-parts of Vringo’s European patents, including the patent found valid as amended and infringed in the UK.

On November 7, 2013, we ~~along with~~and our subsidiary, Vringo Infrastructure, filed a patent infringement lawsuit in the High Court of Delhi at New Delhi, India, alleging infringement of an Indian patent related to CDMA. On November 8, 2013, the Court granted an ex-parte preliminary injunction and appointed commissioners to inspect ZTE’s facilities and collect evidence. ZTE appealed the preliminary injunction and, on December 12, 2013, the ~~appellate panel~~Court instituted an interim arrangement, requiring ZTE to file an accounting affidavit disclosing the number of CDMA devices sold by its entities in India, revenue derived therefrom, and other supporting documentation. The Court also required ZTE to pay a bond approximately $800,000, directed Indian customs authorities to notify us when all relevant ZTE goods are imported into India, and required ZTE to give us the opportunity to inspect those goods. ZTE filed its accounting affidavit on January 13, 2014.

arrangement. On February 3, 2014, we filed a motion for contempt for ZTE’s failure to comply with the Court’s order, and requested that the Court order ZTE to pay an increased bond. A ruling on this motion is pending.

On January 31, 2014, we and our subsidiary, Vringo Infrastructure, filed a patent infringement lawsuit in the High Court of Delhi at New Delhi, alleging infringement of a second Indian patent related to GSM Infrastructure. The Court ~~finding a~~ ~~prima facie~~ ~~case of infringement,~~ granted an ex-parte preliminary injunction ~~restraining ZTE~~ and ~~its officers, directors, agents, distributors and customers from importing, selling, offering for sale, advertising, installing, or operating any infringing products, and giving us the right~~appointed commissioners to inspect any infringing goods arriving in India, which are to be detained by customs authorities. The judge granted the injunction after ruling that we would suffer an irreparable loss if such an injunction were not put into place.ZTE’s facilities and collect evidence. ZTE ~~subsequently~~ appealed the ~~injunction.~~preliminary injunction and, on August 13, 2014, the Court instituted an interim arrangement. On August 5,30, 2014, ~~ZTE's appeal was heard by~~we filed a motion for contempt for ZTE’s failure to comply with the ~~Court.~~Court’s order, and requested that the Court order ZTE to pay an increased bond. A ruling on this motion is pending.

On April 14, 2014, Vringo Infrastructure filed a patent infringement lawsuit inassigned to the 5th Trial Court of Rio de Janeiro State Court in Brazil, alleging infringement of a Brazilian patent related to 3G/4G/LTE infrastructure. This is the Brazilian counterpart to the patent found to be valid as amended and infringed in the UK. On April 15, 2014, the court granted an ex-parte preliminary injunction restraining ZTE from manufacturing, using, offering for sale, selling, installing, testing, or importing such infrastructure equipment, subject to a fine. ~~To enforce the injunction, the~~The Company posted a bond of approximately ~~$904,000~~R$2,020,000 (approximately $640,000 as of June 30, 2015) with the court on April 17, ~~2014. On May 9,~~ 2014 ~~ZTE filed an interlocutory appeal~~as a surety against the ~~injunction. This appeal was denied by~~truth of the ~~Court on June 16, 2014.~~allegations contained in the complaint. ZTE has filed numerous appeals against the injunction since, all of which have been rejected.

On July 17, 2014, ZTE filed a nullity suit in the Federal district court in Rio de Janiero, Brazil, against both Vringo and the Brazilian patent office, seeking to invalidate Vringo’s Brazilian patent. The Brazilian patent office answered the complaint, supporting the validity of the patent and requesting the dismissal of the complaint. A schedule for the remainder of this matter has not yet been set.

In April 2015, ZTE filed a second suit in the Federal district court in Rio de Janeiro, against Vringo and the Brazilian patent office, seeking to prevent Vringo from enforcing the injunction issued in the state court. A schedule for this matter has not yet been set.

On June 23, 2014, Vringo Infrastructure filed a patent infringement lawsuit against ZTE in the High Court of Malaya at Kuala Lumpur. ~~A schedule has not yet been set~~The Court is expected to hear the case in ~~this matter.~~the fourth quarter of 2015.

On June 23, 2014, Vringo Infrastructure filed a patent infringement lawsuit against ZTE in the Bucharest Tribunal Civil Section. On July 1, 2014, the court granted an ex-parte preliminary injunction, ordering ZTE to cease any importation, exportation, introduction on the market, offer for sale, storage, sale, trade, distribution, promotion, or any other business activity regarding the infringing product. ZTE appealed the injunction and, on October 10, 2014, the Bucharest Court of Appeal suspended enforcement of the injunction in light of ZTE’s allegations that it was immediately subject to approximately €31,500,000 in contract losses, pending the outcome of the appeal. On January 8, 2015, the Court rejected ZTE’s appeal, and reinstated the injunction with immediate effect. The ~~remaining schedule~~Court ordered Vringo to pay a bond of approximately €243,000 in order to continue to enforce the injunction. On February 4, 2015, the Court rejected ZTE’s request for the Court to order Vringo to pay an increased bond of €40,000,000, in a final decision that may not be appealed. Vringo paid the €243,000 bond on February 11, 2015 (approximately $270,000 as of June 30, 2015). ZTE has ~~not yet~~filed numerous appeals against the injunction since, all of which have been ~~set in this matter.~~rejected.

On May 28, 2014, Vringo Infrastructure commenced legal proceedings, pursuant to European Anti-Piracy Regulations, Number 1383/2003, Article 11 against ZTE in the District Court of The Hague. ZTE has filed an invalidity lawsuit for the patent-in-suit. On August 19, 2014, Vringo Infrastructure filed another suit at the District Court of The Hague, which subsumed the May 18, 2014 lawsuit. A schedule has not yet been set in this matter.

On June 4, 2014, ZTE filed suit in the District Court of Rotterdam against Vringo and Vringo Infrastructure for the alleged wrongful detention of goods under the relevant anti-piracy regulations. A schedule has not yet been set in this matter.

On July 24, 2014, ZTE filed ~~an action for~~ a ~~preliminary injunction in~~request with the District Court of The Hague ~~against Vringo Infrastructure for~~to seek the release of ~~allegedly wrongfully detained goods. This~~ZTE UMTS products being held by Dutch customs officials and to order Vringo to ask the Dutch customs authorities to stop their actions against ZTE’s products based on the Anti-Piracy Regulations of the European Union. On October 24, 2014, the President of the Court denied ZTE’s requests, and upheld the detention of ZTE’s goods, finding, prima facie, that ZTE has infringed one of Vringo’s European patents, upholding the validity of that patent, and rejecting ZTE’s argument that Vringo has violated European competition law by enforcing that patent. ZTE was also ordered to pay Vringo’s legal costs of approximately $250,000. ZTE retains the right to appeal this decision.

On October 23, 2014, ZTE filed suit in the District Court of The Hague seeking the invalidity of Vringo’s European Patent that is the subject of the other proceedings taking place in the same Court. A hearing in this matter ~~will be heard on September 16, 2014.~~is expected to take place in the third quarter of 2015.

On July 2, 2014, Vringo filed suit in the United States District Court for the Southern District of New York seeking a temporary restraining order and preliminary and permanent injunctions against ZTE, enjoining ZTE’s use of prohibited materials captured under ~~NDA,~~a non-disclosure agreement (“NDA”) between the parties, including but not limited to ZTE’s use of such materials in its antitrust lawsuit in China against Vringo and Vringo Infrastructure. On July 7, 2014, the court granted a temporary restraining order against ZTE’s use of such material. On July 23, 2014, ZTE filed a counterclaim against Vringo. On July 24, 2014, the Court held a hearing on Vringo’s motion for a preliminary injunction against ZTE. On October 2, 2014, Vringo filed a motion for judgment on the pleadings, similar to a motion for summary judgment, asking the court to render a judgment on Vringo’s cause of action based solely on the pleadings of the parties. On April 6, 2015, the Court granted Vringo’s motion in part, holding that ZTE breached the NDA. On June 3, 2015, the Court granted, in part, Vringo’s request for a preliminary injunction, effectively converting the previously-granted temporary restraining order into a preliminary injunction.

On February 5, 2015, ZTE filed suit in the United States District Court for the District of Delaware alleging that Vringo breached its contractual obligations to ETSI, which it assumed from Nokia when it purchased its infrastructure patent portfolio. On February 6, 2015, the Court granted a temporary restraining order and preliminary injunction against Vringo. On February 10, 2015, the Court dissolved the temporary restraining order and preliminary injunction and granted Vringo’s request to transfer the case to the United States District Court for the Southern District of New York.

On February 5, 2015, ZTE filed inter partes review (“IPR”) requests for five of Vringo’s United States Patents. The requests, filed with the Patent Trial and Appeal Board (“PTAB”) of the United States Patent and Trademark Office (“USPTO”) will remain pending until the PTAB makes a decision on whether to grant the requests and, thus, review the patents. While these patents have counterparts being litigated by Vringo in other parts of the world, none of these United States Patents are currently in litigation. On June 5, 2015, ZTE withdrew their requests for IPR for procedural reasons.

On April 10, 2014, ZTE filed a complaint with the European Commission. We believe that the accusations are not accurate. The European Commission has not yet set the schedule for this matter.

On May 14, 2015, ZTE filed an opposition to one of Vringo’s newly issued patents at the European Patent Office. Vringo believes that ZTE’s request has no merit and plans to vigorously defend the validity of its patent. A schedule has not yet been set.

On January 13, 2015, Vringo Infrastructure received a Request for Assistance in Investigation from the National Development and Reform Commission of the People’s Republic of China (NDRC). This request was based on a complaint filed by ZTE against Vringo. The NDRC has demanded that Vringo consent to mediation with ZTE overseen by the NDRC. Vringo is actively responding to the NDRC’s concerns and working to convince NDRC that ZTE’s claims have no merit. Vringo is additionally working to ensure that the NDRC respects the various relevant treaties to which the United States and China are signatories.

On October 4, 2013 and January 29, 2014, Vringo Germany filed two patent infringement lawsuits against ASUS in the Düsseldorf Regional Court, alleging infringement of two European patents. Those cases were heard by the Court on November 27, 2014. On January 22, 2015, the Court issued its judgment, finding that ASUS does not infringe either patent. On February 17, 2015, Vringo filed notices of appeal for each patent. The ~~cases are scheduled~~appeal process is anticipated to ~~be heard in November 2014.~~take at least one year.

ASUS filed nullity suits with respect to the first and second European patents in the Federal Patents Court in Munich, Germany, during the second quarter of 2014. Trials in the nullity suits ~~have not been scheduled but~~ are ~~not anticipated before the second quarter of 2016 for~~expected to occur in the first ~~patent and the second quarter~~half of ~~2015 for the second patent.~~

On February 7, 2014, Vringo Infrastructure filed suit in the Commercial Court of Barcelona alleging infringement of a patent which is the Spanish counter-part of the first European patent filed in Germany. The oral hearing for this case ~~is scheduled to be~~was heard before the Commercial Court of Barcelona inon November 25, 2014. Judgment is pending. On December 19, 2014, ASUS filed a nullity suit with respect to the same patent. A schedule for the case has not yet been set.

On April 15, 2014, Vringo Infrastructure filed suit in the High Court of Delhi, New Delhi alleging infringement of a patent related to use of dictionaries in search engines preloaded on certain ASUS devices. Google has successfully petitioned to intervene as an interested party and, by right, has filed responsive pleadings. A schedule for the remainder of case has not yet been set.

On September 15, 2011, our wholly-owned subsidiary, I/P Engine, Inc. (“I/P Engine”) initiated litigation in the United States District Court, for the Eastern District of Virginia, against AOL Inc., Google, Inc., IAC Search & Media, Inc., Gannett Company, Inc., and Target Corporation (collectively, the “Defendants”) for infringement of claims of U.S. Patent Nos. 6,314,420 and 6,775,664, which I/P Engine acquired from Lycos, Inc.

Trial commenced on October 16, 2012, and the case was submitted to the jury on November 1, 2012. On November 6, 2012, the jury ruled in favor of I/P Engine and against the Defendants. After upholding the validity of the patents-in-suit, and determining that the asserted claims of the patents were infringed by the defendants, the jury found that reasonable royalty damages should be based on a “running royalty,” and that the running royalty rate should be 3.5%. The jury also awarded I/P Engine a total of approximately $30,500,000. On November 20, 2012, the clerk entered the District Court's final judgment.

On ~~April~~January 3, 2014, the District Court ordered that I/P Engine recover an additional sum of $17,320,000 from Defendants for supplemental damages and prejudgment interest. On January 21, 2014, the District Court ruled that Defendants' alleged design-around is “nothing more than a colorable variation of the system adjudged to infringe," and accordingly I/P Engine "is entitled to ongoing royalties as long as Defendants continue to use the modified system.” On January 28, 2014, the ~~Company entered into~~District Court ruled that the appropriate ongoing royalty rate for Defendants' continued infringement of the patents-in-suit that “would reasonably compensate [I/P Engine] for giving up [its] right to exclude yet allow an ongoing willful infringer to make a ~~confidential agreement with Tyco that resolved all litigation pending between~~reasonable profit” is a rate of 6.5% of the ~~parties.~~

~~Sale of mobile social application business~~20.9% royalty base previously set by the District Court. The Defendants also filed a separate appeal related to ~~InfoMedia Services Limited (“InfoMedia”)~~these matters.

On August 15, 2014, the Court of Appeals for the Federal Circuit (“Federal Circuit”) held that the claims of the patents-in-suit asserted by the Company against the Defendants are invalid for obviousness. On August 20, 2014, Vringo announced that I/P Engine would seek en banc review of the Federal Circuit's decision.

On October 15, 2014, I/P Engine filed a petition for rehearing en banc, in which it argues that the majority's opinion in this case presents important questions of law and is at odds with a series of Supreme Court and Federal Circuit decisions which do not allow appellate judges to disregard a jury's detailed findings under these circumstances. I/P Engine argued that review is particularly appropriate here, where the panel majority not only failed to adopt the proper legal standard, but explicitly rejected it.

On December 15, 2014, the Federal Circuit denied I/P Engine's petition for rehearing of the case en banc and consequently, we announced that I/P Engine will seek review by the Supreme Court of the United States (“Supreme Court”) of the Federal Circuit's decision. On May 14, 2015, I/P Engine filed a petition for a writ of certiorari with the Supreme Court. The petition asks the Court to review and overturn a divided opinion of the U.S. Court of Appeals for the Federal Circuit, issued on August 15, 2014, which reversed a jury verdict entered in favor of I/P Engine against Google and certain of Google's customers in the United States District Court for the Eastern District of Virginia. Subsequent to the filing of I/P Engine’s petition, Google requested and was granted two extensions to the deadline for filing a response. Google filed their response on July 29, 2015.

The court dockets for the foregoing cases are publicly available on the Public Access to Court Electronic Records website, www.pacer.gov, which is operated by the Administrative Office of the U.S. Courts and the website for the Supreme Court, www.supremecourt.gov.

Since January 2012, we have raised approximately $123,355,000, including the May 2015 financing transaction discussed above, which has been used to finance our operations. As of now, we have not yet generated any significant revenues. As of June 30, 2015, we had a cash balance of $20,227,000. Our average monthly cash spent in operations for the six month period ended June 30, 2015 was approximately $1,285,000. This is not necessarily indicative of the future use of our working capital. In addition, we paid approximately $2,691,000 in deposits with courts beginning in the second quarter of 2014 to date, related to proceedings in Germany, Brazil, Romania, and Malaysia, which are included in Deposits with courts in the consolidated balance sheets as of June 30, 2015 and December 31, ~~2013, we entered into~~2014. Deposits with courts paid in local currency are remeasured on the balance sheet date based on the related foreign exchange rate on that date. As of June 30, 2015, deposits with courts totaled $2,117,000.

As of June 30, 2015 and December 31, 2014, our total stockholders' equity was $20,396,000 and $31,180,000, respectively. The decrease in stockholders’ equity since December 31, 2014 is mainly due to the operating loss during the six month period ended June 30, 2015.

Our operating plans include increasing revenue through the licensing of our intellectual property, strategic partnerships, and litigation, when required, which may be resolved through a ~~definitive asset purchase agreement with InfoMedia for~~settlement or collection. Disputes regarding the ~~sale~~assertion of ~~certain assets (mostly comprised~~patents and other intellectual property rights are highly complex and technical. The majority of ~~acquired technology) and the assignment~~our expenditures consist of ~~certain agreements~~costs related to our ~~mobile social application business. The closing~~litigation campaigns. In our cases against ZTE and ASUS, we incurred costs during the first half of 2015 related to the preparation and filing of briefs and other court documents, as well as case preparation and management. A large percentage of these costs were incurred in the UK and the U.S. In civil law jurisdictions, such as Germany, France, Spain, and others, the majority of costs are incurred in the early stages of litigation. With respect to our litigation in these countries, the respective campaigns are currently in the later stages and therefore we have already incurred the large majority of the related anticipated costs. As such, based on our plans, costs in these jurisdictions are projected to be lower in the remainder of 2015 and other future periods.

Despite our plans, our legal proceedings may continue for several years and may require significant expenditures for legal fees and other expenses. Further, should we be deemed the losing party in certain of our litigations, we may be liable for some or all of our opponents’ legal fees. In addition, in connection with litigation, we have made several affirmative financial guarantees to courts around the world, and might face the need to make additional guarantees in the future.

In addition, our plans to continue to expand our planned operations through acquisitions and monetization of additional patents, other intellectual property or operating businesses may be time consuming, complex and costly to consummate. We may utilize many different transaction ~~occurred on February 18, 2014 (“Closing”). Upon Closing, as consideration for~~structures in our acquisitions and the terms of such acquisition agreements tend to be heavily negotiated. Our future ability to raise capital, if necessary, may be limited. Even if we are able to acquire particular patents or other intellectual property assets, ~~and agreements~~there is no guarantee that we will generate sufficient revenue related to those assets to offset the acquisition costs. Therefore, no assurance can be given at this time as to whether we will be able to achieve our ~~mobile social application business, we received 18 Class B shares of InfoMedia, which represent an 8.25% ownership interest in InfoMedia.~~

~~InfoMedia is a privately owned, UK based, provider of customer relationship management and monetization technologies to mobile carriers and device manufacturers. As part of the transaction,~~objectives or whether we will have the ~~opportunity to license certain intellectual property assets and support InfoMedia to identify and protect new intellectual property. Additionally,~~sources of liquidity for follow through with our ~~Chief Executive Officer was appointed as a full voting member on InfoMedia’s board of directors and we received a number of customary protective rights.~~operating plans.

~~June 2014 Warrants~~In addition, until we generate sufficient revenue, we may need to raise additional funds, which may be achieved through the issuance of additional equity or debt, or through loans from financial institutions. There can be no assurance, however, that any such opportunities will materialize. We may also be able to raise additional funds through the exercise of our outstanding warrants and options, however, substantially all of such outstanding equity instruments are currently “out of the money” due to the decline in our common stock price which began in the third quarter of 2014.

~~On June 19, 2014,~~We anticipate that we ~~entered into agreements with certain~~will continue to seek additional sources of liquidity, when needed, until we generate positive cash flows to support our operations. We cannot give any assurance that the necessary capital will be raised or that, if funds are raised, it will be on favorable terms. If we are unable to obtain additional funding on a timely basis, we may be required to curtail or terminate some of our ~~warrant holders, pursuant~~business plans. Any future sales of securities to ~~which the warrant holders exercised for~~finance our operations may require stockholder approval and will dilute existing stockholders' ownership. We cannot guarantee when or if we will ever generate positive cash ~~5,697,227 of their outstanding Series 1 and Series 2 warrants, with an exercise price of $1.76 per share. In addition, we granted such warrant holders unregistered warrants~~flows.

As a result of the ~~Company~~events and circumstances described above, including the cash proceeds received in connection with the May 2015 financing transaction and our operating plans, which include paying the principal and interest related to ~~purchase an aggregate of 5,412,366~~the Notes in shares of our common stock, ~~par value $0.01 per share,~~we believe that we currently have sufficient cash to continue our current operations for at an exercise price of $5.06 per share (the “June 2014 Warrants”). The June 2014 Warrants expire on June 21, 2015 and because such warrants do not bear any down-round protection clauses, they are classified as equity instruments. As a result of these transactions, we received approximately $10 million of proceeds.least the next twelve months.

Revenue from patent licensing and enforcement is recognized when collection is reasonably assured, persuasive evidence of an arrangement exists, the sales price is fixed or determinable and delivery of the service has been rendered. We use management's best estimate of selling price for individual elements in multiple-element arrangements, where vendor specific evidence or third party evidence of selling price is not available.

Currently, our revenue arrangements provide for the payment of contractually determined fees in consideration for the grant of certain intellectual property rights related to our patents. These rights typically include some combination of the following: (i) the grant of a non-exclusive, retroactive and future license to manufacture and/or sell products covered by patents, (ii) the release of the licensee from certain claims, and (iii) the dismissal of any pending litigation. The intellectual property rights granted may be perpetual in nature, extending until the expiration of the related patents, or can be granted for a defined, relatively short period of time, with the licensee possessing the right to renew the agreement at the end of each contractual term for an additional minimum upfront payment. Pursuant to the terms of these agreements, we have no further obligation with respect to the grant of the non-exclusive retroactive and future licenses, covenants-not-to-sue, releases, and other deliverables, including no express or implied obligation on our part to maintain or upgrade the related technology, or provide future support or services. Generally, the agreements provide for the grant of the licenses, covenants-not-to-sue, releases, and other significant deliverables upon execution of the agreement, or upon receipt of the minimum upfront payment for term agreement renewals. As such, the earnings process is complete and revenue is recognized upon the execution of the agreement, upon receipt of the minimum upfront fee for term agreement renewals, and when all other revenue recognition criteria have been met.

Operating legal costs mainly include expenses incurred in connection with our patent licensing and enforcement activities, patent-related legal expenses paid to external patent counsel (including contingent legal fees), licensing and enforcement related research, consulting and other expenses paid to third parties, as well as related internal payroll expenses and stock-based compensation.

Amortization of intangibles represents the amortization expense of our acquired patents which is recognized on a straight-line basis over the remaining legal life of the patents.

~~Research and development expenses consist primarily of the cost of our development personnel, as well as of the cost of outsourced development services.~~

General and administrative expenses include costs related to management and administrative personnel, development personnel, public and investor relations, overhead/office costs and various professional fees, as well as insurance, non-operational depreciation and amortization.

Non-operating income (expenses) includes transaction gains (losses) from foreign exchange rate differences, interest on the Notes, deposits, bank charges, as well as fair value adjustments related to our derivative warrant ~~liabilities.~~liabilities and Conversion feature. The value of such derivative ~~warrant~~ liabilities is highly influenced by assumptions used in its valuation, as well as by our stock price at the period end (revaluation date).

AtAs of June 30, ~~2014,~~2015, deferred tax assets generated from ~~our U.S.~~ activities were offset by a valuation allowance because realization depends on generating future taxable income, which, in our estimation, is not more likely than not to be generated before such net operating loss carryforwards expire.

Prior to the sale of our mobile social application business, our subsidiary in Israel generated net taxable income from services it provided to us. The subsidiary in Israel charged us for research, development, certain management and other services provided to us, plus a profit margin on such costs, which was 8%. In the zone where the production facilities of the subsidiary in Israel were located, the statutory tax rate was 12.5% in 2013.

Three month period ended June 30, ~~2014~~2015 compared to the three month period ended June 30, ~~2013~~2014

During the three month period ended June 30, 2014, we recorded total revenue of $800,000, which ~~represents~~was due to a ~~decrease~~one-time payment in connection with a licensing agreement for certain of ~~$300,000 (or 27.3%) as compared to~~our owned intellectual property. We did not record revenue for the three month period ended June 30, ~~2013.~~2015.

Acquisitions of patents or other intellectual property assets are often time consuming, complex and costly to consummate. We may utilize many different transaction structures in our acquisitions and the terms of such acquisition agreements tend to be heavily negotiated. Our ability to raise capital may be limited. Even if we are able to acquire particular patents or other intellectual property assets, there is no guarantee that we will generate sufficient revenue related to those assets to offset the acquisition costs. We anticipate that our legal proceedings may continue for several years and may require significant expenditures for legal fees and other expenses. Disputes regarding the assertion of patents and other intellectual property rights are highly complex and technical.

During the three month period ended June 30, 2015, our operating legal costs were $5,464,000, which represents a decrease of $518,000 (or 8.7%) from operating legal costs recorded for the three months ended June 30, 2014. This decrease was partially due to the timing and nature of consulting and patent litigation costs related to legal proceedings against ZTE and Google. With respect to our legal proceedings against ZTE, costs during the three month period ended June 30, 2015 were associated with our continued worldwide litigation efforts in the UK, U.S., and other countries. We did not incur significant expenses in connection with our legal proceedings against Google during the three month period ended June 30, 2015.

We expect our operating legal costs to decrease during the remainder of 2015 as compared to 2014 since most of our litigation campaigns are in the later stages of development. Our goal is to decrease our overall operating legal expenses by performing more work in-house, which we believe will cost less than outsourcing to external firms. There is no guarantee, however, that an in-house team will be less expensive or more efficient than outsourcing this work. Moreover, as we expand the scope of our monetization efforts, the amount of legal work will increase leading to a concomitant increase in our operating legal costs, regardless of if such work is performed in-house or outsourced.

Our intangible assets consist of our patent portfolios, which are amortized over their remaining useful lives (i.e., through the expiration date of the patent). During the three month period ended June 30, 2015, amortization expense related to our intangible assets totaled $813,000, which represents a decrease of $155,000 (or 16.0%) from amortization of intangibles recorded for the three month period ended June 30, 2014. This decrease is attributable to the fact that the patents-in-suit in I/P Engine's litigation against AOL Inc., Google Inc. et al were fully impaired during the third quarter of 2014. As such, there was less amortization expense during the three months ended June 30, 2015 as compared to the three months ended June 30, 2014.

During the three month period ended June 30, 2015, general and administrative expenses decreased by $1,905,000 (or 45.3%), to $2,298,000, compared to $4,203,000 that was recorded during the three month period ended June 30, 2014. The overall decrease was primarily due to a decrease in stock-based compensation expense of approximately $1,563,000, as certain awards granted in July 2012 fully vested during 2015. In addition, there were also forfeitures of certain equity awards held by our former Chief Operating Officer and certain employees during the fourth quarter of 2014 and the first half of 2015. There were no equity award grants during the three month period ended June 30, 2015. Also, the awards associated with the current period expense were valued lower than the awards associated with the prior period expense, mostly due to the decrease in our stock price, which also contributed to the decrease in stock-based compensation expense. In addition, there was a decrease in payroll expense and office administration costs as compared to the prior period.

During the three month period ended June 30, 2015, we recorded non-operating income, net, of $66,000 compared to non-operating income, net, of $304,000 during the three month period ended June 30, 2014. The non-operating income recognized in the three month period ended June 30, 2015 was mainly driven by a gain on the revaluation of derivative liability warrants and the conversion feature related to the securities purchase agreement that we entered into on May 4, 2015 (the “Closing Date”). On the Closing Date, the net proceeds received were allocated amongst the Senior Secured Convertible Note (the “Note”), its conversion feature, and the warrants issued to the holders of the Note. The warrants and Conversion feature were then revalued and marked to market as of the balance sheet date, which resulted in a gain of $695,000. An additional gain was also recorded for the quarter and was attributed to foreign exchange gains in connection with our deposits with courts.

The gains reported during the three month period ended June 30, 2015 were offset by the interest expense of $465,000, which is calculated using the effective interest rate method. In addition, for the quarter, we elected to repay the installments in registered shares, which are issued at a discount of 15% to market prices. This resulted in $210,000 recorded as a loss on the extinguishment of debt.

During the three month period ended June 30, 2014, we recorded approximately $348,000 of income related to a decrease in the fair value of our derivative warrant liabilities. This income was partially offset by $65,000 of expense recorded in connection with the issuance of warrants in June 2014. On January 1, 2015, the down-round protection clauses associated with our remaining outstanding derivative warrants expired and, as a result, these warrants no longer meet the criteria for liability classification. As such, the related liabilities were revalued as of January 1, 2015 and the balance was reclassified to equity. There was no change in value of the derivative warrant liabilities between December 31, 2014 and January 1, 2015, and therefore no gain or loss was recorded during the three month period ended June 30, 2015

Six month period ended June 30, 2015 compared to the six month period ended June 30, 2015

During the six month period ended June 30, 2015, we recorded total revenue of $150,000, which represents a decrease of $900,000 (or 85.7%) as compared to the six month period ended June 30, 2014. The current period revenue was due to a one-time payment in connection with a license and settlement agreement for certain of our owned intellectual property. Revenue during the ~~three~~six month period ended June 30, ~~2013~~2014 of ~~$1,100,000 mostly relates~~$1,050,000 was due to acertain one-time ~~payment~~payments in connection with ~~the~~ license and settlement ~~agreement entered into with Microsoft~~agreements for ~~$1,000,000.~~certain of our owned intellectual property.

We seek to generate revenue through the monetization of our intellectual property through licensing, strategic partnerships and litigation, when required, which may be resolved through a settlement or collection. We also intend to continue to expand our planned operations through acquisitions and monetization of additional patents, other intellectual property or operating businesses. In particular, following the incorporation of our subsidiary in Germany and the acquisition of a patent portfolio from Nokia, we intend to continue to expand our intellectual property monetization efforts worldwide.

We anticipate that our legal proceedings may continue for several years and may require significant expenditures for legal fees and other expenses. Disputes regarding the assertion of patents and other intellectual property rights are highly complex and technical.

During the three month period ended June 30, 2014, our operating legal costs were $5,982,000, which represents an increase of $1,192,000 (or 24.9%) from operating legal costs recorded for the three months ended June 30, 2013. This increase was primarily due to the timing and nature of consulting and patent litigation costs related to legal proceedings against Google and ZTE. During the three month period ended June 30, 2014, there were costs associated with the oral argument heard in the appeals court in May 2014 in connection with our legal proceedings against Google. With respect to our legal proceedings against ZTE, costs during the three month period ended June 30, 2014 were associated with our continued worldwide litigation efforts including commencement of legal actions in Brazil, Malaysia, Spain, Netherlands, and other countries.

It is uncertain whether our operating legal costs will increase over time. Though we aim to diversify our portfolio of products and increase our intellectual property monetization efforts, we have also increased the size of our in-house legal department staff as mentioned above. The goal is to decrease our overall legal expenses by bringing more work in-house, which we believe will cost less than outsourcing to external firms. There is no guarantee, however, that an in-house team will be less expensive or more efficient than outsourcing this work. Moreover, as we expand the scope of our monetization efforts, the amount of legal work will increase leading to a concomitant increase in our operating legal costs, regardless of whether such work is performed in-house or outsourced.

During the three month period ended June 30, 2014, amortization expense related to our intangibles was $968,000 which represents an increase of $129,000 (or 15.4%) from amortization of intangibles recorded for the three month period ended June 30, 2013. Currently, our intangible assets consist of our patent portfolios which are amortized over their remaining useful lives (i.e., through the expiration date of the patent). The increase during the current quarter was due to the additional patent portfolios that were acquired during the second half of 2013.

During the three month periods ended June 30, 2014 and 2013, our research and development expenses amounted to $217,000 and $467,000, respectively. The prior period amount excludes research and development expenses related to our mobile social application business which is presented in discontinued operations. The decrease of $250,000 (or 53.5%) is primarily due to a decrease in costs related to third party consultants who were engaged on certain projects during 2013. Such projects had ended prior to 2014 and therefore these third party consultants were no longer utilized in the current period.

As mentioned above, in February 2014, we sold our mobile social application business to InfoMedia. As part of the sale agreement, the employment of our mobile products and services personnel were assumed by InfoMedia.

During the three month period ended June 30, 2014, general and administrative expenses increased by $227,000 (or 6.0%), to $3,986,000, compared to $3,759,000 that was recorded during the three month period ended June 30, 2013. The overall increase in general and administrative expenses was primarily due to increased costs in connection with our efforts to consolidate our executive management and finance functions in a centralized location. In addition, there was an increase in corporate legal and accounting fees as compared to the prior period. The overall increase is partially offset by a decrease in stock-based compensation expense of about $319,000 as compared to the prior three month period.

During the three month period ended June 30, 2014, we recorded non-operating income in the amount of $304,000 compared to non-operating expense in the amount of $1,474,000 during the three month period ended June 30, 2013. During the three month period ended June 30, 2014, we recorded approximately $348,000 of income related to a decrease in the fair value of our derivative warrant liabilities. This income was partially offset by $65,000 of expense recorded in connection with the issuance of the June 2014 Warrants described above. During the three month period ended June 30, 2013, a charge of $1,574,000 was recorded related to the removal of the down-round protection clause in certain then outstanding Series 1 Warrants. This expense was partially offset by income of $77,000 related to a decrease in fair value of our then remaining derivative warrant liabilities.

We expect that our non-operating income (expense) will remain highly volatile, and we may choose to fund our operations through additional financing. In particular, non-operating income (expense) will be affected by the adjustments to fair value of our derivative instruments. Fair value of these derivative instruments depends on a variety of assumptions, such as estimations regarding triggering of down-round protection and estimated future share price. An estimated increase in the price of our common stock increases the value of the warrants and thus results in a loss on our statement of operations. In addition, high estimated probability of a down-round protection increases the value of the warrants and again results in a loss on our statement of operations. Also refer to Note 8 to the accompanying unaudited consolidated financial statements.

~~During the three month period ended June 30, 2014, there were no results from discontinued operations since all related activities ceased when the sale was executed.~~

~~Six month period ended June 30, 2014 compared to the six month period ended June 30, 2013~~

During the six month period ended June 30, ~~2014, we recorded total revenue of $1,050,000,~~2015, our operating legal costs were $8,565,000, which represents a decrease of ~~$50,000~~$2,292,000 (or 4.5%) as compared to the six month period ended June 30, 2013. The current period revenue was due to certain one-time payments in connection with license and settlement agreements for certain of our owned intellectual property. Revenue during the six month period ended June 30, 2013 of $1,100,000 mostly relates to a one-time payment in connection with the license and settlement agreement entered into with Microsoft for $1,000,000.

~~During the six month period ended June 30, 2014, our operating legal costs were $10,857,000, which represents an increase of $668,000 (or 6.6%~~21.1%) from operating legal costs recorded for the six months ended June 30, ~~2013.~~2014. This ~~increase~~decrease was primarily due to the timing and nature of consulting and patent litigation costs related to legal proceedings against Google and ZTE. During the six month period ended June 30, 2014, there were costs associated with the oral argument heard in the appeals court in May 2014 in connection with our legal proceedings against Google. With respect to our legal proceedings against ZTE, costs during the six month period ended June 30, 2014 were associated with our continued worldwide litigation efforts including commencement of legal actions in Brazil, Malaysia, Spain, Netherlands, and other countries. ~~Also, there was an increase in stock-based compensation expense (approximately $133,000) due~~

With respect to our legal proceedings against ZTE, costs during the six month period ended June 30, 2015 were associated with our continued worldwide litigation efforts ~~to expand~~in the UK, U.S., and other countries. We did not incur significant expenses in connection with our ~~in-house~~ legal ~~department staff.~~proceedings against Google during the three month period ended June 30, 2015.

During the six month period ended June 30, 2014, amortization expense related to our intangibles was $1,925,000 which represents an increase of $247,000 (or 14.7%) from amortization of intangibles recorded for the six month period ended June 30, 2013. Currently, ourOur intangible assets consist of our patent portfolios, which are amortized over their remaining useful lives (i.e., through the expiration date of the patent). ~~The increase during the current period was due to the additional patent portfolios that were acquired during the second half of 2013.~~

During the six month ~~periods~~period ended June 30, ~~2014 and 2013, our research and development expenses amounted to $442,000 and $737,000, respectively. These amounts exclude research and development expenses~~2015, amortization expense related to our ~~mobile social application business~~intangible assets totaled $1,617,000, which ~~is presented in discontinued operations. The~~represents a decrease of ~~$295,000~~$308,000 (or ~~40.0%~~16.0%) from amortization of intangibles recorded for the six month period ended June 30, 2014. This decrease is ~~primarily due~~attributable to ~~a decrease~~the fact that the patents-in-suit in ~~costs related~~I/P Engine's litigation against AOL Inc., Google Inc. et al were fully impaired during the third quarter of 2014. As such, there was less amortization expense during the six months ended June 30, 2015 as compared to ~~third party consultants who were engaged on certain projects during 2013. Such projects had~~the three months ended ~~prior to 2014 and therefore these third party consultants were no longer utilized in the current period.~~

During the six month period ended June 30, ~~2014,~~2015, general and administrative expenses ~~increased~~decreased by ~~$254,000~~$3,150,000 (or ~~3.3%~~37.3%), to ~~$8,004,000,~~$5,296,000, compared to ~~$7,750,000~~$8,446,000 that was recorded during the six month period ended June 30, ~~2013.~~2014. The overall ~~increase~~decrease in general and administrative expenses was primarily due to ~~increased costs~~a decrease in ~~connection~~the stock-based compensation expense for the first six months of 2015 as compared to the same period during 2014. The reason for the decrease was attributable to several factors. Stock-based compensation awards granted during July 2012 fully vested in 2015. There were forfeitures of certain equity awards held by our former Chief Operating Officer and certain employees during the fourth quarter of 2014 and the first quarter of 2015. Also, the awards associated with the current period expense were valued lower than the awards associated with the prior period expense, mostly due to the decrease in our ~~efforts~~stock price, which also contributed to ~~consolidate our executive management and finance~~the decrease in stock-based compensation expense.

Lastly, the company completed consolidation of corporate functions in New York in 2014 and implemented cost savings strategies in 2015 that resulted in a ~~centralized location. In addition, there was an increase~~decrease in ~~corporate legal, insurance,~~payroll expense and ~~accounting~~office administration costs as compared to the prior period.

During the six month period ended June 30, ~~2014,~~2015, we recorded non-operating expense, net, in the amount of $157,000 compared to non-operating expense, net, in the amount of $771,000 ~~compared to non-operating expense in the amount of $1,834,000~~ recorded during the six month period ended June 30, ~~2013.~~ 2014. The non-operating expense recognized in the six month period ended June 30, 2015 was driven by various factors. Installment payments made to holders of the Senior Secured Convertible Note (the “Note”) from the securities purchase agreement that we entered into on May 4, 2015 (the “Closing Date”) resulted in an increase in interest expense of $465,000 for the six month period ended June 30, 2015. The interest expense is calculated using the effective interest method. In addition, we elected to repay the installments in registered shares, which are issued at a discount of 15% to market prices. This resulted in $210,000 recorded as a loss on the extinguishment of debt.

The current period expense also relates to foreign exchanges losses in connection with our deposits with courts.

The expenses reported during the six month period ended June 30, 2015 were offset by a gain on the revaluation of derivative liability warrants and the conversion feature related to the securities purchase agreement. On the Closing Date, the net proceeds received were allocated amongst the Note, its Conversion feature, and the warrants issued to the holders of the Note. The warrants and Conversion feature were then revalued and marked to market as of the balance sheet date, which resulted in a gain of $695,000.

During the six month period ended June 30, 2014, we recorded approximately $728,000 of expense related to an increase in the fair value of our derivative warrant liabilities and $65,000 of expense recorded in connection with the issuance of ~~the~~warrants in June 2014 Warrants described above. During the six month period ended June 30, 2013, a charge of $1,574,000 was recorded related to the removal of the down-round protection clause in certain then outstanding Series 1 Warrants. In addition, expense of $292,000 was recorded related to an increase in fair value of our then remaining derivative warrant liabilities.2014.

We expect that our non-operating income (expense) will remain highly volatile, and we may choose to fund our operations through additional financing. In particular, non-operating income (expense) will be affected by the adjustments to the fair value of our derivative instruments. Fair value of these derivative instruments depends on a variety of assumptions, such as estimations regarding triggering of down-round protection and estimated future share price. An estimated increase in the price of our common stock increases the value of the warrants and thus results in a loss on our statement of operations. In addition, high estimated probability of a down-round protection increases the value of the warrants and again results in a loss on our statement of operations. ~~Also refer to Note 8 to the accompanying unaudited consolidated financial statements.~~

On February 18, 2014, we executed the sale of our mobile social application business to InfoMedia, receiving eighteen (18) Class B shares of InfoMedia as consideration, which represent an 8.25% ownership ~~interest.~~interest in InfoMedia. Additionally, our Chief Executive Officer was appointed as a full voting member on InfoMedia’s board of directors and we received a number of customary protective rights. The InfoMedia Class B shares are accounted for as a cost-method investment. ~~Cash requirements for termination of mobile operations included mainly post-employment obligations, were incurred during the six month period ended June, 2014, and are considered to be immaterial.~~

During the six month period ended June 30, ~~2014, operating expenses decreased by $1,627,000 (or 85.9%), to $266,000, from $1,893,000 recorded during the six month period ended June 30, 2013. This decrease is primarily due to the fact that~~2015, there were no ~~substantial operating expenses and no amortization~~results from discontinued operations since all related ~~to acquired technology during~~activities ceased when the ~~current year as the related asset~~sale was ~~classified as held for sale as of December 31, 2013 and was subsequently sold to InfoMedia in February 2014.~~

As of June 30, 2014, our estimated aggregate total net tax loss carryforwards ("NOL") was approximately $96 million for U.S. federal, state and local purposes expiring 20 years from the respective tax years to which they relate. The Tax Reform Act of 1986 imposed substantial restrictions on the utilization of NOL and tax credits in the event of an ownership change of a corporation. Thus, our ability to utilize all such NOL and credit carryforwards may be limited.

A valuation allowance has been recorded against the net deferred tax asset in the U.S., as it is in the opinion of our management that it is more likely than not that the operating loss carryforwards will not be utilized in the foreseeable future.

We file our tax returns in the U.S. federal jurisdiction, as well as in various state and local jurisdictions. Vringo, Inc. has open tax years for 2010 through 2013. As of June 30, 2014, all tax years for Innovate/Protect are still open. The Israeli subsidiary files its income tax returns in Israel. As of June 30, 2014, the Israeli subsidiary has open tax years for 2010 through 2013.

~~We did not have any material unrecognized tax benefits as of June 30, 2014. We do not expect to record any additional material provisions for unrecognized tax benefits within the next year.~~ executed.

As of June 30, ~~2014,~~2015, we had a cash balance of ~~$31,654,000.~~$20,227,000. This represents ~~a decrease~~an increase of ~~$1,932,000~~$4,204,000 from our cash balance on December 31, ~~2013,~~2014, which is mainly due to the net cash that was raised as part of the securities purchase agreement we entered into on May 4, 2015, offset by net cash used ~~by us~~ in ~~our business~~ operations of approximately ~~$12,955,000~~$7,713,000 during the ~~six month~~six-month period ended June 30, ~~2014.~~2015. Our average monthly cash spent in operations for the six month periods ended June 30, 2015 and 2014 was approximately $1,285,000 and $2,159,000, respectively. The majority of these expenditures during the six months ended June 30, 2015 consisted of costs related to our ~~four~~ litigation campaigns. In our case against Google et al., we incurred costs related to the preparation for the oral argument, which was heard before the United States Court of Appeals for the Federal Circuit on May 6, 2014, in addition to other related costs. In our cases against ZTE and ASUS, we incurred costs during the first two quarters of 2015 related to the preparation and filing of briefs and other court documents, as well as case preparation and management. A large percentage of these costs were incurred in the ~~United Kingdom, Australia, Germany, Brazil,~~UK and ~~France.~~the U.S. In civil law jurisdictions, such as Germany, France, Spain, and others, the majority of costs are incurred in the early stages of litigation and we anticipate that the costs in these jurisdictions will be lower in future periods. In our case against Tyco, we incurred costs related to the preparation and filing of briefs and other court documents, case preparation and management, and the worldwide resolution of litigation between the parties. In addition, we paid approximately ~~$2,304,000~~$2,691,000 in deposits with courts beginning in the second quarter of 2014 to date, related to our proceedings in Germany, Brazil, Romania and ~~Brazil.~~

~~The overall decrease~~Malaysia. Deposits with courts paid in ~~our cash~~local currency are re-measured on the balance ~~from expenditures~~sheet date based on the related ~~to our litigation campaigns was partially offset by approximately $13,500,000~~foreign exchange rate on that ~~was received in connection with the exercises of warrants and stock options that occurred during the six month period ended June 30, 2014, as described below.~~date. As of June 30, ~~2014, our total stockholders' equity was $114,166,000 which is consistent~~2015, deposits with ~~the balance as~~courts totaled $2,117,000.

On May 4, 2015, we entered into a securities purchase agreement with certain institutional investors in a registered direct offering of ~~December 31, 2013.~~

~~During the six month period ended June 30, 2014, a total~~$12,500,000 of ~~6,415,992~~Notes and certain warrants to purchase ~~an aggregate~~shares of ~~6,415,992~~our common stock. On the Closing Date, we issued the Notes, which are convertible into shares of our common stock at ~~an exercise price of $1.76~~$1.00 per share, ~~were exercised by our warrant holders, pursuant to which we received $11,292,000. These proceeds are most significantly attributable to~~bear 8% interest and mature in 21 months from the ~~execution~~date of ~~the agreements with certain of our warrant holders described above in connection with the June 2014 Warrants.~~issuance, unless earlier converted. In addition, ~~1,126,815 options~~we issued approximately 5,375,000 warrants to purchase ~~1,126,815~~ shares of our common stock, ~~were exercised during~~which are exercisable at $1.00 per share and are exercisable for a period of five years beginning on the six month ~~period ended June 30, 2014. As a result,~~and one day anniversary of their date of issuance. In connection with the issuance of the Notes and warrants, we received ~~$2,160,000 through June 2014.~~net cash proceeds of $12,425,000 on May 5, 2015. Our obligations under the outstanding Notes are secured by a first priority perfected security interest in substantially all of our U.S. assets. In addition, stock of certain of our subsidiaries has been pledged. The outstanding Notes contain customary events of default, as well as covenants, which include restrictions on the assumption of new debt by Vringo.

~~Based~~The principal amount of the outstanding Notes will be repaid monthly, and we may make such payments and related interest payments in cash or, subject to certain conditions, in registered shares of our common stock, at our election. If we choose to repay the Notes in shares of our common stock, the shares will be issued at a 15% discount, based on ~~current~~the then-current market price data of our common stock. We may also repay the Notes in advance of the maturity schedule subject to early repayment penalties.

Our operating plans include increasing revenue through the licensing of our intellectual property, strategic partnerships, and litigation, when required, which may be resolved through a settlement or collection. Disputes regarding the assertion of patents and other intellectual property rights are highly complex and technical. The majority of our expenditures consist of costs related to our four litigation campaigns. A large percentage of these costs were incurred in the UK, Australia, Germany, Brazil, the Netherlands, and France. In civil law jurisdictions, such as Germany, France, Spain, and others, the majority of costs are incurred in the early stages of litigation. With respect to our litigation in such countries, the respective litigation campaigns are currently in the later stages and therefore we ~~expect~~have already incurred the large majority of the related anticipated costs. As such, based on our plans, costs in these jurisdictions are projected to ~~have sufficient funds~~be lower in remainder of 2015 and other future periods.

Despite our plans, our legal proceedings may continue for several years and may require significant expenditures for legal fees and other expenses. Further, should we be deemed the losing party in certain of our ~~operations~~litigations, we may be liable for ~~at least the next twelve months.~~some or all of our opponents’ legal fees. In addition, ~~until~~in connection with litigation, we have made several affirmative financial guarantees to courts around the world, and might face the need to make additional guarantees in the future.

In addition, our plans to continue to expand our planned operations through acquisitions and monetization of additional patents, other intellectual property or operating businesses may be time consuming, complex and costly to consummate. We may utilize many different transaction structures in our acquisitions and the terms of such acquisition agreements tend to be heavily negotiated. Our future ability to raise capital, if necessary, may be limited. Even if we are able to acquire particular patents or other intellectual property assets, there is no guarantee that we will generate sufficient revenue ~~we may need~~related to ~~raise additional funds, which~~those assets to offset the acquisition costs. Therefore, no assurance can be ~~achieved~~given at this time as to whether we will be able to achieve our objectives or whether we will have the sources of liquidity for follow through ~~the exercise of~~with our ~~outstanding warrants and options, the issuance of additional equity or through loans from financial institutions. There can be no assurance, however, that any such opportunities will materialize.~~ operating plans.

We anticipate that we will continue to ~~search for~~seek additional sources of liquidity, when needed, until we generate positive cash flows to support our operations. We cannot give any assurance that the necessary capital will be raised or that, if funds are raised, it will be on favorable terms. If we are unable to obtain additional funding on a timely basis, we may be required to curtail or terminate some of our business plans. Any future sales of securities to finance our operations may require stockholder approval and will dilute existing stockholders' ownership. We cannot guarantee when or if we will ever generate positive cash flows.

As a result of the events and circumstances described above, including the cash proceeds received in connection with the May 2015 financing transaction and our operating plans, which include paying the principal and interest related to the Notes in shares of our common stock, we believe that we currently have sufficient cash to continue our current operations for at least the next twelve months.

During the six month period ended June 30, ~~2014,~~2015, net cash used in operating activities totaled ~~$12,955,000. During the six months period ended June 30, 2013,~~$7,713,000 compared to net cash used in operating activities ~~totaled $10,966,000.~~of $12,955,000 during the six month period ended June 30, 2014. The ~~$1,989,000 increase in net cash used in operating activities~~decrease of $5,242,000 was mainly due to ~~increased~~the timing and nature of litigation costs described ~~above, as well as an increase in cost of our in-house staff, which was expanded during the second half of 2013.~~

Our net cash used in operating activities could increase if we engage in future business development activities. As we expect to move towards greater revenue generation in the future, we expect that these amounts will be offset over time by the collection of revenues. There is no guarantee that we will generate sufficient revenue to offset future operating expenses and our ability to raise additional capital may be limited.

During the six month period ended June 30, ~~2014,~~2015, net cash used in investing activities totaled ~~$2,449,000. During~~$287,000, which mainly represents the ~~six month period ended June 30, 2013, net cash used~~deposit we made to a Romanian court to enforce an injunction against ZTE in ~~investing activities totaled $3,143,000.~~Romania and the deposit we made in Germany to enforce review of accounting records. Net cash used in investing activities during the six month period ended June 30, 2014 is mostly comprised of the $2,304,000 deposited with courts that is described above. ~~Net cash used in investing activities during the six month period ended June 30, 2013 is related to an investment made in commercial paper during that period in the amount of $3,120,000.~~ There was also an increase in fixed asset purchases during the six month period ended June 30, ~~2014 as compared to the six month period ended June 30, 2013.~~2014.

We expect that net cash used in investing activities will increase as we intend to continue to acquire additional intellectual property assets and invest surplus cash, according to our investment policy.

During the six month period ended June 30, 2015, we received net proceeds of $12,425,000 from a securities purchase in a registered direct offering of $12,500,000 of Notes and warrants to purchase up to 5,375,000 shares of our common stock. This amount was offset by the amount of debt issuance costs that were paid in relation to the agreement. During the six month period ended June 30, 2014, cash provided by financing activities totaled $13,452,000, which relates to funds that we received from the exercises of warrants and stock options in the total amount of $11,292,000 and $2,160,000, respectively. During the six month period ended June 30, 2013, cash provided by financing activities totaled $327,000, which relates to funds received from the exercises of warrants and stock options in the total amount of $174,000 and $153,000, respectively.

A significant portion of our issued and outstanding warrants, ~~are currently “in the money” and~~for which the underlying shares of common stock held by non-affiliates are freely tradable, ~~with~~are currently “out of the money.” Therefore, the potential ~~of up to $7.4 million~~ of additional incoming funds from exercises by our warrant holders is currently very limited. To the extent that this portion of our issued and outstanding warrants were “in the money,” it could be used as a source of ~~June 30, 2014, should~~additional funding if the warrant holders choose to exercise.

We may also choose to raise additional funds in connection with any acquisitions of patent portfolios or other intellectual property assets that we may pursue. There can be no assurance, however, that any such opportunity will ~~materialize, and moreover, that~~materialize. Moreover, any such financing would likely be dilutive to our current stockholders.

We are constantly seeking to identify patent portfolios, other intellectual property assets and operating businesses that we may wish to acquire. In addition, we are continuing to explore further opportunities for strategic business alliances. However, there can be no assurance that any such opportunities will be consummated.

From October 2012 through the filing date of this Quarterly Report on Form 10-Q, our subsidiaries filed patent infringement lawsuits against the subsidiaries of ZTE Corporation in the ~~United Kingdom,~~UK, France, Germany, Australia, India, Brazil, Malaysia, Romania, and ~~Romania.~~the Netherlands. Should we be deemed the losing party in any of its applications to the court in the UK, we may be held responsible for a portion of the defendant’s legal fees for the relevant application or for the litigation. Pursuant to negotiation with ZTE’s UK subsidiary, as part of standard legal procedures in the ~~United Kingdom,~~UK, we placed two written commitments to ensure the payment of a potential liability by Vringo Infrastructure resulting for the two cases filed in the fourth quarter of 2012 and second quarter of 2013, which the defendants estimated to be approximately $2,900,000 each. With respect to these written commitments, we believe that Vringo’s commitments will be shortly discharged since all claims in the UK cases, other than the remedies for the patent found infringed and valid as amended, have been dismissed. As such, any remaining costs where Vringo was not the “commercial victor” as defined under UK procedural law can be assessed. We believe that the amounts of the written commitments well exceed any costs, to the extent that they are assessed, and anticipate that such costs will not exceed the amount of the estimated liability recorded in our consolidated balance sheet as of June 30, 2015.

In addition, we may be required to grant additional written commitments, as necessary, in connection with our commenced proceedings against ZTE Corporation in Europe, Brazil, India and Australia. It should be noted, however, that if we were successful on any court applications or the entirety of any litigation, ZTE Corporation would be responsible for a substantial portion of our legal fees.

Other than the arrangements described in the preceding paragraph, we have no obligations, assets or liabilities which would be considered off-balance sheet arrangements. We do not participate in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have been established for the purpose of facilitating off-balance sheet arrangements.

The following table summarizes our future contractual obligations beginning on July 1, ~~2014:~~2015:

In July 2012, ~~the Company~~we signed a rental agreement for ~~its~~our corporate executive office in New York for an annual rental fee of approximately $137,000 (subject to certain adjustments) which was to expire in September 2015. However, in January 2014, ~~the Company~~we entered into an amended lease agreement with the landlord for ~~newly renovated~~a different office space within the same building. The initial annual rental fee for this new office is approximately $403,000 (subject to certain future escalations and adjustments) beginning ~~when~~on August 1, 2014, which was the ~~renovations are completed and~~date when the new office isspace was available. ~~Until the new office is available, the monthly rent payments are based on the previous annual rental fee. The~~This lease ~~for the New York office~~ will expire ~~five years and three months after the new office is available.~~in October 2019.

These consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in our Annual Report on Form 10-K filed with the SEC on March ~~10, 2014,~~16, 2015, which includes a description of our critical accounting policies that involve subjective and complex judgments that could potentially affect reported results. While there have been no material changes to our critical accounting policies as to the methodologies or assumptions we apply under them, we continue to monitor such methodologies and assumptions.

Financial instruments which potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents. We maintain our cash and cash equivalents with various major financial institutions. These major financial institutions are located in the United States and our policy is designed to limit exposure to any one institution.

The primary objective of our investment activities is to preserve principal while concurrently maximizing the income we receive from our investments without significantly increasing risk. To minimize risks in the future, we intend to maintain our portfolio of cash equivalents and short-term investments in securities such as commercial paper and money market funds. As of June 30, ~~2014~~2015 and December 31, ~~2013,~~2014, our cash was mostly held in money market ~~funds.~~funds in the amounts of $8,090,000 and $13,085,000, respectively. In general, money market funds are not subject to market risk because the interest paid on such funds fluctuates with the prevailing interest rate. Accordingly, a 100 basis point increase in interest rates or a 10% decline in the value of the United States equity markets would not be expected to have a material impact on the value of such money market funds.

A portion of our expenses are denominated in foreign currencies. If the value of the U.S. dollar weakens against the value of these currencies, there will be a negative impact on our operating costs. In addition, we are subject to the risk of exchange rate fluctuations to the extent we hold monetary assets and liabilities in these currencies.

Our management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this Quarterly Report on Form 10-Q.

Based on this evaluation, our chief executive officer and chief financial officer concluded that, as of June 30, ~~2014,~~2015, our disclosure controls and procedures are designed at a reasonable assurance level and are effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.

There were no changes in our internal control over financial reporting that occurred during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

On December 17, 2013, the Court issued its judgment in the second European patent case, finding that ZTE infringed that patent and ~~ordered~~ordering an accounting and an injunction upon payment of the appropriate bonds. On February 19, 2014, Vringo Germany filed suit in the Mannheim Regional Court seeking enforcement of the accounting ordered and a further order that non-compliance be subject to civil and criminal penalties. On May 5, 2014, we paid a bond of ~~approximately $1,400,000~~€1,000,000 (approximately $1,109,000 as of June 30, 2015) to the Court in order to enforce the injunction against ~~ZTE. Trial in the suit~~ZTE, and on May 20, 2015, we paid an additional bond of €50,000 (approximately $57,000 as of June 30, 2015) to enforce ~~the~~review of accounting ~~is scheduled for September 2014.~~

ZTE filed nullity suits with respect to the first and second European patents in the Federal Patents Court in Munich, Germany during the second and fourth quarters, respectively, of 2013. ~~Trials~~On July 3, 2015, the Court decided that certain claims that read on handover between radio network controllers, a key part of 3G infrastructure technology of the first European patent are valid as amended. Trial in the nullity ~~suits have not~~suit with respect to the second European patent has been ~~scheduled.~~ scheduled for the fourth quarter of 2015.

On July 31, 2014, ZTE filed a nullity suit in the Commercial Court of Madrid seeking to invalidate two of the Spanish counter-parts of Vringo’s European patents, including the patent found valid as amended and infringed in the UK.

On April 10, 2014, ZTE filed a complaint with the European Commission. We believe that the accusations are not accurate. The European Commission has not yet set the schedule for this matter.

On ~~April~~January 3, 2014, the District Court ordered that I/P Engine recover an additional sum of $17,320,000 from Defendants for supplemental damages and prejudgment interest. On January 21, 2014, the District Court ruled that Defendants' alleged design-around is “nothing more than a colorable variation of the system adjudged to infringe," and accordingly I/P Engine "is entitled to ongoing royalties as long as Defendants continue to use the modified system.” On January 28, 2014, the District Court ruled that the appropriate ongoing royalty rate for Defendants' continued infringement of the patents-in-suit that “would reasonably compensate [I/P Engine] for giving up [its] right to exclude yet allow an ongoing willful infringer to make a reasonable profit” is a rate of 6.5% of the 20.9% royalty base previously set by the District Court. The Defendants also filed a separate appeal related to these matters.

On December 15, 2014, the Federal Circuit denied I/P Engine's petition for rehearing of the case en banc and consequently, we announced that I/P Engine will seek review by the Supreme Court of the United States (“Supreme Court”) of the Federal Circuit's decision. On May 14, 2015, I/P Engine filed a petition for a writ of certiorari with the Supreme Court. The petition asks the Court to review and overturn a divided opinion of the U.S. Court of Appeals for the Federal Circuit, issued on August 15, 2014, which reversed a jury verdict entered ~~into~~in favor of I/P Engine against Google and certain of Google's customers in the United States District Court for the Eastern District of Virginia. Subsequent to the filing of I/P Engine’s petition, Google requested and was granted two extensions to the deadline for filing a ~~confidential agreement with Tyco that resolved all litigation pending between~~response. Google filed their response on July 29, 2015.

The court dockets for the ~~parties.~~foregoing cases are publicly available on the Public Access to Court Electronic Records website, www.pacer.gov, which is operated by the Administrative Office of the U.S. Courts and the website for the Supreme Court, www.supremecourt.gov.

The risk factors set forth below update the risk factors in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, ~~2013 and Part II, “Item 1A. Risk Factors in our Quarterly Report on Form 10-Q for the quarterly period ended March 31,~~ 2014. In addition to the risk factors below and the risk factors included in our Annual Report on Form 10-K, ~~as updated by our Quarterly Report on Form 10-Q,~~ you should carefully consider the other risks highlighted elsewhere in this report or in our other filings with the Securities and Exchange Commission, which could materially affect our business, financial position and results of operations. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our business, financial position and results of operations.

We may not be able to raise additional capital. Moreover, additional financing may have an adverse effect on the value of the equity instruments held by our stockholders.

We may choose to raise additional funds in connection with any potential acquisition of patent portfolios or other intellectual property assets or operating businesses. In addition, we may also need additional funds to respond to business opportunities and challenges, including our ongoing operating expenses, protection of our assets, development of new lines of business and enhancement of our operating infrastructure. While we will need to seek additional funding, we may not be able to obtain financing on acceptable terms, or at all. In addition, the terms of our financings may be dilutive to, or otherwise adversely affect, holders of our common stock. We may also seek additional funds through arrangements with collaborators or other third parties. We may not be able to negotiate arrangements on acceptable terms, if at all. If we are unable to obtain additional funding on a timely basis, we may be required to curtail or terminate some or all of our business plans. Any such financing that we undertake will likely be dilutive to our current stockholders.

Our ability to raise capital through equity or equity-linked transactions may be limited.

In order for us to raise capital privately through equity or equity-linked transactions, stockholder approval is required to enable us to issue more than 19.99% of our outstanding shares of common stock pursuant to the rules and regulations of the NASDAQ Capital Market. Should stockholders not approve such issuances, one means to raise capital could be through debt (if such financing is available), which could have a material adverse effect on our consolidated balance sheet and overall financial condition.

As of August 3, 2015 we had 9,566,795 warrants outstanding which can be exercised for 9,566,795 shares of common stock and incentive equity instruments outstanding to purchase 8,801,303 shares of our common stock granted to our management, employees, directors and consultants. Substantially all of these aforementioned outstanding equity instruments are currently “out of the money” and therefore our ability to raise capital through the exercise of these outstanding instruments are significantly limited.

The exercise of a substantial number of warrants or options by our security holders may have an adverse effect on the market price of our common stock.

Should our warrants outstanding as of August 3, 2015 be exercised, there would be an additional 9,566,795 shares of common stock eligible for trading in the public market. The incentive equity instruments currently outstanding to purchase 8,801,303 shares of our common stock granted to our management, employees, directors and consultants are subject to acceleration of vesting of 75% and 100% (according to the agreement signed with each grantee), upon a subsequent change of control. Such securities, if exercised, will increase the number of issued and outstanding shares of our common stock. Therefore, the sale, or even the possibility of sale, of the shares of common stock underlying the warrants and options could have an adverse effect on the market price for our securities and/or on our ability to obtain future financing.

The indebtedness created by the sale of the Notes and any future indebtedness we incur exposes us to risks that could adversely affect our business, financial condition and results of operations.

We incurred $12,500,000 aggregate principal amount of senior secured indebtedness represented by the Notes in May 2015. Our indebtedness could have significant negative consequences for our business, results of operation and financial condition, including:

We cannot provide assurance that we will continue to maintain sufficient cash reserves or that our business will generate cash flow from operations at levels sufficient to permit us to pay principal, premium, if any, and interest on our indebtedness, or that our cash needs will not increase. If we are unable to generate sufficient cash flow or otherwise obtain funds necessary to make required payments, or if we fail to comply with the various requirements of our existing indebtedness, the Notes or any indebtedness which we may incur in the future, we would be in default, which would permit the holders of the Notes and such other indebtedness to accelerate the maturity of the Notes and such other indebtedness and could cause defaults under the Notes and such other indebtedness. Any default under the Notes or such other indebtedness could have a material adverse effect on our business, results of operations and financial condition.

We may not have the ability to pay interest on the Notes or to redeem the Notes.

The Notes bear interest at a rate of 8.0% per year, and payments with respect to the principal amount of the Notes is payable monthly; the interest is payable quarterly starting July 1, 2015. If we are unable to satisfy certain equity conditions, we will be required to pay all amounts due on any payment date in cash. If a change of control occurs, holders of the Notes may require us to repurchase, for cash, all or a portion of their Notes. Our ability to make payments of principal and interest on the Notes, to redeem the Notes and to fund working capital needs and planned capital expenditures depends on our ability to generate cash flow in the future. To some extent, this is subject to general economic, financial, competitive, legislative and regulatory factors and other factors that are beyond our control. We cannot provide assurance that we will continue to maintain sufficient cash reserves or that our business will continue to generate cash flow from operations at levels sufficient to permit us to pay the interest on the Notes or to repurchase or redeem the Notes, or that our cash needs will not increase.

Our failure to make required payments under the Notes would permit holders of the Notes to accelerate our obligations under the Notes. If the repayment of the related indebtedness were to be accelerated after any applicable notice or grace periods, we may not have sufficient funds to repay such indebtedness.

If we are unable to generate sufficient cash flow from operations in the future to service our indebtedness and meet our other needs, we may have to refinance all or a portion of our indebtedness, obtain additional financing, or reduce expenditures. We cannot provide assurance that any of these measures would be possible or that any additional financing could be obtained on favorable terms, or at all. The inability to obtain additional financing on commercially reasonable terms could have a material adverse effect on our financial condition and on our ability to meet our obligations under the Notes.

There is substantial doubt concerning our ability to continue as a going concern.

Our consolidated financial statements have been prepared assuming that we will continue as a going concern which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. We expect to incur further losses in the operations of our business and have been dependent on funding our operations through the issuance and sale of equity and debt securities. These circumstances raise substantial doubt about our ability to continue as a going concern. As a result of this uncertainty and the substantial doubt about our ability to continue as a going concern as of December 31, 2014, KPMG LLP, our independent registered public accounting firm, issued a report dated March 16, 2015, stating its opinion that our recurring losses from operations, negative cash flows from operating activities, and potential insufficiency of cash or available sources of liquidity to support our current operating requirements raise substantial doubt as to our ability to continue as a going concern. Investors in our securities should review carefully the report of KPMG LLP, which is included in our Annual Report on Form 10-K for the year ended December 31, 2014. Management’s plans include increasing revenue through the licensing of our intellectual property, strategic partnerships, and litigation, when required, which may be resolved through a settlement or collection. We also intend to continue to expand our planned operations through acquisitions and monetization of additional patents, other intellectual property or operating businesses. However, no assurance can be given at this time as to whether we will be able to achieve these objectives or whether we will have the sources of liquidity for follow through with these plans.

Our limited operating history makes it difficult to evaluate our current business and future prospects.

To date, our business is focused on the assertion of our patent portfolio of which the earliest patent was acquired by us in June 2011. Therefore, we not only have a limited operating history, but also a limited track record in executing our business model which includes, among other things, creating, prosecuting, licensing, litigating or otherwise monetizing our patent assets. Our limited operating history makes it difficult to evaluate our current business model and future prospects.

In light of the costs, uncertainties, delays and difficulties frequently encountered by companies in the early stages of development with no operating history, there is a significant risk that we will not be able to:

~~implement or execute our current business plan, or demonstrate that our business plan is sound; and/or~~

~~raise sufficient funds in the capital markets to effectuate our long-term business plan.~~

If we are unable to execute any one of the foregoing or similar matters relating to our operations, our business may fail.

We commenced legal proceedings against ~~major online search engines,~~ security and communications companies, and we expect such proceedings to be time-consuming and costly, which may adversely affect our financial condition and our ability to operate our business.

To license or otherwise monetize the patent assets that we own, we commenced legal proceedings against a number of large, multi-national companies, pursuant to which we allege that such companies infringe on one or more of our patents. Our viability is highly dependent on the outcome of these litigations, and there is a risk that we may be unable to achieve the results we desire from such litigation, failure from which would harm our business to a great degree. In addition, the defendants in these litigations have substantially more resources than we do, which could make our litigation efforts more difficult.

We anticipate that legal proceedings may continue for several years and may require significant expenditures for legal fees and other expenses. Disputes regarding the assertion of patents and other intellectual property rights are highly complex and technical. Once initiated, we may be forced to litigate against other parties in addition to the originally named defendants. Our adversaries may allege defenses and/or file counterclaims for, ~~inter alia,~~among other things, revocation of our patents or file collateral litigations or initiate investigations in the United States, Europe, India, and China or elsewhere in an effort to avoid or limit liability and damages for patent infringement. If such actions are successful, they may preclude our ability to derive licensing revenue from the patents currently being asserted.

Additionally, we anticipate that our legal fees and other expenses will be material and will negatively impact our financial condition and results of operations and may result in our inability to continue our business. We estimate that our legal fees over the next twelve months will be significant for these enforcement actions. Expenses thereafter are dependent on the outcome of the status of the litigation. Our failure to monetize our patent assets would significantly harm our business.

Further, should we be deemed the losing party in ~~many~~certain of our litigations, we may be liable for some or all of our opponents’ legal fees. In addition, in connection with litigation, we have made several affirmative financial guarantees to courts around the world, and might face the need to make additional guarantees in the future.

In any of our applications to the Court in the UK ZTE litigation or for the entire UK ZTE litigation, we may be held responsible for a substantial percentage of the defendant’s legal fees for the relevant application or for the litigation. These fees may be substantial. Pursuant to negotiation with ZTE’s United Kingdom subsidiary, we placed two written commitments, in November 2012 and May 2013, to ensure payment should a liability by Vringo Infrastructure arise as a result of the two cases we filed. To date, ZTE has asserted that its anticipated fees in defending the UK litigation may be approximately $5,800,000.

In Australia, should we be deemed the losing party in any of our applications to the Court or for the entire litigation, we may be held responsible for a substantial percentage of the defendant’s legal fees for the relevant application or for the litigation. These fees may be substantial. In addition, pursuant to negotiations with ZTE’s Australian subsidiary, we placed a written commitment in April 2014 to ensure payment should a liability by Vringo Infrastructure arise as a result of the case filed. The amount of such commitment cannot be reasonably estimated at this time, and we assess the likelihood of such payment as remote.

In Germany, the amount of fees payable by a losing party is determined based on certain possible statutory levels of “value in dispute.” The value in dispute is only very loosely correlated to the actual value of any potential final settlement or license. The estimated value in dispute for each of the four patent infringement cases we have filed against ZTE in Germany, and for each of the two patent infringement cases we have filed against ASUS in Germany is approximately $1,400,000. The estimated value in dispute for each of the three invalidity cases which ZTE has filed against us in Germany is approximately $1,700,000. Under the current statute, our risk is capped at approximately $1,000,000 were the court to determine that the value in dispute is at the highest tier under law.

In Germany, should the court order an injunction, for it to be enforced, we will have to pay a security based on the relevant statutory rate. In our litigations against ZTE and ASUS the statutory rate is approximately $1,400,000 for each patent asserted. We have already deposited a bond of $1,400,000 on May 5, 2014 in one of our cases. The statutory rate is only loosely correlated to any actual harm the defendant may suffer from an injunction. The district court judge is entitled to increase the amount of the security. Generally, the courts take the value in dispute as the amount payable as security. Should the injunction be successfully overturned on appeal, we may be obligated to compensate the defendant for any damages allegedly suffered as a result of the enforcement of the injunction, which would be ascertained through separate damages proceedings. Should the judgment which granted the injunction be affirmed on appeal, however, the amount paid as security would be returnable to us in full.

In France, should we be deemed to be the losing party, it is more likely than not that we will be ordered to pay a contribution to ZTE’s attorney and expert fees. The court in France will make an assessment of winning party’s costs during the course of the proceeding on the merits, and at its discretion order the losing party to pay a portion of those costs, typically between 40 and 60%.

In Brazil, as a condition of the relief requested, we deposited $904,000 as a surety against the truth of the allegations contained in the complaint. Unless ZTE is the prevailing party and proves that actual material damages were suffered while the requested relief was in place, the funds are returnable at the end of the litigation.

In addition, we may be required to grant additional written commitments, as necessary, in connection with our commenced proceedings against ZTE Corporation and its subsidiaries in various countries. As of today, we cannot estimate our potential future liability. However, should we be successful on any court applications, for example, in the UK, Australia, France, or Germany or the entire litigation and/or litigations, our adversary may be responsible for a substantial percentage of our legal fees.

Further, if any of the patents in suit are found not infringed or invalid, it is highly unlikely that the relevant patents would be viewed as essential and therefore infringed by all unlicensed market participants.

~~While we believe that the patents we own are being infringed there~~There is a risk that a court will find ~~the~~our patents invalid, not infringed or unenforceable and/or that the ~~U.S. Patent and Trademark Office (USPTO)~~USPTO or other relevant patent ~~office~~offices in various countries will either invalidate the patents or materially narrow the scope of their claims during the course of a reexamination, opposition or other such proceeding. In addition, even with a positive trial court verdict, the patents may be invalidated, found not infringed or rendered unenforceable on appeal. This risk may occur either presently or from time to time in connection with future litigations we may bring. If this were to occur, it would have a material adverse effect on the viability of our company and our operations.

We believe that certain companies infringe certain of our patents, but recognize that obtaining and collecting a judgment against such companies may be difficult or impossible. Patent litigation is inherently risky and the outcome is uncertain. Some of the parties that we believe infringe on our patents are large and well-financed companies with substantially greater resources than ours. We believe that these parties would devote a substantial amount of resources in an attempt to avoid or limit a finding that they are liable for infringing on our patents or, in the event liability is found, to avoid or limit the amount of associated damages. In addition, there is a risk that these parties may file reexaminations or other proceedings with the USPTO or other government agencies in the United States or abroad in an attempt to invalidate, narrow the scope or render unenforceable the patents we own.

In addition, as part of our ongoing legal proceedings, the validity and/or enforceability of our patents-in-suit is often challenged in a court or an administrative proceeding. On August 15, 2014, the Federal Circuit reversed a judgment of the United States District Court for the Eastern District of Virginia by holding that the asserted claims of the patents-in-suit in I/P Engine's litigation against AOL Inc., Google Inc. et al. are invalid for obviousness. During the second half of 2014, we experienced a decline in our common stock price.

Moreover, in connection with any of our present or future patent enforcement actions, it is possible that a defendant may request and/or a court may rule that we violated relevant statues, regulations, rules or standards relating to the substantive or procedural aspects of such enforcement actions in the United States or abroad. In such event, a court or other regulatory agency may issue monetary sanctions against us or our operating subsidiaries or award attorneys’ fees and/or expenses to one or more defendants, which could be material, and if we or our subsidiaries are required to pay such monetary sanctions, attorneys’ fees and/or expenses, such payment could materially harm our operating results and financial position.

In addition, it is difficult in general to predict the outcome of patent enforcement litigation at the trial or appellate level. In the United States, there is a higher rate of appeals in patent enforcement litigation than in standard business litigation. The defendant to any case we bring, may file as many appeals as allowed by right, including to the first, second and/or final courts of appeal (in the United States those courts would be the Federal Circuit and Supreme Court, respectively). Such appeals are expensive and time-consuming, and the outcomes of such appeals are sometimes unpredictable, resulting in increased costs and reduced or delayed revenue.

We may not be able to successfully monetize the patents we acquired from Nokia, nor any of the other patent acquisitions, thus we may fail to realize all of the anticipated benefits of such acquisition.

There is no assurance that we will be able to successfully monetize the patent portfolio that we acquired from Nokia, nor any ~~of the~~ other patent acquisitions. The patents we acquired from Nokia could fail to produce anticipated benefits, or could have other adverse effects that we currently do not foresee. Failure to successfully monetize these patent assets may have a material adverse effect on our business, financial condition and results of operations.

In addition, the acquisition of a patent portfolio is subject to a number of risks, including, but not limited to the following:

There is a significant time lag between acquiring a patent portfolio and recognizing revenue from those patent assets, if at all. During that time lag, material costs are likely to be incurred that would have a negative effect on our results of operations, cash flows and financial position.

The integration of a patent portfolio is a time consuming and expensive process that may disrupt our operations. If our integration efforts are not successful, our results of operations could be harmed. In addition, we may not achieve anticipated synergies or other benefits from such acquisition.

Therefore, there is no assurance that we will be able to monetize an acquired patent portfolio and recoup our investment.

We may seek to internally develop new inventions and intellectual property, which would take time and would be costly. Moreover, the failure to obtain or maintain intellectual property rights for such inventions would lead to the loss of our investments in such activities.

Members of our management team have experience as inventors. As such, part of our business may include the internal development of new inventions or intellectual property that we will seek to monetize. However, this aspect of our business would likely require significant capital and would take time to achieve. Such activities could also distract our management team from its present business initiatives, which could have a material and adverse effect on our business. There is also the risk that our initiatives in this regard would not yield any viable new inventions or technology, which would lead to a loss of our investments in time and resources in such activities.

In addition, even if we are able to internally develop new inventions, in order for those inventions to be viable and to compete effectively, we would need to develop and maintain them, and they would heavily rely on, a proprietary position with respect to such inventions and intellectual property. However, there are significant risks associated with any such intellectual property we may develop principally, including the following:

We cannot be certain that patents will be issued as a result of any future applications, or that any of our patents, once issued, will provide us with adequate protection from competing products. For example, issued patents may be circumvented or challenged, declared invalid or unenforceable, or narrowed in scope. In addition, since publication of discoveries in scientific or patent literature often lags behind actual discoveries, we cannot be certain that we will be the first to make our additional new inventions or to file patent applications covering those inventions. It is also possible that others may have obtained or may obtain issued patents that could prevent us from commercializing our products or require us to obtain licenses requiring the payment of significant fees or royalties in order to enable us to conduct our business. As to those patents that we may license or otherwise monetize, our rights will depend on maintaining our obligations to the licensor under the applicable license agreement, and we may be unable to do so. Our failure to obtain or maintain intellectual property rights for our inventions would lead to the loss of our investments in such activities, which would have a material and adverse effect on our company.

Moreover, patent application delays could cause delays in recognizing revenue from our internally generated patents and could cause us to miss opportunities to license patents before other competing technologies are developed or introduced into the market.

New legislation, regulations or court rulings related to enforcing patents could harm our business and operating results.

Intellectual property is the subject of intense scrutiny by the courts, legislatures and executive branches of governments around the world. Various patent offices, governments or intergovernmental bodies (like the European Commission) may implement new legislation, regulations or rulings that impact the patent enforcement process or the rights of patent holders and such changes could negatively affect our business model. For example, limitations on the ability to bring patent enforcement claims, limitations on potential liability for patent infringement, lower evidentiary standards for invalidating patents, increases in the cost to resolve patent disputes and other similar developments could negatively affect our ability to assert our patent or other intellectual property rights.

In September 2013, the Federal Trade Commission announced that it is planning to gather information from approximately 25 companies that are in the business of buying and asserting patents in order to develop a better understanding of how those companies do business and impact innovation and competition. Both the Federal Trade Commission and European Commission are actively considering what the appropriate restrictions are on the ability of owners of patents declared to technical standards to receive both injunctions and royalties.

Furthermore, United States patent laws have been amended by the Leahy-Smith America Invents Act ~~or the~~ (“America Invents ~~Act.~~Act”). The America Invents Act includes a number of significant changes to U.S. patent law. In general, the legislation attempts to address issues surrounding the enforceability of patents and the increase in patent litigation by, among other things, establishing new procedures for patent litigation. For example, the America Invents Act changes the way that parties may be joined in patent infringement actions, increasing the likelihood that such actions will need to be brought against individual parties allegedly infringing by their respective individual actions or activities. At this time, it is not clear what, if any, impact the America Invents Act will have on the operation of our enforcement business. However, the America Invents Act and its implementation could increase the uncertainties and costs surrounding the enforcement of our patented technologies, which could have a material adverse effect on our business and financial condition.

In addition, the U.S. Department of Justice (“DOJ”) has conducted reviews of the patent system to evaluate the impact of patent assertion entities on industries in which those patents relate. It is possible that the findings and recommendations of the DOJ could impact the ability to effectively license and enforce standards-essential patents and could increase the uncertainties and costs surrounding the enforcement of any such patented technologies.

Furthermore, in various pending litigation and appeals in the United States Federal courts, various arguments and legal theories are being advanced to potentially limit the scope of damages that a patent licensing company such as us might be entitled to. Any one of these pending cases could result in new legal doctrines that could make our existing or future patent portfolios less valuable or more costly to enforce.

Further, and in general, it is impossible to determine the extent of the impact of any new laws, regulations or initiatives that may be proposed, or whether any of the proposals will become enacted as laws. Compliance with any new or existing laws or regulations could be difficult and expensive, affect the manner in which we conduct our business and negatively impact our business, prospects, financial condition and results of operations. That said, to date, we do not believe that any existing or proposed statutory or regulatory change has materially affected our business.

Further, the leadership changes in the European Commission (“EC”) make it challenging to predict whether and how the EC will shift its focus from its prior stances regarding the enforcement of intellectual property rights and the relationship between such rights and European competition law.

Additionally, there are numerous initiatives being pursued in multiple countries including India and Brazil, regarding when and how intellectual property rights should be enforced as well as the relationship between enforcement and other laws, including relevant anti-trust or competition law. It is too early to state with any degree of certainty the impact that such initiatives may have on our business.

Additionally, the political and legal climate in China appears to have changed and is causing significant challenges for foreign companies that attempt to enforce their intellectual property rights against Chinese business whether such rights are enforced in China or elsewhere in the world. At this time, it is unclear what if any impact this change in climate will have on our business.

If we fail to comply with the continued listing requirements of the NASDAQ Capital Market, our common stock may be delisted and the price of our common stock and our ability to access the capital markets could be negatively impacted.

Our common stock is listed for trading on the NASDAQ Capital Market (“NASDAQ”). We must satisfy NASDAQ’s continued listing requirements, including, among other things, a minimum closing bid price requirement of $1.00 per share for 30 consecutive business days. If a company trades for 30 consecutive business days below the $1.00 minimum closing bid price requirement, NASDAQ will send a deficiency notice to the company, advising that it has been afforded a “compliance period” of 180 calendar days to regain compliance with the applicable requirements. Thereafter, if such a company does not regain compliance with the bid price requirement, a second 180-day compliance period may be available.

A delisting of our common stock from NASDAQ could materially reduce the liquidity of our common stock and result in a corresponding material reduction in the price of our common stock. In addition, delisting could harm our ability to raise capital through alternative financing sources on terms acceptable to us, or at all, and may result in the potential loss of confidence by investors, employees and fewer business development opportunities.

Acquisitions of additional patent assets may be time consuming, complex and costly, which could adversely affect our operating results.

Acquisitions of patents or other intellectual property assets, which are and will be critical to our business plan, are often time consuming, complex and costly to consummate. We may utilize many different transaction structures in our acquisitions and the terms of such acquisition agreements tend to be heavily negotiated. As a result, we expect to incur significant operating expenses and will likely be required to raise capital during the ~~negotiations even if the acquisition is ultimately not consummated.~~ negotiations.

Even if we are able to acquire particular patents or other intellectual property assets, there is no guarantee that we will generate sufficient revenue related to those assets to offset the acquisition costs. While we will seek to conduct confirmatory due diligence on the patents or other intellectual property assets we are considering for acquisition, we may acquire such assets from a seller who does not have proper title to those assets. In those cases, we may be required to spend significant resources to defend our interest in such assets and, if we are not successful, our acquisition may be invalid, in which case we could lose part or all of our investment in those assets.

We may also identify patents or other intellectual property assets that cost more than we are prepared to spend with our own capital resources. We may incur significant costs to organize and negotiate a structured acquisition that does not ultimately result in an acquisition of any patents or other intellectual property assets or, if consummated, proves to be unprofitable for us. These higher costs could adversely affect our operating results, and if we incur losses, the value of our securities will decline.

In addition, we may acquire patents and technologies that are in the early stages of adoption in the commercial, industrial and consumer markets. Demand for some of these technologies will likely be untested and may be subject to fluctuation based upon the rate at which our licensees will adopt our patents and technologies in their products and services. As a result, there can be no assurance as to whether technologies we acquire or develop will have value that we can monetize.

In certain acquisitions of patent assets, we may seek to defer payment or finance a portion of the acquisition price. This approach may put us at a competitive disadvantage and could result in harm to our business.

We have limited capital and may seek to negotiate acquisitions of patent or other intellectual property assets where we can defer payments or finance a portion of the acquisition price. These types of debt financing or deferred payment arrangements may not be as attractive to sellers of patent assets as receiving the full purchase price for those assets in cash at the closing of the acquisition. As a result, we might not compete effectively against other companies in the market for acquiring patent assets, some of whom have greater cash resources than we have.

We routinely enter into non-disclosure agreements with other parties, including but not limited to vendors, law firms, parties with whom we are engaged in negotiations, and employees. However, there exists a risk that those other parties will not honor their contractual obligations to not disclose our confidential information. This may include parties who breach such obligations in the context of confidential settlement offers and/or negotiations. In addition, there exists a risk that, upon such breach and subsequent dissemination of our confidential information, third parties and potential licensees may seek to use such confidential information to their advantage and/or to our disadvantage including in legal proceedings in which we are involved. Our ability to act against such third parties may be limited, as we may not be in privity of contract with such third parties.

Competition is intense in the industries in which our subsidiaries do business and as a result, we may not be able to grow or maintain our market share for our technologies and patents.

We expect to encounter competition in the area of patent acquisition and enforcement as the number of companies entering this market is increasing. This includes competitors seeking to acquire the same or similar patents and technologies that we may seek to acquire. As new technological advances occur, many of our patented technologies may become obsolete before they are completely monetized. If we are unable to replace obsolete technologies with more technologically advanced patented technologies, then this obsolescence could have a negative effect on our ability to generate future revenues.

Our licensing business also competes with venture capital firms and various industry leaders for technology licensing opportunities. Many of these competitors may have more financial and human resources than we do. As we become more successful, we may find more companies entering the market for similar technology opportunities, which may reduce our market share in one or more technology industries that we currently rely upon to generate future revenue.

Weak global economic conditions may cause infringing parties to delay entering into licensing agreements, which could prolong our litigation and adversely affect our financial condition and operating results.

Our business plan depends significantly on worldwide economic conditions, and the United States and world economies have recently experienced weak economic conditions. Uncertainty about global economic conditions poses a risk as businesses may postpone spending in response to tighter credit, negative financial news and declines in income or asset values. This response could have a material negative effect on the willingness of parties infringing on our assets to enter into licensing or other revenue generating agreements voluntarily. Entering into such agreements is critical to our business plan, and our failure to do so could cause material harm to our business.

~~The exercise of a substantial number of warrants or options by our security holders may have an adverse effect on the market price of our common stock.~~

Should our warrants outstanding as of July 25, 2014, be exercised, there would be an additional 17,423,851 shares of common stock eligible for trading in the public market. In addition, we currently have incentive equity instruments outstanding to purchase 10,102,094 shares of our common stock granted to our management, employees, directors and consultants. Certain options granted to officers, directors and certain key employees are subject to acceleration of vesting of 75% and 100% (according to the agreement signed with each grantee), upon a subsequent change of control. Certain options granted in prior years that are outstanding have exercise prices that are below recent market prices. Such securities, if exercised, will increase the number of issued and outstanding shares of our common stock. Therefore, the sale, or even the possibility of sale, of the shares of common stock underlying the warrants and options could have an adverse effect on the market price for our securities and/or on our ability to obtain future financing.

Future sales of our shares of common stock by our stockholders could cause the market price of our common stock to drop significantly, even if our business is otherwise performing well.

As of ~~July 25, 2014,~~August 3, 2015, we had ~~92,545,862~~99,377,749 shares of common stock issued and outstanding, excluding shares of common stock issuable upon exercise of warrants, options or restricted stock ~~units (“RSUs”).~~units. As shares saleable under Rule 144 are sold or as restrictions on resale lapse, the market price of our common stock could drop significantly, if the holders of restricted shares sell them, or are perceived by the market as intending to sell them. This decline in our stock price could occur even if our business is otherwise performing well.

Technology company stock prices are especially volatile, and this volatility may depress the price of our common stock.

The stock market has experienced significant price and volume fluctuations, and the market prices of technology companies have been highly volatile. We believe that various factors may cause the market price of our common stock to fluctuate, perhaps substantially, including, among others, the following:

The market prices of the securities of technology companies have been highly volatile and are likely to remain highly volatile in the future. The stock market as a whole also has experienced extreme price and volume fluctuations that have affected the market price of many technology companies in ways that may have been unrelated to these companies' operating performance. Furthermore, we believe that fluctuations in our stock price can also be impacted by court rulings and/or other developments in our patent licensing and enforcement actions and stock price may reflect certain future growth and profitability expectations. If we fail to meet these expectations then our stock price may significantly decline which could have an adverse impact on investor confidence.

~~Our ability to raise capital through equity or equity-linked transactions may be limited.~~

In order for us to raise capital privately through equity or equity-linked transactions, stockholder approval is required to enable us to issue more than 19.99% of our outstanding shares of common stock pursuant to the rules and regulations of the NASDAQ Capital Market. Should stockholders not approve such issuances, one means to raise capital would be through debt, which could have a material adverse effect on our consolidated balance sheet and overall financial condition.

~~We may not be able to raise additional capital. Moreover, additional financing may have an adverse effect on the value of the equity instruments held by our stockholders.~~

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 on the ~~6th~~4th day of August ~~2014.~~2015.

Delaware		20-4988129
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

780 ~~3rd~~Third Avenue, 12th Floor, New York, NY		10017
(Address of principal executive offices)		(Zip Code)

Large accelerated filer	¨	Accelerated filer	x

Non-accelerated filer	¨ (Do not check if a smaller reporting company)	Smaller reporting company	¨

		Page

PART I. FINANCIAL INFORMATION		3

Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	1720
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	3234
Item 4.	Controls and Procedures	3234

PART II. OTHER INFORMATION		3335

Item 1.	Legal Proceedings	3335
Item 1A.	Risk Factors	3739
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4447
Item 3.	Defaults Upon Senior Securities	4447
Item 4.	Mine Safety Disclosures	4447
Item 5.	Other Information	4447
Item 6.	Exhibits	4548

	June 30, 2014 (Unaudited)			December 31, 2013			June 30, 2015 (Unaudited)			December 31, 2014
Current assets
Cash and cash equivalents	$	31,654		$	33,586		$	20,227		$	16,023
Assets held for sale		—			787
Deposits with courts		2,304			—			2,117			2,067
Other current assets		224			455			80			510
Total current assets		34,182			34,828			22,424			18,600
Property and equipment, at cost, net of $348 and $134 accumulated depreciation, as of June 30, 2014 and December 31, 2013, respectively		161			230

Intangible assets, net		20,823			22,748			16,008			17,625
Goodwill		65,757			65,757
Other assets		1,034			247			1,186			1,210
Total assets	$	121,957		$	123,810		$	39,618		$	37,435

Current liabilities
Accounts payable and accrued expenses	$	4,582		$	5,146		$	7,223		$	4,732
Accrued employee compensation		36			299
Derivative warrant liabilities		89			43
Senior secured convertible notes, net								8,111			—
Conversion feature								719			—
Total current liabilities		4,707			5,488			16,053			4,732

Long-term liabilities
Senior secured convertible notes, net								451			—
Conversion feature								40			—
Derivative warrant liabilities	$	3,015		$	4,040			1,507			174
Other liabilities		69			—			1,171			1,349

Commitments and contingencies (Note 10)

Stockholders’ equity
Series A Convertible Preferred stock, $0.01 par value per share; 5,000,000 authorized; none issued and outstanding		—			—			—			—
Common stock, $0.01 par value per share 150,000,000 authorized; 92,545,862 and 84,502,653 issued and outstanding as of June 30, 2014 and December 31, 2013, respectively		925			845
Common stock, $0.01 par value per share 150,000,000 authorized; 95,946,672 and 93,404,895 issued and outstanding as of June 30, 2015 and December 31, 2014, respectively								959			934
Additional paid-in capital		210,427			189,465			220,627			215,951
Accumulated deficit		(97,186	)		(76,028	)		(201,190	)		(185,705	)

Total stockholders’ equity	$	114,166		$	114,282			20,396			31,180

Total liabilities and stockholders’ equity	$	121,957		$	123,810		$	39,618		$	37,435

	Three months ended June 30,						Six months ended June 30,						Three months ended June 30,						Six months ended June 30,
	2014			2013			2014			2013			2015			2014			2015			2014
Revenue	$	800		$	1,100		$	1,050		$	1,100		$	—		$	800		$	150		$	1,050

Costs and Expenses*
Operating legal costs		5,982			4,790			10,857			10,189			5,464			5,982			8,565			10,857
Amortization of intangibles		968			839			1,925			1,678			813			968			1,617			1,925
Research and development		217			467			442			737
General and administrative		3,986			3,759			8,004			7,750			2,298			4,203			5,296			8,446
Total operating expenses		11,153			9,855			21,228			20,354			8,575			11,153			15,478			21,228
Operating loss from continuing operations		(10,353	)		(8,755	)		(20,178	)		(19,254	)		(8,575	)		(10,353	)		(15,328	)		(20,178	)
Non-operating income, net		21			17			22			32
Gain (loss) on revaluation of warrants		348			(1,491	)		(728	)		(1,866	)
Non-operating income (expense), net														46			21			(177	)		22
Gain (loss) on revaluation of warrants and conversion feature														695			348			695			(728	)
Interest expense														(465	)		—			(465	)		—
Extinguishment of debt														(210	)		—			(210	)		—
Issuance of warrants		(65	)		—			(65	)		—			—			(65	)		—			(65	)
Loss from continuing operations before income taxes		(10,049	)		(10,229	)		(20,949	)		(21,088	)		(8,509	)		(10,049	)		(15,485	)		(20,949	)
Income tax expense		—			—			—			—			—			—			—			—
Loss from continuing operations		(10,049	)		(10,229	)		(20,949	)		(21,088	)		(8,509	)		(10,049	)		(15,485	)		(20,949	)
Loss from discontinued operations before income taxes*		—			(709	)		(209	)		(1,798	)		—			—			—			(209	)
Income tax expense		—			(2	)		—			(18	)		—			—			—			—
Loss from discontinued operations		—			(711	)		(209	)		(1,816	)		—			—			—			(209	)
Net loss	$	(10,049	)	$	(10,940	)	$	(21,158	)	$	(22,904	)	$	(8,509	)	$	(10,049	)	$	(15,485	)	$	(21,158	)
Loss per share:
Basic
Loss per share from continuing operations		(0.12	)		(0.12	)		(0.24	)		(0.26	)	$	(0.09	)	$	(0.12	)	$	(0.16	)	$	(0.24	)
Loss per share from discontinued operations		(0.00	)		(0.01	)		(0.00	)		(0.02	)		(0.00	)		(0.00	)		(0.00	)		(0.00	)
Total net loss per share	$	(0.12	)	$	(0.13	)	$	(0.24	)	$	(0.28	)	$	(0.09	)	$	(0.12	)	$	(0.16	)	$	(0.24	)
Diluted
Loss per share from continuing operations		(0.12	)		(0.12	)		(0.24	)		(0.26	)	$	(0.09	)	$	(0.12	)	$	(0.16	)	$	(0.24	)
Loss per share from discontinued operations		(0.00	)		(0.01	)		(0.00	)		(0.02	)		(0.00	)		(0.00	)		(0.00	)		(0.00	)
Total net loss per share	$	(0.12	)	$	(0.13	)	$	(0.24	)	$	(0.28	)	$	(0.09	)	$	(0.12	)	$	(0.16	)	$	(0.24	)
Weighted-average number of shares outstanding during the period:
Basic		87,210,483			82,739,447			86,337,006			82,552,710			94,691,624			87,210,483			94,051,814			86,337,006
Diluted		88,515,948			82,739,447			86,337,006			82,552,710			94,691,624			88,515,948			94,051,814			86,337,006
* Includes stock-based compensation expense, as follows:
Operating legal costs	$	385		$	301		$	728		$	595		$	183		$	385		$	501		$	728
Research and development		108			114			215			248
General and administrative		2,525			2,515			4,724			5,043			1,070			2,633			2,624			4,939
Discontinued operations		—			92			151			230			—			—			—			151
	$	3,018		$	3,022		$	5,818		$	6,116		$	1,253		$	3,018		$	3,125		$	5,818

	Common stock		Additional paid-in capital		Accumulated deficit			Total
Balance as of December 31, 2013	$	845	$	189,465	$	(76,028	)	$	114,282
Exercise of stock options and vesting of restricted stock units (“RSU”)		16		2,144		—			2,160
Issuance of warrants (Note 8)		—		65		—			65
Exercise of warrants		64		12,935		—			12,999
Stock-based compensation		—		5,818		—			5,818
Net loss for the period		—		—		(21,158	)		(21,158	)
Balance as of June 30, 2014	$	925	$	210,427	$	(97,186	)	$	114,166

	Six months ended June 30,						Six months ended June 30,
	2014			2013			2015			2014
Cash flows from operating activities
Net loss	$	(21,158	)	$	(22,904	)	$	(15,485	)	$	(21,158	)
Adjustments to reconcile net cash flows used in operating activities:
Adjustments to reconcile net loss to net cash used in operating activities:
Items not affecting cash flows
Depreciation and amortization		2,139			2,567			1,838			2,139
Amortization of debt discount								289			—
Amortization of debt issuance costs								21			—
Stock-based compensation		5,818			6,116			3,125			5,818
Issuance of warrants		65			—			—			65
Assignment of patents		—			(100	)
Change in fair value of warrants		728			1,866
Exchange rate loss (gain), net		(35	)		4
Extinguishment of debt								210			—
Change in fair value of warrants and conversion feature								(695	)		728
Exchange rate loss (gain)								187			(35	)
Changes in current assets and liabilities
Decrease in other current assets		231			73			429			231
Increase (decrease) in payables and accruals		(743	)		1,412			2,368			(743	)
Net cash used in operating activities		(12,955	)		(10,966	)		(7,713	)		(12,955	)
Cash flows from investing activities
Acquisition of property and equipment		(145	)		(31	)		—			(145	)
Increase in short-term investments		—			(3,120	)
Decrease (increase) in deposits		(2,304	)		8
Increase in deposits								(287	)		(2,304	)
Net cash used in investing activities		(2,449	)		(3,143	)		(287	)		(2,449	)
Cash flows from financing activities
Exercise of stock options		2,160			153			—			2,160
Exercise of warrants		11,292			174			—			11,292
Cash provided by financing activities		13,452			327
Net proceeds from senior secured convertible notes and warrants								12,425			—
Debt issuance costs								(218	)		—
Net cash provided by financing activities								12,207			13,452

Effect of exchange rate changes on cash and cash equivalents		20			10			(3	)		20
Decrease in cash and cash equivalents		(1,932	)		(13,772	)
Increase (decrease) in cash and cash equivalents								4,204			(1,932	)
Cash and cash equivalents at beginning of period		33,586			56,960			16,023			33,586
Cash and cash equivalents at end of period	$	31,654		$	43,188		$	20,227		$	31,654
Supplemental disclosure of cash flows information
Income taxes paid		—			3

Non-cash investing and financing transactions
Non-cash acquisition of cost method investment		787			—			—			787
Conversion of derivative warrants into common stock		1,707			76			—			1,707
Conversion of derivative warrants into equity warrants		—			3,748
Issuance of common stock to repay $1,191 of debt								1,401			—
Change in classification of derivative warrants to equity warrants								175			—
Debt discount								2,961			—

	Three months ended June 30,
	2014		2013
Revenue	$	—	$	61
Operating expenses		—		(748	)
Operating loss		—		(687	)

Non-operating expense		—		(22	)
Loss before taxes on income		—		(709	)
Income tax expense		—		(2	)
Loss from discontinued operations	$	—	$	(711	)

	As of December 31,
	2013
Cash	$	48
Accounts receivable		102
Goodwill at carrying amount of $208, net of $208 loss on impairment		—
Acquired technology at carrying amount of $10,133, net of $2,451 accumulated amortization and $7,045 loss on impairment		637
Total assets held for sale	$	787

	As of June 30, 2014			As of December 31, 2013			Weighted average amortization period (years)
Patents		28,213			28,213		8.3
Less: accumulated amortization		(7,390	)		(5,465	)
	$	20,823		$	22,748

	June 30, 2015			December 31, 2014			Weighted average amortization period (years)
Patents	$	28,213		$	28,213			8.9
Less: accumulated amortization and impairment		(12,205	)		(10,588	)
	$	16,008		$	17,625

Revenue	$	37
Operating expenses		(266	)
Operating loss		(229	)

Non-operating income		20
Loss before taxes on income		(209	)
Income tax expense		-
Loss from discontinued operations	$	(209	)

Net cash proceeds from the Notes ($12,500 less investors issuance costs of $75)	$	12,425
Debt Discount:
May 2015 Warrants		1,717
Conversion feature		1,244
		2,961
Net Total – May 4, 2015		9,464
Debt discount amortization		289
Debt repayments		(1,191	)
Net Total – June 30, 2015		8,562
Short-term portion		8,111
Long-term portion		451

			Fair value measurement at reporting date using
			Quoted prices in
			active markets		Significant other		Significant
			for identical		observable		unobservable
Derivative warrant liabilities	Balance		assets (Level 1)		inputs (Level 2)		inputs (Level 3)
As of June 30, 2014	$	3,104		—		—	$	3,104
As of December 31, 2013	$	4,083		—		—	$	4,083

	Level 3
Balance at December 31, 2013	$	4,083
Fair value adjustment, prior to exercise of warrants, included in Consolidated Statement of Operations		56
Exercise of derivative warrants		(1,707	)
Fair value adjustment at end of period, included in Consolidated Statement of Operations		672
Balance at June 30, 2014	$	3,104

	Conversion Warrants, the derivative Reload Warrants and the derivative Series 1 Warrants			May 2015 Warrants			Conversion feature
December 31, 2014	$	175		$	—		$	—
Reclassification of derivative Reload Warrants and Series 1 Warrants to equity warrants		(175	)		—			—
Issuance of Notes and derivative warrants on May 4, 2015		—			1,717			1,244
Gain on revaluation of warrants and conversion feature		—			(210	)		(485	)
June 30, 2015		—			1,507			759

Description	Valuation technique	Unobservable inputs	Range
~~Special Bridge Warrants,~~ Conversion Warrants, derivative Reload Warrants and	Black-Scholes-Merton and the	Volatility	~~32.83% – 46.41%~~56.55% - 77.06%
~~Reload Warrants and~~ derivative Series 1 Warrants	Monte-Carlo models	Risk free interest rate	~~0.08% – 0.88%~~0.13% - 0.87%
		Expected term, in years	~~0.50 – 3.05~~0.48 - 2.55
		Dividend yield	0%

	No. of warrants			Weighted average exercise price		Exercise price range
December 31, 2014		17,402,654		$	4.26		$0.94 - $5.06
Granted		5,375,000		$	1.00		$1.00
Exercised		—			—		—
Expired		(13,210,858	)	$	5.06		$0.94 - $5.06
June 30, 2015		9,566,796		$	1.33		$1.00 - $1.76

	No. outstanding		Exercise price		Remaining contractual life	Expiration Date
Series 1 Warrants		1,490,250	$	1.76	2.05 years	July 19, 2017
Series 2 Warrants		1,943,523	$	1.76	2.05 years	July 19, 2017
Reload Warrants		758,023	$	1.76	1.61 years	February 6, 2017
Outstanding as of June 30, 2015		4,191,796

	RSUs					Options								RSUs					Options
	No. of RSUs			Weighted average grant date fair value		No. of options			Weighted average exercise price		Exercise price range	Weighted average grant date fair value		No. of RSUs			Weighted average grant date fair value		No. of options			Weighted average exercise price		Exercise price range		Weighted average grant date fair value
Outstanding at January 1, 2014		2,161,403		$	3.61		10,457,159		$	3.23	$0.01 – $5.50	$	2.50
Outstanding at December 31, 2014															1,196,357		$	3.64		8,052,345		$	3.36		$0.96 - $5.50	$	2.24
Granted		—			—		1,200,000		$	3.98	$3.12 - $4.10	$	2.16		—			—		1,150,000		$	0.54		$0.51 - $0.59	$	0.35
Vested/Exercised		(500,388	)	$	3.59		(1,126,815	)	$	1.92	$0.01 – $3.72	$	1.31		(232,813	)	$	3.64		—			—		—		—
Forfeited		(3,125	)	$	3.72		(95,833	)	$	3.71	$3.24 - $3.72	$	2.19		(353,646	)	$	3.63		(321,876	)	$	1.47		$0.51 - $3.76	$	0.85
Expired		—			—		(332,416	)	$	4.60	$0.96 – $5.50	$	1.97		—			—		—			—		—		—
Outstanding at June 30, 2014		1,657,890		$	3.62		10,102,095		$	3.41	$0.96 – $5.50	$	2.30
Exercisable at June 30, 2014		—			—		6,099,385		$	2.28	$0.96 – $5.50
Outstanding at June 30, 2015															609,898		$	3.64		8,880,469		$	3.06		$0.51 - $5.50	$	2.04
Exercisable at June 30, 2015															—			—		7,535,329		$	3.25		$0.51 - $5.50

	No. outstanding		No. outstanding classified as equity		No. outstanding classified as liabilities*		Exercise price		Remaining contractual life
Series 1 Warrants		1,490,250		64,621		1,425,629	$	1.76	3.05 years
Series 2 Warrants		1,943,523		1,943,523		—	$	1.76	3.05 years
Conversion Warrants		14,492		—		14,492	$	0.94	0.98 years
Special Bridge Warrants		21,198		—		21,198	$	0.94	0.50 years
Reload Warrants		758,023		597,414		160,609	$	1.76	2.61 years
Initial Public Offering Warrants		4,784,000		4,784,000		—	$	5.06	0.98 years
October 2012 Warrants		3,000,000		3,000,000		—	$	5.06	0.98 years
June 2014 Warrants**		5,412,366		5,412,366		—	$	5.06	0.98 years
Outstanding at June 30, 2014		17,423,852		15,801,924		1,621,928

	(a)	New legislation, regulations or rulings that impact the patent enforcement process or the rights of patent holders could negatively affect the Company’s current business model. For example, limitations on the ability to bring patent enforcement claims, limitations on potential liability for patent infringement, lower evidentiary standards for invalidating patents, increases in the cost to resolve patent disputes and other similar developments could negatively affect the Company’s ability to assert its patent or other intellectual property rights.

	(d)	A portion of the Company’s expenses are denominated in foreign currencies. If the value of the U.S. dollar weakens against the value of these currencies, there will be a negative impact on the Company’s operating costs. In addition, the Company is subject to the risk of exchange rate fluctuations to the extent it holds monetary assets and liabilities in these currencies.

	(e)	The Notes are repaid on a monthly basis in cash or shares at the Company’s election. If the Company is unable to satisfy certain equity conditions, it will be required to pay all amounts due on any installment date in cash. The Company’s ability to timely repay the Notes, to redeem the Notes, and to fund working capital needs and planned capital expenditures depends on its ability to generate cash flow in the future. If the Company is unable to generate sufficient cash flow or otherwise obtain funds necessary to make required payments, or if the Company fails to comply with the various requirements of the Notes, the Company would be in default, which would permit the holders of the Notes to accelerate the maturity of the Notes and cause a default under the Notes. Any default under the Notes could have a material adverse effect on the Company’s business, results of operations and financial condition.

	(f)	The Company may choose to raise additional funds in connection with any potential acquisition of patent portfolios or other intellectual property assets or operating businesses. In addition, the Company may also need additional funds to respond to business opportunities and challenges, including its ongoing operating expenses, protection of its assets, development of new lines of business and enhancement of its operating infrastructure. While the Company may need to seek additional funding, it may not be able to obtain financing on acceptable terms, or at all. If the Company is unable to obtain additional funding on a timely basis, it may be required to curtail or terminate some of its business plans.

		Remainder of 2014				2015				2016				2017				2018				2019				Total
Operating leases		$	79,000			$	403,000			$	403,000			$	407,000			$	416,000			$	347,000			$	2,055,000

	Payments Due by Period
	Total		Less than 1 Year		1-3 Years		3-5 Years		More than 5 Years
Operating leases	$	1,774,000	$	403,000	$	816,000	$	555,000	$	—
Total	$	1,774,000	$	403,000	$	816,000	$	555,000	$	—


	•·	we may be subject to opposition proceedings in the U.S. or foreign countries;


	•·	any patents that are issued to us may not provide meaningful protection;


	•·	we may not be able to develop additional proprietary technologies that are patentable;


	•·	other companies may have independently developed and/or patented (or may in the future independently develop and patent) similar or alternative technologies, or duplicate our technologies;


	•·	enforcement of our patents could be complex, uncertain and very expensive.

Exhibit No.		Description
10.1		Securities Purchase Agreement, dated May 4, 2015, between Vringo, Inc. and the Investors named therein (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the SEC on May 4, 2015)

4.1*10.2		Form of ~~warrant, dated June 20, 2014~~Notes (incorporated by reference to Exhibit 10.2 to our Current Report on Form 8-K filed with the SEC on May 4, 2015)
31.1*
10.3		Form of Warrants (incorporated by reference to Exhibit 10.3 to our Current Report on Form 8-K filed with the SEC on May 4, 2015)

10.4		Form of Base Indenture between Vringo, Inc. and Computershare Trust Company, N.A (incorporated by reference to Exhibit 10.4 to our Current Report on Form 8-K filed with the SEC on May 4, 2015)

10.5		Form of First Supplemental Indenture (incorporated by reference to Exhibit 10.5 to our Current Report on Form 8-K filed with the SEC on May 4, 2015)

10.6		Form of Security Agreement in favor of Iroquois Master Fund Ltd. as collateral agent (incorporated by reference to Exhibit 10.6 to our Current Report on Form 8-K filed with the SEC on May 4, 2015)

10.7		Amendment No. 3 to Employment Agreement, dated as of June 22, 2015, by and between Vringo, Inc. and Andrew Kennedy Lang (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the SEC on June 24, 2015)

31.1*		Certification of Principal Executive Officer pursuant to Exchange Act, Rules 13a –- 14(a) and 15d –- 14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of ~~2002.~~ 2002

31.2*		Certification of Principal Financial and Accounting Officer pursuant to Exchange Act Rules 13a –- 14(a) and 15d –- 14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of ~~2002.~~2002

32**		Certifications of Principal Executive Officer and Principal Financial and Accounting Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of ~~2002.~~2002

101.INS*		XBRL Instance Document

101.SCH*		XBRL Taxonomy Extension Schema Document

101.CAL*		XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*		XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*		XBRL Taxonomy Extension Label Linkbase Document

101.PRE*		XBRL Taxonomy Extension Presentation Linkbase Document

*		Filed herewith.
**		Furnished herein.

VRINGO, INC.

By:	/s/ ANASTASIA NYRKOVSKAYA
	Anastasia Nyrkovskaya
	Chief Financial Officer
	(Principal Financial and Accounting Officer)