Document And Entity Information
Document And Entity Information | 12 Months Ended |
Dec. 31, 2020 | |
Document And Entity Information [Abstract] | |
Document Type | S-1 |
Document Period End Date | Dec. 31, 2020 |
Entity Registrant Name | PARKERVISION INC |
Entity Central Index Key | 0000914139 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | false |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 1,627 | $ 57 |
Prepaid expenses | 599 | 505 |
Other current assets | 8 | 117 |
Total current assets | 2,234 | 679 |
Property and equipment, net | 30 | 70 |
Intangible assets, net | 2,170 | 2,878 |
Operating lease right-of-use assets | 10 | 283 |
Other assets, net | 12 | 16 |
Total assets | 4,456 | 3,926 |
CURRENT LIABILITIES: | ||
Accounts payable | 4,318 | 2,328 |
Accrued expenses: | ||
Salaries and wages | 19 | 78 |
Professional fees | 128 | 499 |
Statutory court costs | 251 | 369 |
Other accrued expenses | 936 | 1,081 |
Related party note payable, current portion | 100 | 86 |
Secured note payable, current portion | 26 | 1,222 |
Unsecured notes payable | 65 | 225 |
Operating lease liabilities, current portion | 146 | 250 |
Total current liabilities | 5,989 | 6,138 |
LONG-TERM LIABILITES: | ||
Secured contingent payment obligation | 33,057 | 26,651 |
Unsecured contingent payment obligations | 5,222 | |
Convertible notes, net | 3,018 | 2,733 |
Related party note payable, net of current portion | 703 | 793 |
Operating lease liabilities, net of current portion | 159 | 305 |
Other long-term liabilities | 129 | 403 |
Total long-term liabilities | 42,288 | 30,885 |
Total liabilities | 48,277 | 37,023 |
COMMITMENTS AND CONTINGENCIES | ||
SHAREHOLDERS' DEFICIT: | ||
Common stock, $.01 par value, 140,000 and 110,000 shares authorized, 58,591 and 34,097 issued and outstanding at December 31, 2020 and 2019, respectively | 586 | 341 |
Additional paid-in capital | 376,954 | 368,345 |
Accumulated deficit | (421,361) | (401,783) |
Total shareholders' deficit | (43,821) | (33,097) |
Total liabilities and shareholders' deficit | $ 4,456 | $ 3,926 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Consolidated Balance Sheets [Abstract] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 140,000,000 | 110,000,000 |
Common stock, shares issued | 58,591,000 | 34,097,000 |
Common stock, shares outstanding | 58,591,000 | 34,097,000 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Loss on impairment of inventory | $ 6 | |
Gross margin | (5) | |
Research and development expenses | 334 | |
Selling, general and administrative expenses | 10,664 | 7,602 |
Total operating expenses | 10,664 | 7,936 |
Interest and other income | 3 | |
Interest and other expense | (547) | (421) |
Change in fair value of contingent payment obligations | (8,367) | (1,094) |
Total interest and other | (8,914) | (1,512) |
Net loss before income tax | (19,578) | (9,453) |
Income tax expense | ||
Net loss | (19,578) | (9,453) |
Other comprehensive income, net of tax | ||
Comprehensive loss | $ (19,578) | $ (9,453) |
Basic and diluted net loss per common share | $ (0.42) | $ (0.30) |
Weighted average common shares outstanding | 47,019 | 31,461 |
Product [Member] | ||
Product revenue | $ 74 | |
Cost of sales | $ 73 |
Consolidated Statements Of Shar
Consolidated Statements Of Shareholders' Deficit - USD ($) $ in Thousands | Common Stock [Member]Long-term Debt [Member] | Common Stock [Member]Short-term Debt [Member] | Common Stock [Member] | Additional Paid-in Capital [Member]Long-term Debt [Member] | Additional Paid-in Capital [Member]Short-term Debt [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member]Cumulative Effect, Period of Adoption, Adjustment [Member] | Accumulated Deficit [Member] | Long-term Debt [Member] | Short-term Debt [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member] | Total |
Balance, value at Dec. 31, 2018 | $ 287 | $ 366,695 | $ (38) | $ (392,292) | $ (38) | $ (25,310) | ||||||
Issuance of common stock upon exercise of warrants | 29 | 29 | ||||||||||
Issuance of common stock and warrants for services | 6 | 234 | 240 | |||||||||
Issuance of convertible debt with beneficial conversion feature | 550 | 550 | ||||||||||
Issuance of common stock upon conversion | $ 19 | $ 277 | $ 296 | |||||||||
Share-based compensation, net of shares withheld for taxes | 589 | 589 | ||||||||||
Net loss for the year | (9,453) | (9,453) | ||||||||||
Balance, value at Dec. 31, 2019 | 341 | 368,345 | (401,783) | (33,097) | ||||||||
Issuance of common stock and warrants in private offerings, net of issuance costs | 148 | 4,618 | 4,766 | |||||||||
Issuance of common stock upon exercise of warrants | 45 | 1,530 | 1,575 | |||||||||
Issuance of common stock and warrants for services | 7 | 297 | 304 | |||||||||
Issuance of convertible debt with beneficial conversion feature | 173 | 173 | ||||||||||
Issuance of common stock upon conversion | $ 15 | $ 22 | $ 437 | $ 318 | $ 452 | $ 340 | ||||||
Share-based compensation, net of shares withheld for taxes | 8 | 1,236 | 1,244 | |||||||||
Net loss for the year | (19,578) | (19,578) | ||||||||||
Balance, value at Dec. 31, 2020 | $ 586 | $ 376,954 | $ (421,361) | $ (43,821) |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (19,578) | $ (9,453) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 632 | 835 |
Share-based compensation | 1,244 | 589 |
Noncash lease expense | 61 | 280 |
Change in fair value of contingent payment obligation | 8,367 | 1,094 |
Loss on disposal/impairment of equipment and other assets | 487 | 412 |
Noncash expense for amendment of equity-related agreements | 2,211 | |
Inventory impairment charges | 6 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 2 | |
Finished goods inventories | 81 | |
Prepaid expenses and other assets | 292 | 221 |
Accounts payable and accrued expenses | 1,757 | 2,790 |
Operating lease liabilities | (250) | (230) |
Total adjustments | 14,801 | 6,080 |
Net cash used in operating activities | (4,777) | (3,373) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Proceeds from sale of property and equipment | 2 | 30 |
Purchases of property and equipment | (3) | (5) |
Payments for patent costs and other intangible assets | (18) | |
Net cash (used in)/provided by investing activities | (1) | 7 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Net proceeds from issuance of common stock and contingent payment rights in private offerings | 4,801 | |
Net proceeds from exercise of warrants | 1,575 | 29 |
Net proceeds from debt financings | 1,244 | 3,068 |
Debt repayments | (1,272) | (1,200) |
Principal payments on finance lease obligation | (1) | |
Net cash provided by financing activities | 6,348 | 1,896 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | 1,570 | (1,470) |
CASH AND CASH EQUIVALENTS, beginning of year | 57 | 1,527 |
CASH AND CASH EQUIVALENTS, end of year | 1,627 | 57 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash paid for interest | 61 | 4 |
Cash paid for income taxes |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | 1. SIGNIFICANT ACCOUNTING POLICIES ParkerVision, Inc. and its wholly-owned German subsidiary, ParkerVision GmbH (collectively “ParkerVision”, “we” or the “Company”) is in the business of innovating fundamental wireless hardware technologies and products. W e have determined that our business currently operates under a single operating and reportable segment . We have designed and developed proprietary radio frequency (“ RF ”) technologies and integrated circuits for use in wireless communication products. We have expended significant financial and other resources to research and develop our RF technologies and to obtain patent protection for those technologies in the United States of America (“ U.S .”) and certain foreign jurisdictions. We believe certain patents protecting our proprietary technologies have been broadly infringed by others, and therefore the primary focus of our business plan is the enforcement of our intellectual property rights through patent infringement litigation and licensing efforts. We currently have patent enforcement actions ongoing in various U.S. district courts against providers of mobile handsets, smart televisions and other WiFi products and , in certain cases, their chip suppliers for the infringement of a number of our RF patents. We have made significant investments in developing and protecting our technologies, the returns on which are dependent upon the generation of future revenues for realization. In 2018, we restructured our operations to reduce operating expenses. As part of that restructuring, we made significant reductions in our investment in the development and marketing of a consumer distributed WiFi product line marketed under the brand name Milo ® . In early 2019, we ceased substantially all ongoing research and development efforts and, where applicable, repurposed resources to support our patent enforcement and product sales and support efforts. We ceased sales of our Milo products in the fourth quarter of 2019 and are currently focused exclusively on our patent enforcement litigation and licensing efforts. Basis of Presentation Our consolidated financial statements are prepared in accordance with generally accepted accounting principles in the U.S. (“ GAAP ”). Certain reclassifications have been made to prior period amounts to conform to the current period presentation. The consolidated financial statements include the accounts of ParkerVision, Inc. and our wholly-owned German subsidiary, ParkerVision GmbH, after elimination of all intercompany transactions and accounts. Use of Estimates in the Preparation of Financial Statements The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. The more significant estimates made by us include projected future cash flows and risk-adjusted discount rates for estimating the fair value of our contingent payment obligations, the volatility and estimated lives of share-based awards used in the estimate of the fair market value of share-based compensation, the assessment of recoverability of long-lived assets, the amortization periods for intangible and long-lived assets, and the valuation allowance for deferred taxes. Actual results could differ from the estimates made. We periodically evaluate estimates used in the preparation of the financial statements for continued reasonableness. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such periodic evaluation. Cash and Cash Equivalents We consider cash and cash equivalents to include cash on hand, interest-bearing deposits, overnight repurchase agreements and investments with original maturities of three months or less when purchased. Inventory Inventory is stated at the lower of actual cost, as determined under the first-in, first-out method, or estimated net realizable value. We review our inventory for estimated obsolescence or unmarketable inventory and write down inventory for the difference between cost and estimated market value based upon assumptions about future demand. Future demand is affected by market conditions, technological obsolescence, new products and strategic plans, each of which is subject to change. Due to the decision to discontinue Milo product sales in the fourth quarter of 2019, a full reserve was recorded against the remaining inventory on hand at December 31, 2019. All remaining inventory was disposed of during the year ended December 31, 2020. Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Depreciation is determined using the straight-line method over the following estimated useful lives: Manufacturing and office equipment 5 -7 years Leasehold improvements Shorter of useful life or remaining life of lease Furniture and fixtures 7 years Computer equipment and software 3 -5 years The cost and accumulated depreciation of assets sold or retired are removed from their respective accounts, and any resulting net gain or loss is recognized in the accompanying consolidated statements of comprehensive loss. The carrying value of long-lived assets is reviewed on a regular basis for the existence of facts, both internally and externally, that may suggest impairment. Recoverability of assets to be held and used is measured by comparing the carrying amount of an asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the assets exceeds its estimated undiscounted future net cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the assets. Intangible Assets We capitalize outside legal costs and agency filing fees incurred in connection with securing the rights to our intellectual property. Patents, copyrights and other intangible assets are amortized using the straight-line method over their estimated period of benefit. We estimate the economic lives of our patents and copyrights to be fifteen to twenty years. Management evaluates the recoverability of intangible assets periodically and takes into account events or circumstances that may warrant revised estimates of useful lives or that may indicate impairment exists. As part of our ongoing patent maintenance program, we will, from time to time, abandon a particular patent if we determine fees to maintain the patent exceed its expected recoverability. The cost and accumulated amortization of abandoned intangible assets are removed from their respective accounts, and any resulting net loss is recognized in selling, general and administrative expenses in the accompanying consolidated statements of comprehensive loss. Contingent Payment Obligations We have accounted for our secured and unsecured contingent payment obligations as long-term debt in accordance with Accounting Standards Codification (“ ASC ”) 470-10-25, “Sales of Future Revenues or Various other Measures of Income.” Our payment obligations are contingent upon the receipt of proceeds from patent enforcement and/or patent monetization actions. We have elected to measure our contingent payment obligations at their estimated fair values in accordance with ASC 825, “Financial Instruments” based on the variable and contingent nature of the repayment provisions. We have determined that the fair value of our secured and unsecured contingent payment obligations falls within Level 3 in the fair value hierarchy, which involves significant estimates, and assumptions including projected future patent-related proceeds and the risk-adjusted rate for discounting future cash flows (see Note 10). Actual results could differ from the estimates made. Changes in fair value, including the component related to imputed interest, are included in the accompanying consolidated statements of comprehensive loss under the heading “Change in fair value of contingent payment obligations.” Leases We adopted ASC 842, “Leases” as of January 1, 2019 which requires the recognition of lease right-of-use (“ ROU ”) assets and lease liabilities on our consolidated balance sheets for finance and operating leases with initial lease terms of more than 12 months. We elected to use the effective date as the initial application date. ASC 842 provides a number of practical expedients in transition and we elected the package of practical expedients which permits us not to reassess under the new standard our prior conclusions about lease identification, lease classification and treatment of initial direct costs. The adoption of this new standard resulted in the recognition of operating lease ROU assets and operating lease liabilities of approximately $0.56 million and $0.60 million, respectively, primarily related to our facilities leases. Refer to Note 8 for additional disclosures related to our leases. At inception of a lease, we determine if an arrangement contains a lease and whether that lease meets the classification criteria of a finance or operating lease. Some of our lease arrangements contain lease components (e.g. minimum rent payments) and non-lease components (e.g. services). For certain equipment leases, we account for lease and non-lease components separately based on a relative fair market value basis. For all other leases, we account for the lease and non-lease components (e.g. common area maintenance) on a combined basis. For operating leases with terms greater than 12 months, we record the ROU asset and lease obligation at the present value of lease payments over the term using the implicit interest rate, when readily available, or our incremental borrowing rate for collateralized debt based on information available at the lease commencement date. Certain of our leases include rental escalation clauses, renewal options and/or termination options that are factored into our determination of lease payments when it is reasonably certain that the option will be exercised. We do not recognize ROU assets and lease liabilities for leases with terms at inception of twelve months or less. Finance leases are included in property and equipment and other accrued expenses on the consolidated balance sheets. Finance leases are recorded as an asset and an obligation at an amount equal to the present value of the minimum lease payments during the lease term. Amortization expense and interest expense associated with finance leases are included in selling, general, and administrative expense and interest expense, respectively, on the consolidated statements of comprehensive loss. Convertible Debt We have issued debt that is convertible, at the holder’s option, into shares of our common stock at fixed conversion prices. Certain of the convertible notes were issued with conversion prices that were below market value of our common stock on the closing date resulting in a beneficial conversion feature which we recorded to equity with a corresponding discount to the debt. The discount is amortized over the life of the notes as interest expense. In August 2020, the Financial Accounting Standards Board issued ASU 2020-06 "Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity." This ASU simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exception. The ASU also simplifies the diluted earnings per share (EPS) calculation in certain areas. The ASU is effective for fiscal years beginning after December 15, 2021 for accelerated filers and for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, for smaller reporting companies. Early adoption is permitted for fiscal years beginning after December 15, 2020. The ASU provides for a modified retrospective method of adoption whereby the guidance is applied to transactions outstanding at the beginning of the fiscal year of adoption with the cumulative effect of the change being recorded as an adjustment to beginning retained earnings. We plan to adopt ASU 2020-06, using the modified retrospective method, as of January 1, 2021. Adoption of ASU 2020-06 will result in an increase to our long-term debt of approximately $0.8 million, a decrease in additional paid-in-capital of approximately $1.1 million, and an adjustment to our beginning retained deficit of $0.3 million resulting from the elimination of the previously recognized beneficial conversion feature as a debt discount. Revenue Recognition We account for revenue under ASC 606, “Revenue from Contracts with Customers” which implements a common revenue standard that clarifies the principles for recognizing revenue. This revenue recognition model provides a five-step analysis in determining when and how revenue is recognized. We expect to derive future revenue from licensing of our intellectual property and settlements from patent infringement disputes. The timing of revenue recognition and the amount of revenue recognized depends upon a variety of factors, including the specific terms of each arrangement and the nature of our deliverables and obligations. In general, we recognize revenue when the performance obligations to our customers have been met. The consideration received from patent license and settlement agreements is allocated to the various elements of the arrangement to the extent the revenue recognition differs between the elements of the arrangement. Elements related to past and future royalties as well as elements related to settlement will be recorded as revenue in our consolidated statements of comprehensive loss when our performance obligations related to each element have been met. For the year ended December 31, 2019, we recognized revenue from the sale of products. For product sales, the performance obligation is generally met at the time product is delivered to the customer. Estimated product returns are deducted from revenue and recorded as a liability. Revenue from the sale of our products includes shipping and handling charged to the customer. Product revenue is recorded net of sales tax collected from customers, discounts, and actual and estimated future returns. Research and Development Expenses Research and development costs are expensed as incurred and include salaries and benefits for employees engaged in research and development activities, costs paid to third party contractors, prototype expenses, an allocated portion of facilities costs, maintenance costs for software development tools, and depreciation. Accounting for Share-Based Compensation We have various share-based compensation programs which provide for equity awards including stock options, restricted stock units (“ RSUs ”) and restricted stock awards (“ RSAs ”). We calculate the fair value of employee share-based equity awards on the date of grant and recognize the calculated fair value as compensation expense over the requisite service periods of the related awards. We estimate the fair value of stock option awards using the Black-Scholes option valuation model. This valuation model requires the use of highly subjective assumptions and estimates including how long employees will retain their stock options before exercising them and the volatility of our common stock price over the expected life of the equity award. Such estimates, and the basis for our conclusions regarding such estimates, are outlined in detail in Note 14. Estimates of fair value are not intended to predict actual future events or the value ultimately realized by persons who receive equity awards. We account for forfeitures of share-based awards as they occur. As of January 1, 2019, we adopted ASU 2018-07, "Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting." The amendments in this update simplify the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. At the time of adoption, we did not have any awards to nonemployees that would require reassessment and therefore the adoption of ASU 2018-07 did not impact our consolidated financial statements. Income Taxes The provision for income taxes is based on loss before taxes as reported in the accompanying consolidated statements of comprehensive loss. Deferred tax assets and liabilities are recognized for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on differences between the financial statement carrying amounts and the tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established to reduce deferred tax assets when, based on available objective evidence, it is more likely than not that the benefit of such assets will not be realized. Our deferred tax assets exclude unrecognized tax benefits which do not meet a more-likely-than-not threshold for financial statement recognition for tax positions taken or expected to be taken in a tax return. As of January 1, 2019, we adopted ASU 2018-02, “Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” The amendments in this update allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. We have no stranded tax effects included in our other comprehensive loss and therefore the adoption of ASU 2018-02 did not impact our consolidated financial statements. Loss per Common Share Basic loss per common share is determined based on the weighted-average number of common shares outstanding during each year. Diluted loss per common share is the same as basic loss per common share as all potential common shares are excluded from the calculation, as their effect is anti-dilutive. The number of shares underlying outstanding options, warrants, unvested RSUs, and convertible notes at December 31, 2020 and 2019 were as follows (in thousands): 2020 2019 Options outstanding 12,240 11,410 Warrants outstanding 12,850 12,150 Unvested RSUs 187 - Shares underlying convertible notes 23,557 20,846 48,834 44,406 These potential shares were excluded from the computation of diluted loss per share as their effect would have been anti-dilutive. |
Liquidity And Going Concern
Liquidity And Going Concern | 12 Months Ended |
Dec. 31, 2020 | |
Liquidity And Going Concern [Abstract] | |
Liquidity And Going Concern | 2. LIQUIDITY AND GOING CONCERN The accompanying consolidated financial statements as of and for the year ended December 31, 2020 were prepared assuming we will continue as a going concern, which contemplates that we will continue in operation and will be able to realize our assets and settle our liabilities and commitments in the normal course of business for a period of at least one year from the issuance date of these consolidated financial statements. These consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that could result should we be unable to continue as a going concern. We have incurred significant losses from operations and negative cash flows in every year since inception and have utilized the proceeds from the sales of our equity and equity-linked securities and our contingent funding arrangements with third-parties to fund our operations, including our litigation costs. For the year ended December 31, 2020 , we incurred a net loss of approximately $ 19.6 million and negative cash flows from operations of approximately $ 4.8 million. At December 31, 2020 , we had a working capital deficit of approximately $3.8 million and an accumulated deficit of approximately $ 421.4 million. These circumstances raise substantial doubt about our ability to continue to operate as a going concern for a period of one year after the issuance date of these consolidated financial statements. We had cash and cash equivalents of approximately $1.6 million at December 31, 2020. We received an additional $5.6 million in proceeds from debt and equity financings and warrant and option exercises in the first quarter of 2021, of which $3.0 million was used to settle outstanding accounts and notes payable for litigation costs (see Note 17). Our remaining capital resources will be used to fund our current obligations and ongoing operating costs; however these resources may not be sufficient to meet our liquidity needs for the next twelve months and we may be required to seek additional capital. Our business plan is currently focused solely on our patent enforcement and technology licensing objectives. The timing and amount of proceeds from our patent enforcement actions are difficult to predict and there can be no assurance we will receive any proceeds from these enforcement actions. Our ability to meet our liquidity needs for the twelve months after the issuance date of these financial statements is dependent upon one or more of (i) our ability to successfully negotiate licensing agreements and/or settlements relating to the use of our technologies by others in excess of our contingent payment obligations and (ii) our ability to raise additional capital from the sale of debt or equity securities or other financing arrangements. We anticipate that we will continue to invest in patent protection, licensing, and enforcement of our wireless technologies. We expect that revenue generated from patent enforcement actions, and technology licenses over the twelve months after the issuance date of these financial statements, if any, after deduction of payment obligations to our third-party litigation funder and legal counsel, may not be sufficient to cover our operating expenses. In the event we do not generate revenues, or other patent-asset proceeds, sufficient to cover our operational costs and contingent repayment obligation, we will be required to raise additional working capital through the sale of equity securities or other financing arrangements. The long-term continuation of our business plan is dependent upon our ability to secure sufficient financing to support our business, and our ability to generate revenues and/or patent-related proceeds sufficient to offset expenses and meet our contingent payment obligation and other long-term debt repayment obligations. Failure to generate sufficient revenues, raise additional capital through debt or equity financings, and/or reduce operating costs could have a material adverse effect on our ability to meet our short and long-term liquidity needs and achieve our intended long-term business objectives. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2020 | |
Inventories [Abstract] | |
Inventories | 3. INVENTORIES As of December 31, 2019, we had $0.55 million in finished goods inventories that were fully offset by an inventory reserve. All of our remaining inventories were disposed of in 2020. The following table provides a reconciliation of our inventory reserves for the years ended December 31, 20 20 and 2019 , respectively (in thousands): 2020 2019 Inventory reserves at beginning of year $ 550 $ 982 Impairment charges - 6 Write down of impaired inventories - (438) Disposal of inventory (550) - Inventory reserves at end of year $ - $ 550 |
Prepaid Expenses
Prepaid Expenses | 12 Months Ended |
Dec. 31, 2020 | |
Prepaid Expenses [Abstract] | |
Prepaid Expenses | 4. PREPAID EXPENSES Prepaid expenses consisted of the following at December 31, 20 20 and 2019 (in thousands): 2020 2019 Prepaid services $ 408 $ 221 Prepaid bonds for German statutory costs 142 188 Prepaid insurance 21 62 Prepaid licenses, software tools and support 11 17 Other prepaid expenses 17 17 $ 599 $ 505 |
Property And Equipment, Net
Property And Equipment, Net | 12 Months Ended |
Dec. 31, 2020 | |
Property And Equipment, Net [Abstract] | |
Property And Equipment, Net | 5. PROPERTY AND EQUIPMENT, NET Property and equipment, at cost, consisted of the following at December 31, 2020 and 2019 (in thousands): 2020 2019 Equipment and software $ 218 $ 260 Leasehold improvements 19 33 Furniture and fixtures 30 43 267 336 Less accumulated depreciation (237) (266) $ 30 $ 70 Depreciation expense related to property and equipment was approximately $0.03 million and $0.04 million in 2020 and 2019 , respectively. In connection with the relocation of our corporate headquarters in July 2019 and October 2020 , we disposed of a number of assets that were no longer in use. For the years ended December 31, 2020 and 2019 , we recorded a loss on disposal of fixed assets of approximately $0.02 million and $0.01 million, respectively. In connection with the closure of our Lake Mary facility in 2018, we reclassified equipment with a net book value of approximately $0.07 millio n to assets held for sale. We contracted with a third party for the consignment sale of these assets and completed sales for several assets in 2019 . For the year ended December 31, 2019 , we recognized a net loss of approximately $0.04 million on the sale and/or impairment of assets held for sale. The gains and losses on the sale or impairment of held for sale assets is included in selling, general and administrative expenses in the accompanying statements of comprehensive loss. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Intangible Assets [Abstract] | |
Intangible Assets | 6. INTANGIBLE ASSETS Intangible assets consisted of the following at December 31, 2020 and 2019 (in thousands): 2020 2019 Patents and copyrights $ 14,948 $ 16,612 Less accumulated amortization (12,778) (13,734) $ 2,170 $ 2,878 Amortization expense for each of the years ended December 31, 2020 and 2019 was approximately $0.4 million and $0.6 million, respectively. For the years ended December 31, 2020 and 2019 , we recorded losses on the disposal of intangible assets of approximately $0.3 million and $0.4 million, respectively. Future estimated amortization expense for intangible assets that have remaining unamortized amounts as of December 31, 2020 is as follows (in thousands): 2021 $ 358 2022 321 2023 283 2024 270 2025 231 2026 and thereafter 707 Total $ 2,170 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2020 | |
Accrued Liabilities [Abstract] | |
Accrued Liabilities | 7. ACCRUED LIABILITIES Other accrued expenses consisted of the following at December 31, 2020 and 2019 (in thousands): 2020 2019 Advances $ 882 $ 500 Board compensation - 413 Other accrued expenses 54 168 $ 936 $ 1,081 Advances include amounts received from litigation counsel as advanced reimbursement of out-of-pocket expenses expected to be incurred by us and, at December 31, 2020, includes approximately $0.4 million received from investors for the purchase of equity securities in a January 2021 transaction (see Note 17) . Board compensation of $0.4 million at December 31, 2019 represents accrued and unpaid board fees from prior periods. In 2020, current and prior board members agreed to accept share-based compensation awards with an aggregate grant-date fair value of approximately $0.1 million as partial payment for the outstanding fees and waived the remaining unpaid fees . |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | 8. LEASES We lease our office and other facilities and certain office equipment under long-term, non-cancelable operating and finance leases. No new finance or operating leases commenced during the year s ended December 31, 2020 or 2019 . During the year ended December 31, 2020, we recognized an impairment loss of approximately $0.2 million on the ROU asset related to our Lake Mary office lease. We ceased use of this facility in 2018 as part of a restructuring of our operations. The value of our ROU asset included estimated future sublease income. Due to a number of factors, including the high vacancy rate of the building in which the space is located and the current COVID-19 environment, we determined securing a sublease for the space would be unlikely. The impairment loss recognized in 2020 represented the remaining carrying value of the asset and is included in selling, general, and administrative expenses in our consolidated statements of comprehensive loss. Lease expense for operating leases is generally recognized on a straight-line basis over the lease term and is included in operating expenses on the consolidated statement of comprehensive loss. We recognized operating lease costs of $0.1 million and $0.4 million for the years ended December 31, 2020 and 2019, respectively. Supplemental Cash Flow Information The following table summarizes the supplemental cash flow information related to leases, including the ROU assets recognized upon adoption of the new lease standard (in thousands ): Year Ended Year Ended December 31, December 31, 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 315 $ 314 Operating cash flows from finance leases - - Financing cash flows from finance leases - 1 Non-cash activity Right-of-use assets obtained in exchange for operating lease liabilities - 563 Assets obtained in exchange for finance lease liabilities - - Other Information The table below summarizes other supplemental information related to leases: December 31, December 31, 2020 2019 Weighted-average remaining lease term (in years): Operating leases 1.7 2.7 Finance leases - 0.3 Weighted average discount rate Operating leases (1) 12.1% 12.0% Finance leases - 8.7% (1) Upon adoption of the new lease standard, discount rates used for existing leases were established at January 1, 2019. Undiscounted Cash Flows The future maturities of lease liabilities consist of the following as of December 31, 20 20 (in thousands) : Operating Leases Finance Leases 2021 $ 175 $ - 2022 166 - 2023 4 - Thereafter - - Total undiscounted lease payments 345 - Less: imputed interest (40) - Present value of lease liabilities 305 - Less: current obligations under leases (146) - Long-term lease obligations $ 159 $ - |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2020 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | 9. LONG-TERM DEBT Notes Payable Note Payable to a Related Party We have an unsecured promissory note payable of $0.8 million to Sterne, Kessler, Goldstein, & Fox, PLLC (“ SKGF ”), a related party (see Note 1 5 ), for outstanding unpaid fees for legal services . The note, as amended, accrues interest at 4% per annum and provides for monthly payments of principal and interest of $10,000 with a final balloon payment of approximately $0.68 million due at the maturity date of April 30, 2022 . We are currently in compliance with all the terms of the note , as amended. For the years ended December 31, 2020 and 2019 , we recognized interest expense of approximately $0.03 million and $0.04 million, respectively , related to this note . Unsecured Notes Payable Unsecured notes payable at December 31, 2020 represents the current portion of our Paycheck Protection Program loan, as described more fully below. Unsecured notes payable at December 31, 2019 represents the outstanding principal balance of unsecured short-term promissory notes with accredited investors. The short-term promissory notes, as amended, accrued interest at a rate of 20% per annum. During the year ended December 31, 2020, we issued an aggregate of 1,740,426 shares of our common stock as an in-kind repayment of the $0.23 million in outstanding principal and $0.04 million of accrued interest on these short-term notes. For the years ended December 31, 2020 and 2019, we recognized interest expense of approximately $0.01 million and $0.03 million, respectively, related to these short-term notes. Paycheck Protection Program Loan In May 2020, we received approximately $0.2 million in proceeds from an approved loan under the Paycheck Protection Program. Interest accrues on the outstanding principal balance at a rate of 1% , computed on a simple interest basis. The loan principal and accrued interest are expected to be eligible for forgiveness in accordance with the loan provisions. Payments of principal and interest are deferred until the date a decision on an application for forgiveness is made. If no application is submitted, we will be required to make monthly repayments of approximately $8,000 per month commencing May 1, 2021 and the loan will mature on May 3, 2022 , at which time any unpaid principal and accrued interest will be due and payable. We began the application process for loan forgiveness in March 2021. The estimated current and noncurrent portions of this loan are included in the captions “Unsecured notes payable” and “Other long-term liabilities” in the consolidated balance sheet as of December 31, 2020. Other long-term liabilities at December 31, 2019 represents an advance payment from a potential litigation funder. This liability was reclassified as an unsecured contingent payment obligation in 2020 (see “unsecured contingent payment obligation” below). Secured Note Payable We have a note payable to Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. (“ Mintz ”) for outstanding, unpaid attorney’s fees and costs associated with our patent enforcement program. The Mintz note is non-interest bearing, except in the event of a default, and is secured by certain of our U.S. and foreign patents. The note, at Mintz’s option, accelerates and becomes immediately due and payable in the case of standard events of default and/or in the event of a sale or other transfer of substantially all of our assets or a transfer of more than 50% of our capital stock in one or a series of transactions or through a merger or other similar transaction. We were in default on the payment terms of the note at December 31, 2019, and accordingly, we accrued interest at the default rate of 12% per annum. During the year ended December 31, 2020, we repaid $1.2 million of outstanding principal and interest on the Mintz note, leaving an outstanding balance of accrued default interest, at December 31, 2020 of approximately $0.03 million. In March 2021, we settled our outstanding obligations with Mintz (see Note 17) and Mintz waived all past defaults on the note which has been paid in full. At December 31, 2020 , the aggregate maturities of our notes payable are as follows (in thousands): 2021 $ 191 2022 832 Total $ 1,023 The estimated fair value of our notes payable at December 31, 2020 is approximately $0.9 million based on a risk-adjusted discount rate. Convertible Notes Our convertible notes represent five-year promissory notes that are convertible, at the holders’ option, into shares of our common stock at fixed conversion prices. Interest payments are made on a quarterly basis and are payable, at our option and subject to certain equity conditions, in either cash, shares of our common stock, or a combination thereof. To date, all interest payments on the convertible notes have been made in shares of our common stock. We have recognized the convertible notes as debt in our consolidated financial statements. The fixed conversion prices of certain of the notes were below the market value of our common stock on the closing date resulting in the recognition of a beneficial conversion feature that is recorded as a discount on the convertible notes with a corresponding increase to additional paid in capital. Convertible notes payable at December 31, 2020 and 2019 , consist of the following (in thousands): Fixed Effective Conversion Interest December 31, Description Rate Rate 1 Maturity Date 2020 2019 Convertible notes dated September 10, 2018 $0.40 23.4% September 7, 2023 $ 600 $ 700 Convertible notes dated September 19, 2018 $0.57 10.2% September 19, 2023 425 425 Convertible notes dated February/March 2019 $0.25 8.0% February 28, 2024 to March 13, 2024 1,300 1,300 Convertible notes dated June/July 2019 $0.10 8.0% June 7, 2024 to July 15, 2024 340 390 Convertible notes dated July 18, 2019 $0.08 46.1% July 18, 2024 700 700 Convertible notes dated September 13, 2019 $0.10 25.9% September 13, 2024 50 50 Convertible notes dated January 8, 2020 $0.13 20.3% January 8, 2025 450 - Total principal balance 3,865 3,565 Less unamortized discount 847 832 $ 3,018 $ 2,733 1 The effective interest rate differs from the stated rate of interest on the notes as a result of beneficial conversion features recognized as discounts on the debt. The notes bear interest at a stated rate of 8% per annum, except for the July 18, 2019 notes which bear interest at a stated rate of 7.5% per annum. We have the option to prepay the majority of the notes any time following the one-year anniversary of the issuance of the notes, subject to a premium on the outstanding principal prepayment amount of 25% prior to the two-year anniversary of the note issuance date, 20% prior to the three-year anniversary of the note issuance date, 15% prior to the four-year anniversary of the note issuance date, or 10% thereafter. The notes provide for events of default that include failure to pay principal or interest when due, breach of any of the representations, warranties, covenants or agreements made by us, events of liquidation or bankruptcy, and a change in control. In the event of default, the interest rate increases to 12% per annum and the outstanding principal balance of the notes plus all accrued interest due may be declared immediately payable by the holders of a majority of the then outstanding principal balance of the notes. For the years ended December 31, 2020 and 2019 , we sold five -year convertible promissory notes with an aggregate face value of $0.45 million and $2.44 million , respectively and recorded debt discounts in an amount equal to the beneficial conversion features on these notes of approximately $0.17 million and $0.55 million , respectively . For the year ended December 31, 2020, convertible notes with a face value of $0.15 mi llion were converted by the holders into 750,000 shares of our common stock at a n average conversion price of $0.20 . F or the year ended December 31, 2019, convertible notes with a face value of $0.1 million were converted by the holders into 250,000 shares of our common stock at a fixed conversion price of $0.40 . At the holders’ option, subject to ownership limitations, the convertible notes outstanding at December 31, 2020 could be converted into an aggregate of approximately 23.6 million shares of our common stock based on the fixed conversion prices. For the years ended December 31, 2020 and 2019 , we recognized interest expense of approximately $0.47 million and $0.32 million, respectively, including approximately $0.17 million and $0.12 million, respectively, related to amortization of the discount and $0.3 million and $0.2 million, respectively, related to the contractual interest which we elected to pay in shares of our common stock. For the years ended December 31, 2020 and 2019, we issued approximately 710,000 and 1,600,000 shares of our common stock, respectively, as interest-in-kind payments on our convertible notes. The unamortized discount on the convertible notes will be eliminated upon our adoption of ASU 2020-06 as of January 1, 2021 (see Note 1) . All of the shares underlying our convertible notes, including shares reserved for future in-kind interest payments on the notes, have been registered for resale. Secured Contingent Payment Obligation The following table provides a reconciliation of our secured contingent payment obligation measured at estimated fair market value for the year s ended December 31, 2020 and 2019 , respectively (in thousands). 2020 2019 Secured contingent payment obligation, beginning of year $ 26,651 $ 25,557 Change in fair value 6,406 1,094 Secured contingent payment obligation, end of year $ 33,057 $ 26,651 Our secured contingent payment obligation represents the estimated fair value of our repayment obligation to Brickell Key Investments, LP (“ Brickell ”) under a February 2016 funding agreement, as amended from time to time (the “ CPIA ”). To date, we have received aggregate proceeds of $18 million in exchange for Brickell’s right to reimbursement and compensation from gross proceeds resulting from patent enforcement and other patent monetization actions. No proceeds were received from Brickell in 2019 or 2020 . To date, we have repaid an aggregate of $3.3 million under the CPIA from patent license and settlement proceeds. Brickell is entitled to priority payment of 55% to 100% of proceeds received from all patent-related actions until such time that Brickell has been paid its minimum return. The minimum return is determined as a multiple of the funded amount that increases over time . The estimated minimum return due to Brickell was approximately $42 million and $39 million as of December 31, 2020 and 2019, respectively. In addition, Brickell is entitled to a pro rata portion of proceeds from specified legal actions to the extent aggregate proceeds from those actions exceed the minimum return . Brickell holds a senior security interest in the majority of our assets until such time as the specified minimum return is paid, in which case, the security interest will be released except with respect to the patents and proceeds related to specific legal actions. The security interest is enforceable by Brickell in the event that we are in default under the agreement which would occur if (i) we fail, after notice, to pay proceeds to Brickell, (ii) we become insolvent or insolvency proceedings are commenced (and not subsequently discharged) with respect to us, (iii) our creditors commence actions against us (which are not subsequently discharged) that affect our material assets, (iv) we, without Brickell’s consent, incur indebtedness other than immaterial ordinary course indebtedness, or (v) there is an uncured non-compliance of our obligations or misrepresentations under the agreement. As of December 31, 20 20 , we are in compliance with our obligations under this agreement. In addition, in the event of a change in control of the Company, Brickell has the right to be paid its return as defined under the CPIA based on the transaction price for the change in control event. We have elected to measure our secured contingent payment obligation at its estimated fair value based on probability-weighted estimated cash outflows, discounted back to present value using a discount rate determined in accordance with accepted valuation methods (see Note 10). The secured contingent payment obligation is remeasured to fair value at each reporting period with changes recorded in the consolidated statements of comprehensive loss until the contingency is resolved. Unsecured Contingent Payment Obligations The following table provides a reconciliation of our unsecured contingent payment obligations, measured at estimated fair market value, for the years ended December 31, 2020 and 2019, respectively (in thousands): 2020 2019 Unsecured contingent payment obligations, beginning of period $ - $ - Reclassification of other liabilities 1,003 - Issuance of contingent payment rights 2,258 - Change in fair value 1,961 - Unsecured contingent payment obligations, end of period $ 5,222 $ - Our unsecured contingent payment obligations represent amounts payable to others from future patent-related proceeds including (i) a termination fee due to a litigation funder (“ Termination Fee ”) and (ii) contingent payment rights (“ CPRs ”) issued to accredited investors primarily in connection with equity financings. We have elected to measure these unsecured contingent payment obligations at their estimated fair value based on probability-weighted estimated cash outflows, discounted back to present value using a discount rate determined in accordance with accepted valuation methods. The unsecured contingent payment obligations will be remeasured to fair value at each reporting period with changes recorded in the consolidated statements of comprehensive loss until the contingency is resolved (see Note 10). The Termination Fee is a result of advances received under a letter agreement with a third-party funder of $0.4 million in 2019 and $0.6 million in 2020. Based on the terms of the letter agreement, if a final funding arrangement was not executed by March 31, 2020, we would be obligated to pay, from future patent-related proceeds, an aggregate termination payment equal to five times the advances received, or approximately $5.0 million. We did not consummate a funding agreement and accordingly the advances, which were initially recorded in other long-term liabilities, were reclassified to unsecured contingent payment obligations at March 31, 2020, when the Termination Fee obligation was incurred. As of December 31, 2020, the estimated fair value of unsecured contingent payment obligations related to the Termination Fee is $2.7 million. The CPRs represent the estimated fair value of rights provided to accredited investors who purchased shares of our common stock and the fair value of a right issued to a third-party in connection with a service agreement during the year ended December 31, 2020 (see Note 13). During the year ended December 31, 2020, we received aggregate proceeds of $3.8 million from the sale of common stock with contingent payment rights, of which approximately $1.8 million was allocated to the CPRs. In addition, on May 1, 2020, we amended certain March 2020 equity purchase agreements with accredited investors for the purchase of $0.9 million in common stock to add CPRs. This amendment resulted in a charge to expense of $0.4 million for the initial estimated fair value of the CPRs. The terms of the CPRs provide that we will pay each investor an allocated portion of our net proceeds from patent-related actions, after taking into account fees and expenses payable to law firms representing us and amounts payable to Brickell. The investors’ allocated portion of net proceeds will be determined by multiplying the net proceeds recovered by us (up to $10 million) by the quotient of such investors’ subscription amount divided by $10 million, up to an amount equal to each investor’s subscription amount, or an aggregate of $4.7 million. As of December 31, 2020, the estimated fair value of our unsecured contingent payment obligations related to the CPRs is $2.5 million. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | 10. FAIR VALUE MEASUREMENTS ASC 820, “Fair Value Measurements” establishes a fair value hierarchy that prioritizes the inputs to valuation methods used to measure fair value. The three levels of the fair value hierarchy are as follows: · Level 1: Quoted prices for identical assets or liabilities in active markets which we can access · Level 2: Observable inputs other than those described in Level 1 · Level 3: Unobservable inputs The following table summarizes financial assets and financial liabilities carried at fair value and measured on a recurring basis as of December 31, 2020 and 2019 , segregated by classification within the fair value hierarchy (in thousands): Fair Value Measurements Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) December 31, 2020: Liabilities: Secured contingent payment obligation $ 33,057 $ - $ - $ 33,057 Unsecured contingent payment obligations 5,222 - - 5,222 December 31, 2019: Liabilities: Secured contingent payment obligation 26,651 - - 26,651 For the years ended December 31, 2020 and 2019 , respectively, we had no transfers of assets or liabilities between the levels of the hierarchy. The fair values of our secured and unsecured contingent payment obligations were estimated using a probability-weighted income approach based on various cash flow scenarios as to the outcome of patent-related actions both in terms of timing and amount, discounted to present value using a risk-adjusted rate. We used a risk-adjusted discount rate of 14.15% at December 31, 2020, based on a risk-free rate of 0.15% as adjusted by 8% for credit risk and 6% for litigation inherent risk. The following table provides quantitative information about the significant unobservable inputs used in the measurement of fair value for both the secured and unsecured contingent payment obligations at December 31, 2020, including the lowest and highest undiscounted payout scenarios as well as a weighted average payout scenario based on relative undiscounted fair value of each cash flow scenario. Secured Contingent Payment Obligation Unsecured Contingent Payment Obligations Unobservable Inputs Low Weighted Average High Low Weighted Average High Estimated undiscounted cash outflows (in millions) $ 0.0 $ 46.1 $ 70.2 $ 0.0 $ 7.3 $ 9.7 Duration (in years) 1.0 2.5 3.5 1.0 2.5 3.5 Estimated probabilities 5% 23% 25% 25% 25% 25% We evaluate the estimates and assumptions used in determining the fair value of our contingent payment obligations each reporting period and make any adjustments prospectively based on those evaluations. Changes in any of these Level 3 inputs could result in a significantly higher or lower fair value measurement |
Income Taxes And Tax Status
Income Taxes And Tax Status | 12 Months Ended |
Dec. 31, 2020 | |
Income Taxes And Tax Status [Abstract] | |
Income Taxes And Tax Status | 11. INCOME TAXES AND TAX STATUS Our net losses before income taxes for the years ended December 31, 2020 and 2019 are from domestic operations as well as losses from our wholly-owned German subsidiary. We elected to treat our German subsidiary as a disregarded entity for purposes of income taxes and accordingly, the losses from our German subsidiary ha ve been included in our operating results. No current or deferred tax provision or benefit was recorded in 2020 or 2019 as a result of current losses and fully deferred tax valuation allowances for all periods. We have recorded a valuation allowance to state our deferred tax assets at their estimated net realizable value due to the uncertainty related to realization of these assets through future taxable income. A reconciliation between the provision for income taxes and the expected tax benefit using the federal statutory rate of 21% for each of the years ended December 31, 2020 and 2019 , respectively are as follows (in thousands): 2020 2019 Tax benefit at statutory rate $ (4,111) $ (1,985) State tax benefit (842) (407) Increase in valuation allowance 4,307 2,341 Other 646 51 $ - $ - Our deferred tax assets and liabilities relate to the following sources and differences between financial accounting and the tax bases of our assets and liabilities at December 31, 2020 and 2019 (in thousands): 2020 2019 Gross deferred tax assets: Net operating loss carry-forward $ 80,848 $ 83,865 Research and development credit carry-forward 6,603 7,608 Stock compensation 122 (28) Patents and other 1,466 1,479 Contingent payment obligations 5,235 3,119 Inventories - 139 Fixed assets 54 3 Accrued liabilities 64 200 Lease liabilities 77 142 Other - 3 94,469 96,530 Less valuation allowance (94,245) (96,320) 224 210 Gross deferred tax liabilities: Convertible debt (224) (210) (224) (210) Net deferred tax asset $ - $ - Approximately $0.2 million, net of tax effect, of unrecognized tax benefit related to the beneficial conversion feature of convertible debt would be recorded as an adjustment to contributed capital rather than a decrease in earnings, if recognized. At December 31, 2020 , we had cumulative net operating loss (“ NOL ”) carry-forwards for income tax purposes of $323.2 million, of which $294.1 million is subject to expiration in varying amounts from 2021 to 2037 . At December 31, 2020 , we also had research and development tax credit carryforwards of $6.6 million, which expire in varying amounts from 2021 through 2038 . Our ability to benefit from the tax credit carry-forwards could be limited under certain provisions of the Internal Revenue Code if there are ownership changes of more than 50%, as defined by Section 382 of the Internal Revenue Code of 1986 (“ Section 382 ”). Under Section 382, an ownership change may limit the amount of NOL, capital loss and R&D credit carry-forwards that can be used annually to offset future taxable income and tax, respectively. In general, an ownership change, as defined by Section 382, results from transactions increasing the ownership of certain shareholders or public groups in the stock of a corporation by more than 50 percentage points over a three-year period. We conduct a study annually of our ownership changes. Based on the results of our studies, we have determined that we do not have any ownership changes on or prior to December 31, 2020 which would result in limitations of our NOL, capital loss or R&D credit carry-forwards under Section 382. Uncertain Tax Positions We file income tax returns in the U.S. federal jurisdiction , various state jurisdictions , and Germany . We have identified our Federal and Florida tax returns as our only major jurisdictions, as defined. The periods subject to examination for those returns are the 2001 through 2020 tax years. The following table provides a reconciliation of our unrecognized tax benefits due to uncertain tax positions for the years ended December 31, 2020 and 2019 , respectively (in thousands): 2020 2019 Unrecognized tax benefits – beginning of year $ 927 $ 927 Unrecognized tax benefits – end of year $ 927 $ 927 Future changes in the unrecognized tax benefit will have no impact on the effective tax rate so long as we maintain a full valuation allowance. Our policy is that we recognize interest and penalties accrued on any unrecognized tax benefits as a component of our income tax expense. We do not have any accrued interest or penalties associated with any unrecognized tax benefits. For the years ended December 31, 2020 and 2019 , we did not incur any income tax-related interest income, expense or penalties. |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | 12. COMMITMENTS AND CONTINGENCIES Legal Proceedings From time to time, we are subject to legal proceedings and claims which arise in the ordinary course of our business. These proceedings include patent enforcement actions initiated by us against others for the infringement of our technologies, as well as proceedings brought by others against us at the Patent Trial and Appeal Board of the U.S. Patent and Trademark Office (“ PTAB ”) and in the Federal Patent Court in Germany in an attempt to invalidate certain of our patent claims. We ha d several patent enforcement actions in Germany in which we did not prevail. Germany has a “loser pay” system whereby the non-prevailing party is responsible for statutory attorney fees and costs. All of our German actions were concluded in 2019. We have recorded an estimated loss for statutory attorney fees and costs in current liabilities under the heading “statutor y court costs” in the consolidated balance sheets. As of December 31, 2020 and 2019 , we have accrued an aggregate of $0.25 million and $0.37 million, respectivel y, for our concluded cases in Germany . We also have a bond posted in Germany that upon release will satisfy $0.14 million of these accrued costs. The bond is recorded in prepaid expenses (see Note 4). ParkerVision v. Qualcomm (Middle District of Florida) We have a patent infringement complaint pending in the Middle District of Florida against Qualcomm and Qualcomm Atheros, Inc. (collectively “ Qualcomm ”) seeking approximately $1.3 billion in damages for infringement of four of our patents (the “ Qualcomm Action ”). HTC Corporation and HTC America, Inc. (collectively “ HTC ”) were also defendants in this case but we voluntarily dismissed our claims against HTC and HTC dismissed their related counter-claims against us in October 2020. Qualcomm has pending counterclaims against us for non-infringement and invalidity for all patents in the case. The case was filed in May 2014 and stayed in February 2016 pending decisions in other cases, including the appeal of a PTAB proceeding with regard to U.S. patent 6,091,940 (“ the ‘940 Patent ”) asserted in this case. In March 2017, the PTAB ruled in our favor on three of the six petitions (the method claims), ruled in Qualcomm’s favor on two of the six petitions (the apparatus claims) and issued a split decision on the claims covered in the sixth petition. In September 2018, the Federal Circuit upheld the PTAB’s decision with regard to the ‘940 Patent and, in January 2019, the court lifted the stay in this case. In July 2019, the court issued an order that granted our proposed selection of patent claims from four asserted patents, including the ‘940 Patent, and denied Qualcomm’s request to limit the claims and patents. The court also agreed that we may elect to pursue accused products that were at issue at the time the case was stayed, as well as new products that were released by Qualcomm during the pendency of the stay. In September 2019, Qualcomm filed a motion for partial summary judgement in an attempt to exclude certain patents from the case, including the ‘940 Patent. The court denied this motion in January 2020. In April 2020, the court issued its claim construction order in which the court adopted our proposed construction for seven of the ten disputed terms and adopted slightly modified versions of our proposed construction for the remaining terms. Due to the impact of COVID-19, a number of the scheduled deadlines in this case were moved including the trial commencement date which was rescheduled from December 2020 to May 2021. We are seeking $1.3 billion in royalties owed to us by Qualcomm for its unauthorized use of our technology, based on a report submitted by our damages expert in this case in October 2020. Such amount excludes additional amounts requested by us for interest and enhanced damages for willful infringement. Ultimately, the amount of damages, if any, will be determined by the court. Discovery was expected to close in December 2020; however, the court allowed us to designate a substitute expert due to medical issues with one of our experts in the case. Accordingly, the close of discovery was delayed until January 2021. As a result of these delays, the court rescheduled the trial commencement date from May 3, 2021 to July 6, 2021. Fact and expert discovery in this case are closed, expert reports have been submitted, and summary judgement and Daubert briefings have been completed by the parties. In March 2021, the court granted Qualcomm’s motion to strike certain of our 2020 infringement contentions. A number of outstanding motions are pending decisions by the court. On March 26, 2021, the court further delayed the trial date citing backlog due to the pandemic, among other factors. A new trial date has not yet been set although the court indicated the case was unlikely to be tried before November or December 2021. We are represented in this case on a full contingency fee basis. ParkerVision v. Apple and Qualcomm (Middle District of Florida) In December 2015, we filed a patent infringement complaint in the Middle District of Florida against Apple, LG, Samsung and Qualcomm alleging infringement of four of our patents. In February 2016, the district court proceedings were stayed pending resolution of a corresponding case filed at the International Trade Commission (“ ITC ”). In July 2016, we entered into a patent license and settlement agreement with Samsung and, as a result, Samsung was dismissed from the district court action. In March 2017, we filed a motion to terminate the ITC proceedings and a corresponding motion to lift the stay in the district court case. This motion was granted in May 2017. In July 2017, we filed a motion to dismiss LG from the district court case and re-filed our claims against LG in the District of New Jersey (see ParkerVision v. LG below). Also in July 2017, Qualcomm filed a motion to change venue to the Southern District of California, and Apple filed a motion to dismiss for improper venue. In March 2018, the district court ruled against the Qualcomm and Apple motions. The parties also filed a joint motion in March 2018 to eliminate three of the four patents in the case in order to expedite proceedings leaving our U.S. patent 9,118,528 as the only remaining patent in this case. A claim construction hearing was held on August 31, 2018. In July 2019, the court issued its claim construction order in which the court adopted our proposed claim construction for two of the six terms and the “plain and ordinary meaning” on the remaining terms. In addition, the court denied a motion filed by Apple for summary judgment. Fact discovery has closed in this case and a jury trial was scheduled to begin in August 2020. In March 2020, as a result of the impact of COVID-19, the parties filed a motion requesting an extension of certain deadlines in the case. In April 2020, the court stayed this proceeding pending the outcome of the Qualcomm Action. We are represented in this case on a limited success fee basis. ParkerVision v. LG (District of New Jersey) In July 2017, we filed a patent infringement complaint in the D istrict of New Jersey against LG for the alleged infringement of the same patents previously asserted against LG in the Middle D istrict of Florida (see ParkerVision v. Apple and Qualcomm above). We elected to dismiss the case in the M iddle D istrict of Florida and re-file in New Jersey as a result of a Supreme Court ruling regarding proper venue. In March 2018, the court stayed this case pending a final decision in ParkerVision v. Apple and Qualcomm in the Middle District of Florida. As part of this stay, LG has agreed to be bound by the final claim construction decision in that case. We are represented in this case on a limited success fee basis. ParkerVision v. Intel (Western District of Texas) In February 2020, we filed a patent infringement complaint in the Western District of Texas against Intel alleging infringement of eight of our patents. The complaint was amended in May 2020 to add two additional patents. In June 2020, we requested that one of the patents be dropped from this case and filed a second case in the Western District of Texas that included this dismissed patent (see ParkerVision v. Intel II below). Intel’s response to our complaint was filed in June 2020 denying infringement and claiming invalidity of the patents. Intel also filed a motion to transfer venue which the court denied in January 2021. The court issued its claim construction ruling in January 2021 in which the majority of the claims were decided in our favor. The case is scheduled for trial beginning February 7, 2022. We are represented in this case on a full contingency fee basis. Intel v. ParkerVision (PTAB) Intel filed petitions for Inter Partes Review (IPR) against U.S. patent 7,539,474 (“ the ‘474 Patent ”), U.S. patent 7,110,444 (“ the ‘444 Patent ”) and U.S. patent 8,190,108 (“ the ‘108 patent ”), all of which are patents asserted in ParkerVision v. Intel . In January 2021, the PTAB issued its decision to institute IPR proceeding for the ‘444 Patent and the ‘474 Patent. Our response to the instituted IPRs is due in April 2021. The PTAB has not yet issued a decision for the ‘108 Patent. ParkerVision v. Intel II (Western District of Texas) In June 2020, to reduce the number of claims in ParkerVision v. Intel , we filed a second patent infringement complaint in the Western District of Texas against Intel that included a single patent that we voluntarily dismissed from the original case. In July 2020, we amended our complaint adding two more patents to the case. The claim construction hearing is expected to be scheduled after May 2021 and the case is currently scheduled for trial beginning March 17, 2022. We are represented in this case on a full contingency fee basis. ParkerVision filed a number of additional patent cases in the Western District of Texas including cases against (i) TCL Industries Holdings Co., Ltd, a Chinese company, TCL Electronics Holdings Ltd., Shenzhen TCL New Technology Co., Ltd, TCL King Electrical Appliances (Huizhou) Co., Ltd., TCL Moka Int’l Ltd. and TCL Moka Manufacturing S.A. DE C.V. (collectively “ TCL ”), (ii) Hisense Co., Ltd. and Hisense Visual Technology Co., Ltd (collectively “ Hisense ”), a Chinese company, (iii) Buffalo Inc., a Japanese company (“ Buffalo ”)and (iv) Zyxel Communications Corporation, a Chinese multinational electronics company headquartered in Taiwan, (“ Zyxel ”). Each case alleges infringement of the same ten patents by products that incorporate modules containing certain Wi-Fi chips manufactured by Realtek and/or MediaTek. Each of the defendants have filed responses denying infringement and claiming invalidity of the patents, among other defenses. We are represented in each of these cases on a full contingency fee basis. |
Stock Authorization And Issuanc
Stock Authorization And Issuance | 12 Months Ended |
Dec. 31, 2020 | |
Stock Authorization And Issuance [Abstract] | |
Stock Authorization And Issuance | 13. STOCK AUTHORIZATION AND ISSUANCE Preferred Stock We have 15 million shares of preferred stock authorized for issuance at the direction of our board of directors (the “ Board ”). On November 17, 2005, our Board designated 0.1 million shares of authorized preferred stock as the Series E Preferred Stock in conjunction with its adoption of a Shareholder Protection Rights Agreement. As of December 31, 2020 , we had no outstanding preferred stock. Common Stock We have 140 million shares of common stock authorized for issuance as of December 31, 2020 . Our shareholders approved amendments to our articles of incorporation in November 2019 increas ing the number of our authorized shares of common stock from 75 million to 110 million shares and in July 2020 increasing the number of our authorized shares of common stock from 110 million to 140 million shares. As of December 31, 2020 , we have 25.3 million s hares reserved for issuance under outstanding warrants , options, and RSUs and 23.6 million shares reserved for issuance upon conversion of our outstanding convertible notes. In addition, we have 0.2 million shares reserved for future issuance under equity compensation plans and 7.5 million shares reserved for the payment of interest in-kind on our convertible notes. Stock and Warrant Issuances – Equity Based Financings During the year ended December 31, 2019, we did not issue any stock or warrants in financing transactions. The following table presents a summary of completed equity-based financing transactions for the year ended December 31, 20 20 (in thousands, except for per share amounts): Date Transaction # of Common Shares/ Units Sold Average Price per Share/Unit # of Warrants Issued (in 000’s) Average Exercise Price per Warrant Net Proceeds (1) January 2020 Private placement of common stock 1,335 $0.13 - - $ 177 February 2020 Warrant amendment - - 5,000 $0.74 $ - March 2020 Private placement of common stock, amended to add CPR 2,571 $0.35 - - $ 900 April 2020 to December 2020 Private placement of common stock with CPRs 10,858 $0.35 - - $ 3,724 (1) After deduction of applicable offering costs. Private Placements In January 2020, we entered into securities purchase agreements with accredited investors for an aggregate of 1,169,232 shares of our common stock at a price of $0.13 per share and 166,667 shares of our common stock at $0.15 per share for aggregate proceeds of approximately $0.2 million. In March 2020, we entered into securities purchase agreements with accredited investors for an aggregate of 2,571,432 shares of our common stock at a price of $0.35 per share for aggregate proceeds of $0.9 million. The securities purchase agreements for the March 2020 transactions were amended on May 1, 2020, in order to add a contingent payment right whereby we will pay each investor an allocated portion of our share of proceeds from patent-related actions, after taking into account fees and expenses payable to law firms representing the Company and amounts payable to Brickell, up to an amount equal to the investors’ aggregate subscription amount, or $0.9 million (see “unsecured contingent payment obligations” in Note 9). The shares were registered for resale on a registration statement that was declared effective on April 28, 2020 (File No. 333-237762). From April to December 2020, we entered into securities purchase agreements with accredited investors for an aggregate of 10,857,876 shares of our common stock at a price of $0.35 per share for aggregate proceeds of $3.8 million. The securities purchase agreements include contingent payment rights. Approximately $1.8 million of the proceeds were allocated to unsecured contingent payment obligations based on the initial fair value estimate of the CPRs (see Note 9). The shares sold from April to August, totaling 5,871,584 shares, were registered for resale on a registration statement that was declared effective on September 2, 2020 (File No. 333-248242). For the s hares sold subsequent to August 2020 , w e entered into registration rights agreements with the investors pursuant to which we will register the shares. We have committed to file the registration statement by April 15, 2021 and to cause the registration statement to become effective by June 30, 2021 . The registration rights agreements provide for liquidated damages upon the occurrence of certain events including failure by us to file the registration statement or cause it to become effective by the deadlines set forth above. The amount of the liquidated damages is 1.0% of the aggregate subscription upon the occurrence of the event, and monthly thereafter, up to a maximum of 6% , or approximately $0.1 million. Warrant Amendment On February 28, 2020, we entered into a warrant amendment agreement (the “ Warrant Amendment Agreement ”) with Aspire Capital Fund, LLC (“ Aspire ”), with respect to warrants issued in July and September 2018 (the “ 2018 Warrants ”) that are exercisable, collectively, into 5,000,000 shares of our common stock. The Warrant Amendment Agreement provided for a reduction in the exercise price for the 2018 Warrants from $0.74 to $0.35 per share and the issuance of a new warrant for the purchase of 5,000,000 shares of our common stock at an exercise price of $0.74 per share (“ New Aspire Warrant ”). The New Aspire Warrant expires February 28, 2025 and is subject to adjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting our common stock and upon any distributions of assets to our stockholders. The New Aspire Warrant contains provisions that prohibit exercise if the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of common stock outstanding immediately after giving effect to such exercise. The holder of the New Aspire Warrant may increase (up to 19.99% ) or decrease this percentage by providing at least 61 days’ prior notice to the Company. In the event of certain corporate transactions, the holder of the New Aspire Warrant will be entitled to receive, upon exercise of such New Aspire Warrant, the kind and amount of securities, cash or other property that the holder would have received had they exercised the New Aspire Warrant immediately prior to such transaction. The New Aspire Warrant does not contain voting rights or any of the other rights or privileges as a holder of our common stock. We recognized $1.78 million of non-cash warrant expense in connection with the Warrant Amendment Agreement based on the difference between the Black-Scholes value of the warrants immediately before and after the amendment. The Warrant Amendment Agreement added a call provision to the 2018 Warrants whereby we may, after December 31, 2020, call for cancellation of all or any portion of the 2018 Warrants for which an exercise notice has not yet been received, in exchange for consideration equal to $0.001 per warrant share and subject to certain conditions. All other terms of the 2018 Warrants remained unchanged, including the original expiration dates of July and September 2023. The shares underlying the New Aspire Warrant were registered for resale on a registration statement that was declared effective on April 28, 2020 (File No. 333-237762). The shares underlying the 2018 Warrants are currently registered for resale pursuant to a registration statement on Form S-1 (File No. 333-226738). In connection with the Warrant Amendment Agreement, Aspire exercised 1,430,000 shares of the 2018 Warrants for aggregate proceeds to us of $0.5 million. An additional 3,070,000 shares of the 2018 Warrants were exercised during the year ended December 31, 2020 for aggregate additional proceeds to us of approximately $1.1 million. We did not exercise the call provision and the Aspire exercised the remaining 2018 Warrants in January 2021 (see Note 17). Stock and Warrant Issuances – Payment for Services On February 10, 2020, we entered into a business consulting and retention agreement with Chelsea Investor Relations (“ Chelsea ”) to provide business advisory services to us. As consideration for services to be provided under the 24 -month term of the consulting agreement, we issued 500,000 shares of unregistered common stock in exchange for a nonrefundable retainer for services valued at approximately $0.15 million. The value of the stock issued is being recognized as consulting expense over the term of the agreement. The shares were registered for resale on a registration statement that was declared effective on April 28, 2020 (File No. 333-237762). The agreement was amended in January 2021 (see Note 17). On March 16, 2020, we entered into an agreement with Tailwinds Research Group LLC (“ Tailwinds ”) to provide digital marketing services to us. As consideration for services to be provided under the twelve-month term of the agreement, we issued warrants for the purchase up to 200,000 shares of our common stock with an exercise price of $1.00 per share in exchange for a nonrefundable retainer for services, valued using the Black-Scholes method, at approximately $0.06 million. The value of the warrants is being recognized as expense over the term of the agreement. The Tailwinds warrants are exercisable immediately after issuance, expire March 16, 2023, and are subject to adjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting our common stock. The shares underlying the warrant were registered for resale on a registration statement that was declared effective on April 28, 2020 (File No. 333-237762). On June 8, 2020, we entered into an agreement with a third party to provide media advisory services. As consideration for services provided under the term of the agreement, which extended through December 31, 2020, we issued 30,000 shares of unregistered common stock for a nonrefundable retainer for services valued at approximately $0.01 million. The value of the stock issued was recognized as a consulting expense over the term of the agreement. We are not obligated to register the shares for resale. On October 30, 2020, we entered into a consulting services agreement with a third-party to provide shareholder relations services. As consideration for services provided under the twelve-month term of the agreement, we issued 70,000 shares of unregistered common stock for a non-refundable retainer for services valued at approximately $0.02 million. The agreement included a CPR to receive up to $0.02 million from patent-related proceeds. The CPR was recorded as debt at its estimated fair value of approximately $0.1 million (see “unsecured contingent payment obligations” in Note 9). During the year ended December 31, 2020, we issued an aggregate of 100,000 shares of our unregistered common stock, valued at approximately $0.05 million, as compensation for shareholder awareness services provided by a third party. The agreement provides for future issuances of 50,000 shares for up to two successive three-month periods over the term of the agreement, unless the services are terminated in accordance with the agreement. In January 2021, we issued 50,000 shares valued at approximately $0.03 million as the third quarterly payment under this agreement. Common Stock Warrants As of December 31, 2020 and 2019 , we had outstanding warrants for the purchase of up to 12.9 million shares and 12.2 million shares of our common stock, respectively. The estimated grant date fair value of these warrants of $1.7 million and $1.3 million at December 31, 2020 and 2019 , respectively, is included in shareholders’ deficit in our consolidated balance sheets. As of December 31, 2020 , our outstanding warrants have an average exercise price of $0.45 per share and a weighted average remaining life of approximately three years. Shareholder Protection Rights Agreement On November 20, 2020, we adopted a second amend ment to our Shareholder Protection Rights Agreement (“ Rights Agreement ”) dated November 21, 2005 , as amended . The amendment extends the expiration date of the Rights Agreement from November 2 0 , 20 20 to November 20, 202 3 and decreases the exercise price of the rights from $14.50 to $8.54 . The Rights Agreement provided for the issuance, on November 29, 2005, as a dividend, rights to acquire fractional shares of Series E Preferred Stock. We did not assign any value to the dividend, as the value of these rights is not believed to be objectively determinable. The principal objective of the Rights Agreement is to cause someone interested in acquiring us to negotiate with our Board rather than launch an unsolicited or hostile bid. The Rights Agreement subjects a potential acquirer to substantial voting and economic dilution. Each share of common stock issued by ParkerVision will include an attached right. The rights initially are not exercisable and trade with the common stock of ParkerVision. In the future, the rights may become exchangeable for shares of Series E Preferred Stock with various provisions that may discourage a takeover bid. Additionally, the rights have what are known as “flip-in” and “flip-over” provisions that could make any acquisition of us more costly to the potential acquirer. The rights may separate from the common stock following the acquisition of 15% or more of the outstanding shares of common stock by an acquiring person. Upon separation, the holder of the rights may exercise their right at an exercise price of $8.54 per right (the “ Exercise Price ”), subject to adjustment and payable in cash. Upon payment of the Exercise Price, the holder of the right will receive from us that number of shares of common stock having an aggregate market price equal to twice the Exercise Price, as adjusted. The Rights Agreement also has a flip over provision allowing the holder to purchase that number of shares of common/voting equity of a successor entity, if we are not the surviving corporation in a business combination, at an aggregate market price equal to twice the Exercise Price. We have the right to substitute for any of our shares of common stock that we are obligated to issue, shares of Series E Preferred Stock at a ratio of one ten-thousandth of a share of Series E Preferred Stock for each share of common stock. The Series E Preferred Stock, if and when issued, will have quarterly cumulative dividend rights payable when and as declared by the Board, liquidation, dissolution and winding up preferences, voting rights and will rank junior to other securities of ParkerVision unless otherwise determined by the Board. The rights may be redeemed upon approval of the Board at a redemption price of $0.01 . A s of December 31, 2020, there are no Series E preferred shares outstanding. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2020 | |
Share-Based Compensation [Abstract] | |
Share-Based Compensation | 14. SHARE-BASED COMPENSATION The following table presents share-based compensation expense included in our consolidated statements of comprehensive loss for the years ended December 31, 2020 and 2019 , respectively (in thousands): 2020 2019 Research and development expense $ - $ 5 Selling, general, and administrative expense 1,244 584 Total share-based compensation expense $ 1,244 $ 589 We did not capitalize any expense related to share-based payments. As of December 31, 2020 , there was $0.36 million of total unrecognized compensation cost related to all non-vested share-based compensation awards. That cost is expected to be recognized over a weighted-average period of approximately 0.5 years. Stock Incentive Plans 2019 Long-Term Incentive Equity Plan We adopted a long-term incentive equity plan in August 2019 that provides for the grant of stock-based awards to employees, officers, directors and consultants, not to exceed 12.0 million shares of common stock (the “ 2019 Plan ”). The 2019 Plan provides for benefits in the form of nonqualified stock options, stock appreciation rights, restricted stock awards, and other stock based awards. Forfeited and expired options under the 201 9 Plan become available for reissuance. The plan provides that no n-employee directors may not be granted awards that exceed the lesser of 1.0 million shares or $175,000 in value, calculated based on grant-date fair value . At December 31, 2020 , 155,000 shares of common stock were available for future grants under the 2019 Plan. The 2019 Plan was amended in January 2021 (see Note 17). 2011 Long-Term Incentive Equity Plan We adopted a long-term incentive equity plan in September 2011 that, as amended in 2014, 2016 and 2017, provides for the grant of stock-based awards to employees, officers, directors and consultants, not to exceed 3.0 million shares of common stock (the “ 2011 Plan ”). The 2011 Plan provides for benefits in the form of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards, and other stock based awards. Forfeited and expired options under the 2011 Plan become available for reissuance. The plan provides that no participant may be granted awards in excess of 150,000 shares in any calendar year. At December 31, 2020 , 25,627 shares of common stock were available for future grants under the 2011 Plan. 2008 Equity Incentive Plan We adopted an equity incentive plan in August 2008 (the “ 2008 Plan ”). The 2008 Plan provides for the grant of stock-based awards to employees (excluding named executives), directors and consultants, not to exceed 50,000 shares of common stock. The 2008 Plan provides for benefits in the form of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards, and other stock based awards. Forfeited and expired options under the 2008 Plan become available for reissuance. The plan provides that no participant may be granted awards in excess of 5,000 shares in any calendar year. At December 31, 2020 , 20,473 shares of common stock were available for future grants under the 2008 Plan. Restricted Stock Awards RSAs are issued as executive and employee incentive compensation and as payment for services to others. The value of the award is based on the closing price of our common stock on the date of grant. RSAs are generally immediately vested. Restricted Stock Units RSUs are issued as incentive compensation to executives, employees, and non-employee directors. Each RSU represents a right to one share of our common stock, upon vesting. The RSUs are not entitled to voting rights or dividends, if any, until vested. RSUs generally vest over a one to three year period for employee awards and a one year period for non-employee director awards. The fair value of RSUs is generally based on the closing price of our common stock on the date of grant and is amortized to share-based compensation expense over the estimated life of the award, generally the vesting period . RSAs and RSUs The following table presents a summary of RSA and RSU activity under the 2000, 2008, 2011, and 2019 Plans (collectively, the “ Stock Plans ”) as of December 31, 2020 (shares in thousands): Non-vested Shares Shares Weighted-Average Grant Date Fair Value Non-vested at beginning of year - $ - Granted 1,016 0.31 Vested (829) 0.31 Forfeited - - Non-vested at end of year 187 $ 0.33 The total fair value of RSAs and RSUs vested under the Stock Plans for the year ended December 31, 2020 was approximately $0.3 million. Stock Options Stock options are issued as incentive compensation to executives, employees and non-employee directors. Stock options are generally granted with exercise prices at or above fair market value of the underlying shares at the date of grant. The fair value of options granted is estimated using the Black-Scholes option pricing model. Generally, fair value is determined as of the grant date. Options for employees, including executives and non-employee directors, are generally granted under the Stock Plans. The following table presents a summary of option activity under the Stock Plans for the year ended December 31, 2020 (shares in thousands): Shares Weighted- Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value ($) Outstanding at beginning of year 11,410 $ 0.33 Granted 843 0.31 Exercised - - Forfeited/Expired (13) 38.86 Outstanding at end of year 12,240 0.28 5.5 years $ 3,401 Vested at end of year 9,490 $ 0.31 5.5 years $ 2,578 The weighted average per share fair value of options granted during the years ended December 31, 2020 and 2019 was $0.27 and $0.14 , respectively. The total fair value of option shares vested was $0.9 million and $0.5 million for the year ended December 31, 2020 and 2019, respectively . The fair value of option grants under the Stock Plans for the years ended December 31, 2020 and 2019 , respectively, was estimated using the Black-Scholes option-pricing model with the following assumptions: Year ended December 31, 2020 2019 Expected option term 1 5 years 5 years Expected volatility factor 2 127.4% to 135.3% 119.1% Risk-free interest rate 3 0.33% to 1.63% 1.6% Expected annual dividend yield 0% 0% 1 The expected term was generally determined based on historical activity for grants with similar terms and for similar groups of employees and represents the period of time that options are expected to be outstanding. For employee options, groups of employees with similar historical exercise behavior are considered separately for valuation purposes. 2 The stock volatility for each grant is measured using the weighted average of historical daily price changes of our common stock over the most recent period equal to the expected option life of the grant. 3 The risk-free interest rate for periods equal to the expected term of the share option is based on the U.S. Treasury yield curve in effect at the measurement date. Options by Price Range The options outstanding at December 31, 2020 under all plans have exercise price ranges, weighted average contractual lives, and weighted average exercise prices as follows (weighted average lives in years and shares in thousands): Options Outstanding Options Vested Range of Exercise Prices Number Outstanding at December 31, 2020 Wtd. Avg. Exercise Price Wtd. Avg. Remaining Contractual Life Number Exercisable at December 31, 2020 Wtd. Avg. Exercise Price Wtd. Avg. Remaining Contractual Life $0.171 - $0.33 11,318 $ 0.18 5.6 8,624 $ 0.18 5.6 $0.50 - $0.60 513 0.59 5.0 457 0.60 4.8 $1.98 - $2.13 381 2.02 3.4 381 2.02 3.4 $13.80 28 13.80 0.5 28 13.80 0.5 12,240 $ 0.28 5.5 9,490 $ 0.31 5.5 Upon exercise of options under all plans, we issue new shares of our common stock. For shares issued upon exercise of equity awards granted under the Stock Plans, the shares of common stock are registered. For shares issued upon exercise of non-plan awards, the shares are not registered unless they have been subsequently registered by us on a registration statement. We had no option exercises for the years ended December 31, 2020 or 2019 . |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 1 5 . RELATED PARTY TRANSACTIONS We paid approximately $0.01 million and $0.02 million in 2020 and 2019 , respectively, for patent-related legal services to SKGF, of which Robert Sterne, one of our directors since September 2006, is a partner. In addition, we paid approximately $0.1 million in 2020 for principal and interest on the SKGF Note (refer to “Note Payable to a Related Party” included Note 9) . No payments were made in 2019 on the SKGF Note. The SKGF Note has an outstanding balance, including accrued interest, of approximately $0.8 million at December 31, 2020 . In January 2020, we issued 500,000 in unregistered shares of our common stock as an in-kind payment of approximately $0.08 million in outstanding amounts payable to Stacie Wilf, sister to Jeffrey Parker. |
Concentrations Of Credit Risk
Concentrations Of Credit Risk | 12 Months Ended |
Dec. 31, 2020 | |
Concentrations Of Credit Risk [Abstract] | |
Concentration Of Credit Risk | 1 6 . CONCENTRATIONS OF CREDIT RISK Financial instruments that potentially subject us to a concentration of credit risk principally consist of cash and cash equivalents. Cash and cash equivalents are primarily held in bank accounts and overnight investments. At times our cash balances on deposit with banks may exceed the balance insured by the F.D.I.C. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. SUBSEQUENT EVENTS Equity and Debt Financings In January 2021, we consummated the sale, on a private placement basis, of 2,976,430 shares of our common stock at a price of $0.35 per share to accredited investors for aggregate proceeds of approximately $1.0 million. The securities purchase agreements include contingent payment rights identical to the CPRs issued in 2020 (see “unsecured contingent payment obligations” at Note 9). Approximately $0.4 million in proceeds for this transaction was received as of December 31, 2020 and recorded as an accrued liability until the consummation of the transaction (see Note 7). We entered into registration rights agreements with the investors pursuant to which we will register the shares. We have committed to file the registration statement by April 15, 2021 and to cause the registration statement to become effective by June 30, 2021. The registration rights agreements provide for liquidated damages upon the occurrence of certain events including failure by us to file the registration statement or cause it to become effective by the deadlines set forth above. The amount of the liquidated damages is 1.0% of the aggregate subscription upon the occurrence of the event, and monthly thereafter, up to a maximum of 6% , or approximately $0.06 million. In March 2021, we consummated the sale, on a private placement basis of 3,230,942 shares of our common stock and 1,619,289 warrants at a price of $1.29 per common share to accredited investors for aggregate proceeds of approximately $4.2 million. The warrants have an exercise price of $1.75 per share and expire in March 2026. We entered into registration rights agreements with the investors pursuant to which we will register the shares. We have committed to file the registration statement within 30 days and to cause the registration statement to become effective within 90 days. The registration rights agreements provide for liquidated damages upon the occurrence of certain events including failure by us to file the registration statement or cause it to become effective by the deadlines set forth above. The amount of the liquidated damages is 1.0% of the aggregate subscription upon the occurrence of the event, and monthly thereafter, up to a maximum of 6% , or approximately $0.25 million. The majority of the proceeds from this transaction were used to satisfy our obligations to Mintz (see “Mintz Agreement” below). Share Based Compensation Arrangements On January 11, 2021, the Board amended the 2019 Long-Term Incentive Plan to increase the number of shares of common stock reserved for issuance under the 2019 Plan from 12 million to 27 million shares. The Board also approved grants, under the 2019 Plan, of two -year options, with an exercise price of $0.54 per share, vesting in 8 equal quarterly installments commencing on March 31, 2021 and expiring on January 11, 2026. The grants under the 2019 Plan included an option to purchase 8,000,000 shares granted to Jeffrey Parker, an option to purchase 1,000,000 shares granted to Cynthia French, an option to purchase 380,000 shares to each of the three non-employee directors, and options to purchase an aggregate of 2,900,000 shares granted to other key employees. On January 25, 2021, we amended our business consulting and retention agreement with Chelsea to increase the compensation for services over the remaining term and to extend the term of the agreement through February 2024. As consideration for the amended agreement, we issued 500,000 shares of unregistered common stock in exchange for a nonrefundable retainer for services valued at approximately $0.33 million. The value of the stock issued is being recognized as consulting expense over the term of the agreement. On March 9, 2021, we granted approximately 32,000 shares under our 2019 Long-Term Incentive Plan to a consultant for business communications services over a one -year term valued at approximately $0.05 million. Warrant and Option Exercises During the three months ended March 31, 2021, we received aggregate proceeds of $0. 4 million from the exercise of outstanding options and warrants at an average exercise price of $0.16 per share. Mintz Agreement As of December 31, 2020, we had approximately $3.1 million in accounts payable to Mintz and an outstanding balance of approximately $0.03 million on a secured note payable to Mintz for legal fees and expenses. In addition, we had approximately $3.6 million in disputed legal fees and expenses billed by Mintz that we treated as a loss contingency that was not probable as of December 31, 2020 and 2019 and accordingly, for which we recognized no expense in the consolidated financial statements. In March 2021, we entered into an agreement with Mintz to satisfy our outstanding obligations and reduce any future contingency fees payable to Mintz. On March 2 9 , 2021, we paid Mintz a lump-sum payment of $3.0 million in satisfaction of our outstanding obligations to Mintz including the Mintz note, our accounts payable to Mintz, and all disputed and unrecorded billings. Mintz waived all past defaults on the Mintz note and agreed to a significant reduction in future success fees payable to Mintz from patent-related proceeds. Legal Proceedings On March 26, 2021, the district court in the Middle District of Florida, Orlando Division, issued an order that, among other things, postponed our trial date in ParkerVision v. Qualcomm citing backlog due to the pandemic as a factor. A new trial date has not yet been set but is unlikely to be scheduled prior to November or December 2021 according to the court. |
Significant Accounting Polici_2
Significant Accounting Policies (Policy) | 12 Months Ended |
Dec. 31, 2020 | |
Significant Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Our consolidated financial statements are prepared in accordance with generally accepted accounting principles in the U.S. (“ GAAP ”). Certain reclassifications have been made to prior period amounts to conform to the current period presentation. The consolidated financial statements include the accounts of ParkerVision, Inc. and our wholly-owned German subsidiary, ParkerVision GmbH, after elimination of all intercompany transactions and accounts. |
Use of Estimates in the Preparation of Financial Statements | Use of Estimates in the Preparation of Financial Statements The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. The more significant estimates made by us include projected future cash flows and risk-adjusted discount rates for estimating the fair value of our contingent payment obligations, the volatility and estimated lives of share-based awards used in the estimate of the fair market value of share-based compensation, the assessment of recoverability of long-lived assets, the amortization periods for intangible and long-lived assets, and the valuation allowance for deferred taxes. Actual results could differ from the estimates made. We periodically evaluate estimates used in the preparation of the financial statements for continued reasonableness. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such periodic evaluation. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider cash and cash equivalents to include cash on hand, interest-bearing deposits, overnight repurchase agreements and investments with original maturities of three months or less when purchased. |
Inventory | Inventory Inventory is stated at the lower of actual cost, as determined under the first-in, first-out method, or estimated net realizable value. We review our inventory for estimated obsolescence or unmarketable inventory and write down inventory for the difference between cost and estimated market value based upon assumptions about future demand. Future demand is affected by market conditions, technological obsolescence, new products and strategic plans, each of which is subject to change. Due to the decision to discontinue Milo product sales in the fourth quarter of 2019, a full reserve was recorded against the remaining inventory on hand at December 31, 2019. All remaining inventory was disposed of during the year ended December 31, 2020. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Depreciation is determined using the straight-line method over the following estimated useful lives: Manufacturing and office equipment 5 -7 years Leasehold improvements Shorter of useful life or remaining life of lease Furniture and fixtures 7 years Computer equipment and software 3 -5 years The cost and accumulated depreciation of assets sold or retired are removed from their respective accounts, and any resulting net gain or loss is recognized in the accompanying consolidated statements of comprehensive loss. The carrying value of long-lived assets is reviewed on a regular basis for the existence of facts, both internally and externally, that may suggest impairment. Recoverability of assets to be held and used is measured by comparing the carrying amount of an asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the assets exceeds its estimated undiscounted future net cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the assets. |
Intangible Assets | Intangible Assets We capitalize outside legal costs and agency filing fees incurred in connection with securing the rights to our intellectual property. Patents, copyrights and other intangible assets are amortized using the straight-line method over their estimated period of benefit. We estimate the economic lives of our patents and copyrights to be fifteen to twenty years. Management evaluates the recoverability of intangible assets periodically and takes into account events or circumstances that may warrant revised estimates of useful lives or that may indicate impairment exists. As part of our ongoing patent maintenance program, we will, from time to time, abandon a particular patent if we determine fees to maintain the patent exceed its expected recoverability. The cost and accumulated amortization of abandoned intangible assets are removed from their respective accounts, and any resulting net loss is recognized in selling, general and administrative expenses in the accompanying consolidated statements of comprehensive loss. |
Contingent Payment Obligations | Contingent Payment Obligations We have accounted for our secured and unsecured contingent payment obligations as long-term debt in accordance with Accounting Standards Codification (“ ASC ”) 470-10-25, “Sales of Future Revenues or Various other Measures of Income.” Our payment obligations are contingent upon the receipt of proceeds from patent enforcement and/or patent monetization actions. We have elected to measure our contingent payment obligations at their estimated fair values in accordance with ASC 825, “Financial Instruments” based on the variable and contingent nature of the repayment provisions. We have determined that the fair value of our secured and unsecured contingent payment obligations falls within Level 3 in the fair value hierarchy, which involves significant estimates, and assumptions including projected future patent-related proceeds and the risk-adjusted rate for discounting future cash flows (see Note 10). Actual results could differ from the estimates made. Changes in fair value, including the component related to imputed interest, are included in the accompanying consolidated statements of comprehensive loss under the heading “Change in fair value of contingent payment obligations.” |
Leases | Leases We adopted ASC 842, “Leases” as of January 1, 2019 which requires the recognition of lease right-of-use (“ ROU ”) assets and lease liabilities on our consolidated balance sheets for finance and operating leases with initial lease terms of more than 12 months. We elected to use the effective date as the initial application date. ASC 842 provides a number of practical expedients in transition and we elected the package of practical expedients which permits us not to reassess under the new standard our prior conclusions about lease identification, lease classification and treatment of initial direct costs. The adoption of this new standard resulted in the recognition of operating lease ROU assets and operating lease liabilities of approximately $0.56 million and $0.60 million, respectively, primarily related to our facilities leases. Refer to Note 8 for additional disclosures related to our leases. At inception of a lease, we determine if an arrangement contains a lease and whether that lease meets the classification criteria of a finance or operating lease. Some of our lease arrangements contain lease components (e.g. minimum rent payments) and non-lease components (e.g. services). For certain equipment leases, we account for lease and non-lease components separately based on a relative fair market value basis. For all other leases, we account for the lease and non-lease components (e.g. common area maintenance) on a combined basis. For operating leases with terms greater than 12 months, we record the ROU asset and lease obligation at the present value of lease payments over the term using the implicit interest rate, when readily available, or our incremental borrowing rate for collateralized debt based on information available at the lease commencement date. Certain of our leases include rental escalation clauses, renewal options and/or termination options that are factored into our determination of lease payments when it is reasonably certain that the option will be exercised. We do not recognize ROU assets and lease liabilities for leases with terms at inception of twelve months or less. Finance leases are included in property and equipment and other accrued expenses on the consolidated balance sheets. Finance leases are recorded as an asset and an obligation at an amount equal to the present value of the minimum lease payments during the lease term. Amortization expense and interest expense associated with finance leases are included in selling, general, and administrative expense and interest expense, respectively, on the consolidated statements of comprehensive loss. |
Convertible Debt | Convertible Debt We have issued debt that is convertible, at the holder’s option, into shares of our common stock at fixed conversion prices. Certain of the convertible notes were issued with conversion prices that were below market value of our common stock on the closing date resulting in a beneficial conversion feature which we recorded to equity with a corresponding discount to the debt. The discount is amortized over the life of the notes as interest expense. In August 2020, the Financial Accounting Standards Board issued ASU 2020-06 "Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity." This ASU simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for the exception. The ASU also simplifies the diluted earnings per share (EPS) calculation in certain areas. The ASU is effective for fiscal years beginning after December 15, 2021 for accelerated filers and for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, for smaller reporting companies. Early adoption is permitted for fiscal years beginning after December 15, 2020. The ASU provides for a modified retrospective method of adoption whereby the guidance is applied to transactions outstanding at the beginning of the fiscal year of adoption with the cumulative effect of the change being recorded as an adjustment to beginning retained earnings. We plan to adopt ASU 2020-06, using the modified retrospective method, as of January 1, 2021. Adoption of ASU 2020-06 will result in an increase to our long-term debt of approximately $0.8 million, a decrease in additional paid-in-capital of approximately $1.1 million, and an adjustment to our beginning retained deficit of $0.3 million resulting from the elimination of the previously recognized beneficial conversion feature as a debt discount. |
Revenue Recognition | Revenue Recognition We account for revenue under ASC 606, “Revenue from Contracts with Customers” which implements a common revenue standard that clarifies the principles for recognizing revenue. This revenue recognition model provides a five-step analysis in determining when and how revenue is recognized. We expect to derive future revenue from licensing of our intellectual property and settlements from patent infringement disputes. The timing of revenue recognition and the amount of revenue recognized depends upon a variety of factors, including the specific terms of each arrangement and the nature of our deliverables and obligations. In general, we recognize revenue when the performance obligations to our customers have been met. The consideration received from patent license and settlement agreements is allocated to the various elements of the arrangement to the extent the revenue recognition differs between the elements of the arrangement. Elements related to past and future royalties as well as elements related to settlement will be recorded as revenue in our consolidated statements of comprehensive loss when our performance obligations related to each element have been met. For the year ended December 31, 2019, we recognized revenue from the sale of products. For product sales, the performance obligation is generally met at the time product is delivered to the customer. Estimated product returns are deducted from revenue and recorded as a liability. Revenue from the sale of our products includes shipping and handling charged to the customer. Product revenue is recorded net of sales tax collected from customers, discounts, and actual and estimated future returns. |
Research and Development Expenses | Research and Development Expenses Research and development costs are expensed as incurred and include salaries and benefits for employees engaged in research and development activities, costs paid to third party contractors, prototype expenses, an allocated portion of facilities costs, maintenance costs for software development tools, and depreciation. |
Accounting for Share-Based Compensation | Accounting for Share-Based Compensation We have various share-based compensation programs which provide for equity awards including stock options, restricted stock units (“ RSUs ”) and restricted stock awards (“ RSAs ”). We calculate the fair value of employee share-based equity awards on the date of grant and recognize the calculated fair value as compensation expense over the requisite service periods of the related awards. We estimate the fair value of stock option awards using the Black-Scholes option valuation model. This valuation model requires the use of highly subjective assumptions and estimates including how long employees will retain their stock options before exercising them and the volatility of our common stock price over the expected life of the equity award. Such estimates, and the basis for our conclusions regarding such estimates, are outlined in detail in Note 14. Estimates of fair value are not intended to predict actual future events or the value ultimately realized by persons who receive equity awards. We account for forfeitures of share-based awards as they occur. As of January 1, 2019, we adopted ASU 2018-07, "Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting." The amendments in this update simplify the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees, with certain exceptions. At the time of adoption, we did not have any awards to nonemployees that would require reassessment and therefore the adoption of ASU 2018-07 did not impact our consolidated financial statements. |
Income Taxes | Income Taxes The provision for income taxes is based on loss before taxes as reported in the accompanying consolidated statements of comprehensive loss. Deferred tax assets and liabilities are recognized for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on differences between the financial statement carrying amounts and the tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established to reduce deferred tax assets when, based on available objective evidence, it is more likely than not that the benefit of such assets will not be realized. Our deferred tax assets exclude unrecognized tax benefits which do not meet a more-likely-than-not threshold for financial statement recognition for tax positions taken or expected to be taken in a tax return. As of January 1, 2019, we adopted ASU 2018-02, “Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” The amendments in this update allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. We have no stranded tax effects included in our other comprehensive loss and therefore the adoption of ASU 2018-02 did not impact our consolidated financial statements. |
Loss per Common Share | Loss per Common Share Basic loss per common share is determined based on the weighted-average number of common shares outstanding during each year. Diluted loss per common share is the same as basic loss per common share as all potential common shares are excluded from the calculation, as their effect is anti-dilutive. The number of shares underlying outstanding options, warrants, unvested RSUs, and convertible notes at December 31, 2020 and 2019 were as follows (in thousands): 2020 2019 Options outstanding 12,240 11,410 Warrants outstanding 12,850 12,150 Unvested RSUs 187 - Shares underlying convertible notes 23,557 20,846 48,834 44,406 These potential shares were excluded from the computation of diluted loss per share as their effect would have been anti-dilutive. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Significant Accounting Policies [Abstract] | |
Schedule Of Property And Equipment Useful Lives | Manufacturing and office equipment 5 -7 years Leasehold improvements Shorter of useful life or remaining life of lease Furniture and fixtures 7 years Computer equipment and software 3 -5 years |
Summary Of Anti-Dilutive Shares | 2020 2019 Options outstanding 12,240 11,410 Warrants outstanding 12,850 12,150 Unvested RSUs 187 - Shares underlying convertible notes 23,557 20,846 48,834 44,406 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Inventories [Abstract] | |
Schedule Of Inventory Reserves | 2020 2019 Inventory reserves at beginning of year $ 550 $ 982 Impairment charges - 6 Write down of impaired inventories - (438) Disposal of inventory (550) - Inventory reserves at end of year $ - $ 550 |
Prepaid Expenses (Tables)
Prepaid Expenses (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Prepaid Expenses [Abstract] | |
Schedule Of Prepaid Expenses | 2020 2019 Prepaid services $ 408 $ 221 Prepaid bonds for German statutory costs 142 188 Prepaid insurance 21 62 Prepaid licenses, software tools and support 11 17 Other prepaid expenses 17 17 $ 599 $ 505 |
Property And Equipment, Net (Ta
Property And Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property And Equipment, Net [Abstract] | |
Schedule Of Property And Equipment, Net | 2020 2019 Equipment and software $ 218 $ 260 Leasehold improvements 19 33 Furniture and fixtures 30 43 267 336 Less accumulated depreciation (237) (266) $ 30 $ 70 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Intangible Assets [Abstract] | |
Schedule Of Intangible Assets | 2020 2019 Patents and copyrights $ 14,948 $ 16,612 Less accumulated amortization (12,778) (13,734) $ 2,170 $ 2,878 |
Schedule Of Future Amortization Expense | 2021 $ 358 2022 321 2023 283 2024 270 2025 231 2026 and thereafter 707 Total $ 2,170 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accrued Liabilities [Abstract] | |
Other Accured Expenses | 2020 2019 Advances $ 882 $ 500 Board compensation - 413 Other accrued expenses 54 168 $ 936 $ 1,081 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Supplemental Cash Flow Information | Year Ended Year Ended December 31, December 31, 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 315 $ 314 Operating cash flows from finance leases - - Financing cash flows from finance leases - 1 Non-cash activity Right-of-use assets obtained in exchange for operating lease liabilities - 563 Assets obtained in exchange for finance lease liabilities - - |
Supplemental Information | December 31, December 31, 2020 2019 Weighted-average remaining lease term (in years): Operating leases 1.7 2.7 Finance leases - 0.3 Weighted average discount rate Operating leases (1) 12.1% 12.0% Finance leases - 8.7% Upon adoption of the new lease standard, discount rates used for existing leases were established at January 1, 2019. |
Future Maturities of Lease Liabilities | Operating Leases Finance Leases 2021 $ 175 $ - 2022 166 - 2023 4 - Thereafter - - Total undiscounted lease payments 345 - Less: imputed interest (40) - Present value of lease liabilities 305 - Less: current obligations under leases (146) - Long-term lease obligations $ 159 $ - |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Instrument [Line Items] | |
Summary Of Aggregate Maturities | 2021 $ 191 2022 832 Total $ 1,023 |
Schedule Of Convertible Notes Payable | Fixed Effective Conversion Interest December 31, Description Rate Rate 1 Maturity Date 2020 2019 Convertible notes dated September 10, 2018 $0.40 23.4% September 7, 2023 $ 600 $ 700 Convertible notes dated September 19, 2018 $0.57 10.2% September 19, 2023 425 425 Convertible notes dated February/March 2019 $0.25 8.0% February 28, 2024 to March 13, 2024 1,300 1,300 Convertible notes dated June/July 2019 $0.10 8.0% June 7, 2024 to July 15, 2024 340 390 Convertible notes dated July 18, 2019 $0.08 46.1% July 18, 2024 700 700 Convertible notes dated September 13, 2019 $0.10 25.9% September 13, 2024 50 50 Convertible notes dated January 8, 2020 $0.13 20.3% January 8, 2025 450 - Total principal balance 3,865 3,565 Less unamortized discount 847 832 $ 3,018 $ 2,733 |
Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Reconciliation Of Secured And Unsecured Contingent Obligation At Fair Value | 2020 2019 Secured contingent payment obligation, beginning of year $ 26,651 $ 25,557 Change in fair value 6,406 1,094 Secured contingent payment obligation, end of year $ 33,057 $ 26,651 |
Unsecured Debt [Member] | |
Debt Instrument [Line Items] | |
Reconciliation Of Secured And Unsecured Contingent Obligation At Fair Value | 2020 2019 Unsecured contingent payment obligations, beginning of period $ - $ - Reclassification of other liabilities 1,003 - Issuance of contingent payment rights 2,258 - Change in fair value 1,961 - Unsecured contingent payment obligations, end of period $ 5,222 $ - |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Measurements [Abstract] | |
Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis | Fair Value Measurements Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) December 31, 2020: Liabilities: Secured contingent payment obligation $ 33,057 $ - $ - $ 33,057 Unsecured contingent payment obligations 5,222 - - 5,222 December 31, 2019: Liabilities: Secured contingent payment obligation 26,651 - - 26,651 |
Quantitative Information | Secured Contingent Payment Obligation Unsecured Contingent Payment Obligations Unobservable Inputs Low Weighted Average High Low Weighted Average High Estimated undiscounted cash outflows (in millions) $ 0.0 $ 46.1 $ 70.2 $ 0.0 $ 7.3 $ 9.7 Duration (in years) 1.0 2.5 3.5 1.0 2.5 3.5 Estimated probabilities 5% 23% 25% 25% 25% 25% |
Income Taxes And Tax Status (Ta
Income Taxes And Tax Status (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Taxes And Tax Status [Abstract] | |
Schedule Of Effective Income Tax Rate Reconciliation | 2020 2019 Tax benefit at statutory rate $ (4,111) $ (1,985) State tax benefit (842) (407) Increase in valuation allowance 4,307 2,341 Other 646 51 $ - $ - |
Schedule Of Deferred Tax Assets And Liabilities | 2020 2019 Gross deferred tax assets: Net operating loss carry-forward $ 80,848 $ 83,865 Research and development credit carry-forward 6,603 7,608 Stock compensation 122 (28) Patents and other 1,466 1,479 Contingent payment obligations 5,235 3,119 Inventories - 139 Fixed assets 54 3 Accrued liabilities 64 200 Lease liabilities 77 142 Other - 3 94,469 96,530 Less valuation allowance (94,245) (96,320) 224 210 Gross deferred tax liabilities: Convertible debt (224) (210) (224) (210) Net deferred tax asset $ - $ - |
Schedule Of Unrecognized Tax Benefits Roll Forward | 2020 2019 Unrecognized tax benefits – beginning of year $ 927 $ 927 Unrecognized tax benefits – end of year $ 927 $ 927 |
Stock Authorization And Issua_2
Stock Authorization And Issuance (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Stock Authorization And Issuance [Abstract] | |
Summary Of Equity Offerings | Date Transaction # of Common Shares/ Units Sold Average Price per Share/Unit # of Warrants Issued (in 000’s) Average Exercise Price per Warrant Net Proceeds (1) January 2020 Private placement of common stock 1,335 $0.13 - - $ 177 February 2020 Warrant amendment - - 5,000 $0.74 $ - March 2020 Private placement of common stock, amended to add CPR 2,571 $0.35 - - $ 900 April 2020 to December 2020 Private placement of common stock with CPRs 10,858 $0.35 - - $ 3,724 (1) After deduction of applicable offering costs. |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule Of Share-Based Compensation Expense Included In Statements Of Operations | 2020 2019 Research and development expense $ - $ 5 Selling, general, and administrative expense 1,244 584 Total share-based compensation expense $ 1,244 $ 589 |
Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary Of Options Activity | Shares Weighted- Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value ($) Outstanding at beginning of year 11,410 $ 0.33 Granted 843 0.31 Exercised - - Forfeited/Expired (13) 38.86 Outstanding at end of year 12,240 0.28 5.5 years $ 3,401 Vested at end of year 9,490 $ 0.31 5.5 years $ 2,578 |
Summary Of Valuation Assumptions | Year ended December 31, 2020 2019 Expected option term 1 5 years 5 years Expected volatility factor 2 127.4% to 135.3% 119.1% Risk-free interest rate 3 0.33% to 1.63% 1.6% Expected annual dividend yield 0% 0% 1 The expected term was generally determined based on historical activity for grants with similar terms and for similar groups of employees and represents the period of time that options are expected to be outstanding. For employee options, groups of employees with similar historical exercise behavior are considered separately for valuation purposes. 2 The stock volatility for each grant is measured using the weighted average of historical daily price changes of our common stock over the most recent period equal to the expected option life of the grant. 3 The risk-free interest rate for periods equal to the expected term of the share option is based on the U.S. Treasury yield curve in effect at the measurement date. |
Summary Of Options And Warrants By Exercise Price Range | Options Outstanding Options Vested Range of Exercise Prices Number Outstanding at December 31, 2020 Wtd. Avg. Exercise Price Wtd. Avg. Remaining Contractual Life Number Exercisable at December 31, 2020 Wtd. Avg. Exercise Price Wtd. Avg. Remaining Contractual Life $0.171 - $0.33 11,318 $ 0.18 5.6 8,624 $ 0.18 5.6 $0.50 - $0.60 513 0.59 5.0 457 0.60 4.8 $1.98 - $2.13 381 2.02 3.4 381 2.02 3.4 $13.80 28 13.80 0.5 28 13.80 0.5 12,240 $ 0.28 5.5 9,490 $ 0.31 5.5 |
Restricted Stock Award And Restricted Stock Unit [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary Of Restricted Stock Activity | Non-vested Shares Shares Weighted-Average Grant Date Fair Value Non-vested at beginning of year - $ - Granted 1,016 0.31 Vested (829) 0.31 Forfeited - - Non-vested at end of year 187 $ 0.33 |
Significant Accounting Polici_4
Significant Accounting Policies (Narrative) (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020USD ($)segment | Dec. 31, 2019USD ($) | |
Significant Accounting Policies [Line Items] | ||
Operating segments | segment | 1 | |
Reportable segments | segment | 1 | |
Operating lease right-of-use assets | $ 10 | $ 283 |
Operating Lease, Liability | 40 | |
Long-term Debt | 1,023 | |
Accumulated deficit | (421,361) | (401,783) |
Accounting Standards Update 2016-02 [Member] | ||
Significant Accounting Policies [Line Items] | ||
Operating lease right-of-use assets | 560 | |
Operating Lease, Liability | $ 600 | |
Accounting Standards Update 2020-06 [Member] | ||
Significant Accounting Policies [Line Items] | ||
Long-term Debt | 800 | |
Accumulated deficit | 300 | |
Additional Paid in Capital | $ (1,100) | |
Patents And Copyrights [Member] | Minimum [Member] | ||
Significant Accounting Policies [Line Items] | ||
Intangible assets, useful life | 15 years | |
Patents And Copyrights [Member] | Maximum [Member] | ||
Significant Accounting Policies [Line Items] | ||
Intangible assets, useful life | 20 years |
Significant Accounting Polici_5
Significant Accounting Policies (Schedule Of Property And Equipment Useful Lives) (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | Shorter of useful life or remaining life of lease |
Furniture And Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 7 years |
Minimum [Member] | Manufacturing And Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 5 years |
Minimum [Member] | Computer Equipment And Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 3 years |
Maximum [Member] | Manufacturing And Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 7 years |
Maximum [Member] | Computer Equipment And Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life | 5 years |
Significant Accounting Polici_6
Significant Accounting Policies (Summary Of Anti-Dilutive Shares) (Details) - shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Shares | 48,834 | 44,406 |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Shares | 12,240 | 11,410 |
Warrants Outstanding [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Shares | 12,850 | 12,150 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Shares | 187 | |
Convertible Debt Securities [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Shares | 23,557 | 20,846 |
Liquidity And Going Concern (De
Liquidity And Going Concern (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Liquidity And Working Capital [Line Items] | |||
Net loss | $ (19,578) | $ (9,453) | |
Net cash used in operating activities | (4,777) | (3,373) | |
Accumulated deficit | (421,361) | (401,783) | |
Net working capital | 3,800 | ||
Cash and cash equivalents, beginning of period | $ 1,627 | $ 57 | |
Subsequent Event [Member] | |||
Liquidity And Working Capital [Line Items] | |||
Payment to settle outstanding accounts and notes payable for litigation costs | $ 3,000 | ||
Proceeds from debt and equity securities and warrant and option exercises | $ 5,600 |
Inventories (Narrative) (Detail
Inventories (Narrative) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Inventories [Abstract] | |||
Inventory Valuation Reserves | $ 550 | $ 982 |
Inventories (Schedule Of Invent
Inventories (Schedule Of Inventory Reserves) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Inventories [Abstract] | ||
Inventory reserves at beginning of year | $ 550 | $ 982 |
Impairment charges | 6 | |
Write down of impaired inventories | (438) | |
Disposal of inventory | (550) | |
Inventory reserves at end of year | $ 550 |
Prepaid Expenses (Details)
Prepaid Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Prepaid Expenses [Abstract] | ||
Prepaid services | $ 408 | $ 221 |
Prepaid bonds for German statutory costs | 142 | 188 |
Prepaid insurance | 21 | 62 |
Prepaid licenses, software tools and support | 11 | 17 |
Other prepaid expenses | 17 | 17 |
Prepaid expenses | $ 599 | $ 505 |
Property And Equipment, Net (Na
Property And Equipment, Net (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Assets held for sale | $ (70) | ||
Gain (loss) on sale of assets held for sale and impairment | $ (40) | ||
Corporate Headquarters [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gain (loss) on sale of assets held for sale | $ (20) | 10 | |
Property And Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 30 | $ 40 |
Property And Equipment, Net (Sc
Property And Equipment, Net (Schedule Of Property And Equipment, Net) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 267 | $ 336 |
Less accumulated depreciation | (237) | (266) |
Property, Plant and Equipment, Net, Total | 30 | 70 |
Computer Equipment And Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 218 | 260 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 19 | 33 |
Furniture And Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 30 | $ 43 |
Intangible Assets (Narrative) (
Intangible Assets (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Intangible Assets [Abstract] | ||
Amortization expense | $ 0.4 | $ 0.6 |
Loss on disposal | $ (0.3) | $ (0.4) |
Intangible Assets (Schedule Of
Intangible Assets (Schedule Of Intangible Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Intangible Assets [Abstract] | ||
Patents and copyrights | $ 14,948 | $ 16,612 |
Less accumulated depreciation | (12,778) | (13,734) |
Total | $ 2,170 | $ 2,878 |
Intangible Assets (Schedule O_2
Intangible Assets (Schedule Of Future Amortization Expense) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Intangible Assets [Abstract] | ||
2021 | $ 358 | |
2022 | 321 | |
2023 | 283 | |
2024 | 270 | |
2025 | 231 | |
2026 and thereafter | 707 | |
Total | $ 2,170 | $ 2,878 |
Accrued Liabilities (Narrative)
Accrued Liabilities (Narrative) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Accrued Liabilities [Abstract] | ||
Amount Received From Investors | $ 400 | |
Board compensation | $ 413 | |
Aggregate grant-date fair value | $ 100 |
Accrued Liabilities (Other Accu
Accrued Liabilities (Other Accured Expenses) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Accrued Liabilities [Abstract] | ||
Advances | $ 882 | $ 500 |
Board compensation | 413 | |
Other accrued expenses | 54 | 168 |
Accrued Liabilities | $ 936 | $ 1,081 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Property Subject to or Available for Operating Lease [Line Items] | ||
Operating lease cost | $ 100 | $ 400 |
Lease liability | 40 | |
Corporate Office [Member] | Lake Mary Florida [Member] | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Impairment loss | $ 200 |
Leases (Supplemental Cash Flow
Leases (Supplemental Cash Flow Information) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||
Operating cash flows from operating leases | $ 315 | $ 314 |
Operating cash flows from finance leases | ||
Financing cash flows from finance leases | 1 | |
Right-of-use assets obtained in exchange for operating lease liabilities | 563 | |
Assets obtained in exchange for finance lease liabilities |
Leases (Supplemental Informatio
Leases (Supplemental Information) (Details) | Dec. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Operating Lease, Weighted Average Remaining Lease Term | 1 year 8 months 12 days | 2 years 8 months 12 days |
Finance Lease, Weighted Average Remaining Lease Term | 3 months 18 days | |
Operating Lease, Weighted Average Discount Rate, Percent | 12.10% | 12.00% |
Finance Lease, Weighted Average Discount Rate, Percent | 8.70% |
Leases (Future Maturities of Le
Leases (Future Maturities of Lease Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2021 | $ 175 | |
2022 | 166 | |
2023 | 4 | |
Total undiscounted lease payments | 345 | |
Less: imputed interest | (40) | |
Present value of lease liabilities | 305 | |
Less: current obligations under leases | (146) | $ (250) |
Long-term lease obligations | $ 159 | $ 305 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) | 1 Months Ended | 12 Months Ended | 60 Months Ended | ||
May 31, 2020USD ($) | Dec. 31, 2020USD ($)item$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2020USD ($)item$ / shares | Mar. 31, 2020USD ($) | |
Debt Instrument [Line Items] | |||||
Change in fair value of contingent payment obligations | $ (8,367,000) | $ (1,094,000) | |||
Fair value of note payable | 900,000 | $ 900,000 | |||
Brickell [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Estimated Minimum Return | 42,000,000 | 39,000,000 | |||
Secured Debt [Member] | Brickell [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayments of Debt | 3,300,000 | ||||
Proceeds from debt | $ 0 | $ 0 | $ 18,000,000 | ||
Convertible Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 8.00% | 8.00% | |||
Shares issued | shares | 710,000 | 1,600,000 | |||
Note Payable To A Related Party [Member] | Unsecured Debt [Member] | Sterne, Kessler, Goldstein & Fox, PLLC [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt | $ 800,000 | $ 800,000 | |||
Interest expense | $ 30,000 | $ 40,000 | |||
Note Payable To A Related Party [Member] | Secured Debt [Member] | Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 12.00% | 12.00% | |||
Repayments of Debt | $ 1,200,000 | ||||
Transfer of capital stock | 50.00% | ||||
Accrued interest | $ 30,000 | $ 30,000 | |||
Notes payable | $ 3,100,000 | $ 3,100,000 | |||
Promissory Notes [Member] | Unsecured Debt [Member] | Sterne, Kessler, Goldstein & Fox, PLLC [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 4.00% | 4.00% | |||
Debt payment per month | $ 10,000 | ||||
Final balloon payment | $ 680,000 | $ 680,000 | |||
Maturity date | Apr. 30, 2022 | ||||
Promissory Notes [Member] | Convertible Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Proceeds from debt | $ 450,000 | 2,440,000 | |||
Beneficial conversion feature | 170,000 | 550,000 | |||
Interest expense | 470,000 | 320,000 | |||
Amortization | 170,000 | 120,000 | |||
Contractual interest | 300,000 | 200,000 | |||
Outstanding principal converted | $ 150,000 | $ 100,000 | |||
Shares issued | shares | 750,000 | 250,000 | |||
Conversion price | $ / shares | $ 0.20 | $ 0.40 | $ 0.20 | ||
Aggregate common stock | item | 23,600,000 | ||||
Debt, term | 5 years | ||||
Promissory Notes [Member] | Convertible Debt [Member] | Measurement Input, Prepayment Rate [Member] | Debt Instrument, Redemption, Period One [Member] | |||||
Debt Instrument [Line Items] | |||||
Measurement input | item | 0.25 | 0.25 | |||
Promissory Notes [Member] | Convertible Debt [Member] | Measurement Input, Prepayment Rate [Member] | Debt Instrument, Redemption, Period Two [Member] | |||||
Debt Instrument [Line Items] | |||||
Measurement input | item | 0.20 | 0.20 | |||
Promissory Notes [Member] | Convertible Debt [Member] | Measurement Input, Prepayment Rate [Member] | Debt Instrument, Redemption, Period Three [Member] | |||||
Debt Instrument [Line Items] | |||||
Measurement input | item | 0.15 | 0.15 | |||
Promissory Notes [Member] | Convertible Debt [Member] | Measurement Input, Prepayment Rate [Member] | Debt Instrument, Redemption, Period Four [Member] | |||||
Debt Instrument [Line Items] | |||||
Measurement input | item | 0.10 | 0.10 | |||
Promissory Notes [Member] | Convertible Debt [Member] | Measurement Input, Default Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Measurement input | item | 0.12 | 0.12 | |||
Short Term Promissory Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 20.00% | 20.00% | |||
Short Term Promissory Notes [Member] | Unsecured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayments of Debt | $ 230,000 | ||||
Accrued interest | 40,000 | $ 40,000 | |||
Interest expense | $ 10,000 | $ 30,000 | |||
Shares issued | shares | 1,740,426 | ||||
Convertible Debt, July 18, 2019 [Member] | Convertible Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 7.50% | 7.50% | |||
Contingent Payment Obligation [Member] | Unsecured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Common stock issued | $ 3,800,000 | ||||
Termination payment | 2,700,000 | $ 2,700,000 | $ 5,000,000 | ||
Contingent Payment Obligation [Member] | Unsecured Debt [Member] | Termination Fee [Member] | |||||
Debt Instrument [Line Items] | |||||
Fair value of payment obligation | 600,000 | 400,000 | 600,000 | ||
Measurement input | $ 600,000 | $ 400,000 | 600,000 | ||
Paycheck Protection Program Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 1.00% | ||||
Debt payment per month | $ 8,000 | ||||
Maturity date | May 3, 2022 | ||||
Proceeds from debt | $ 200,000 | ||||
Contingent Payment Rights [Member] | Unsecured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Common stock issued | $ 1,800,000 | ||||
Proceeds from debt | 900,000 | ||||
Change in fair value of contingent payment obligations | 400,000 | ||||
Fair value of payment obligation | 2,500,000 | 2,500,000 | |||
Measurement input | 2,500,000 | 2,500,000 | |||
Contingent Payment Rights [Member] | Unsecured Debt [Member] | Measurement Input, Quotient [Member] | |||||
Debt Instrument [Line Items] | |||||
Fair value of payment obligation | 10,000,000 | 10,000,000 | |||
Measurement input | 10,000,000 | 10,000,000 | |||
Contingent Payment Rights [Member] | Unsecured Debt [Member] | Measurement Input, Investors Subscription [Member] | |||||
Debt Instrument [Line Items] | |||||
Fair value of payment obligation | 10,000,000 | 10,000,000 | |||
Measurement input | 10,000,000 | 10,000,000 | |||
Contingent Payment Rights [Member] | Unsecured Debt [Member] | Measurement Input, Investors Subscription, Aggregate [Member] | |||||
Debt Instrument [Line Items] | |||||
Fair value of payment obligation | 4,700,000 | 4,700,000 | |||
Measurement input | $ 4,700,000 | $ 4,700,000 | |||
Minimum [Member] | Brickell [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of proceeds payment | 55.00% | ||||
Maximum [Member] | Brickell [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of proceeds payment | 100.00% |
Long-Term Debt (Summary Of Aggr
Long-Term Debt (Summary Of Aggregate Maturities) (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Long-Term Debt [Abstract] | |
2021 | $ 191 |
2022 | 832 |
Convertible notes, net | $ 1,023 |
Long-Term Debt (Schedule Of Con
Long-Term Debt (Schedule Of Convertible Notes Payable) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||
Convertible notes, net | $ 3,018 | $ 2,733 |
Convertible Debt [Member] | ||
Debt Instrument [Line Items] | ||
Total principal balance | 3,865 | 3,565 |
Less Unamortized discount | 847 | 832 |
Convertible notes, net | $ 3,018 | 2,733 |
Convertible Debt [Member] | Convertible Notes Dated September 10, 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Fixed Conversion Rate | $ 0.40 | |
Effective Interest Rate | 23.40% | |
Maturity Date | Sep. 7, 2023 | |
Total principal balance | $ 600 | 700 |
Convertible Debt [Member] | Convertible Note Dated September 19, 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Fixed Conversion Rate | $ 0.57 | |
Effective Interest Rate | 10.20% | |
Maturity Date | Sep. 19, 2023 | |
Total principal balance | $ 425 | 425 |
Convertible Debt [Member] | Convertible Notes Dated February/March 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Fixed Conversion Rate | $ 0.25 | |
Effective Interest Rate | 8.00% | |
Total principal balance | $ 1,300 | 1,300 |
Convertible Debt [Member] | Convertible Note Dated June/July 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Fixed Conversion Rate | $ 0.10 | |
Effective Interest Rate | 8.00% | |
Total principal balance | $ 340 | 390 |
Convertible Debt [Member] | Convertible Note Dated July 18, 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Fixed Conversion Rate | $ 0.08 | |
Effective Interest Rate | 46.10% | |
Maturity Date | Jul. 18, 2024 | |
Total principal balance | $ 700 | 700 |
Convertible Debt [Member] | Convertible Note Dated September 13, 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Fixed Conversion Rate | $ 0.10 | |
Effective Interest Rate | 25.90% | |
Maturity Date | Sep. 13, 2024 | |
Total principal balance | $ 50 | $ 50 |
Convertible Debt [Member] | Convertible Notes Dated January 8, 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Fixed Conversion Rate | $ 0.13 | |
Effective Interest Rate | 20.30% | |
Maturity Date | Jan. 8, 2025 | |
Total principal balance | $ 450 | |
Minimum [Member] | Convertible Debt [Member] | Convertible Notes Dated February/March 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Maturity Date | Feb. 28, 2024 | |
Minimum [Member] | Convertible Debt [Member] | Convertible Note Dated June/July 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Maturity Date | Jun. 7, 2024 | |
Maximum [Member] | Convertible Debt [Member] | Convertible Notes Dated February/March 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Maturity Date | Mar. 13, 2024 | |
Maximum [Member] | Convertible Debt [Member] | Convertible Note Dated June/July 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Maturity Date | Jul. 15, 2024 |
Long-Term Debt (Reconciliation
Long-Term Debt (Reconciliation Of Secured And Unsecured Contingent Obligation At Fair Value) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Secured Debt [Abstract] | ||
Secured contingent payment obligation | $ 26,651 | |
Secured contingent payment obligation | 33,057 | $ 26,651 |
Contingent Payment Obligation [Member] | Unsecured Debt [Member] | ||
Secured Debt [Abstract] | ||
Change in fair value | 1,961 | |
Unsecured Debt [Abstract] | ||
Unsecured contingent payment obligation | ||
Reclassification of other liabilities | 1,003 | |
Issuance of contingent payment rights | 2,258 | |
Change in fair value | 1,961 | |
Unsecured contingent payment obligation | 5,222 | |
Contingent Payment Obligation [Member] | Secured Debt [Member] | ||
Secured Debt [Abstract] | ||
Secured contingent payment obligation | 26,651 | 25,557 |
Change in fair value | 6,406 | 1,094 |
Secured contingent payment obligation | 33,057 | 26,651 |
Unsecured Debt [Abstract] | ||
Change in fair value | $ 6,406 | $ 1,094 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) | Dec. 31, 2020USD ($)item | Dec. 31, 2019USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets level 1 to Level 2 transfers | $ 0 | $ 0 |
Assets level 2 to Level 1 transfers | 0 | 0 |
Liabilities level 1 to Level 2 transfers | 0 | 0 |
Liabilities level 2 to Level 1 transfers | 0 | $ 0 |
Fair value of note payable | $ 900,000 | |
Measurement Input, Discount Rate [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Measurement input | item | 0.1415 | |
Measurement Input, Risk Free Interest Rate [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Measurement input | item | 0.0015 | |
Measurement Input, Entity Credit Risk [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Measurement input | item | 0.08 | |
Measurement Input, Litigation Inherent Risk [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Measurement input | item | 0.06 |
Fair Value Measurements (Schedu
Fair Value Measurements (Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis) (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Secured Contingent Payment Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | $ 33,057 | $ 26,651 |
Unsecured Contingent Payment Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | 5,222 | |
Quoted Prices In Active Markets (Level 1) [Member] | Secured Contingent Payment Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | ||
Quoted Prices In Active Markets (Level 1) [Member] | Unsecured Contingent Payment Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | ||
Significant Other Observable Inputs (Level 2) [Member] | Secured Contingent Payment Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | ||
Significant Other Observable Inputs (Level 2) [Member] | Unsecured Contingent Payment Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | ||
Significant Unobservable Inputs (Level 3) [Member] | Secured Contingent Payment Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | 33,057 | $ 26,651 |
Significant Unobservable Inputs (Level 3) [Member] | Unsecured Contingent Payment Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | $ 5,222 |
Fair Value Measurements (Quanti
Fair Value Measurements (Quantitative Information) (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2020USD ($)item | |
Unsecured Debt [Member] | Minimum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated cash outflows | $ | $ 0 |
Duration | 1 year |
Unsecured Debt [Member] | Minimum [Member] | Estimated Probabilities [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated probabilities | item | 0.25 |
Unsecured Debt [Member] | Weighted Average [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated cash outflows | $ | $ 7.3 |
Duration | 2 years 6 months |
Unsecured Debt [Member] | Weighted Average [Member] | Estimated Probabilities [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated probabilities | item | 0.25 |
Unsecured Debt [Member] | Maximum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated cash outflows | $ | $ 9.7 |
Duration | 3 years 6 months |
Unsecured Debt [Member] | Maximum [Member] | Estimated Probabilities [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated probabilities | item | 0.25 |
Secured Debt [Member] | Minimum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated cash outflows | $ | $ 0 |
Duration | 1 year |
Secured Debt [Member] | Minimum [Member] | Estimated Probabilities [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated probabilities | item | 0.05 |
Secured Debt [Member] | Weighted Average [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated cash outflows | $ | $ 46.1 |
Duration | 2 years 6 months |
Secured Debt [Member] | Weighted Average [Member] | Estimated Probabilities [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated probabilities | item | 0.23 |
Secured Debt [Member] | Maximum [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated cash outflows | $ | $ 70.2 |
Duration | 3 years 6 months |
Secured Debt [Member] | Maximum [Member] | Estimated Probabilities [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Estimated probabilities | item | 0.25 |
Income Taxes And Tax Status (Na
Income Taxes And Tax Status (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Tax Credit Carryforward [Line Items] | |||
Foreign income tax expense | |||
Current tax provision or benefit | $ 0 | $ 0 | |
Corporate tax rate | 21.00% | 21.00% | |
Operating loss carryforwards | $ 323,200,000 | ||
Operating loss carryforwards subject to expiration | 294,100,000 | ||
Unrecognized tax benefits | 927,000 | $ 927,000 | $ 927,000 |
Accrued interest or penalties | 0 | 0 | |
Income tax-related interest income, expense or penalties | 0 | $ 0 | |
Research Tax Credit Carryforward [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Tax credit carryforward, Amount | $ 6,600,000 | ||
Minimum [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Operating loss carryforwards, expiration | Dec. 31, 2020 | ||
Period subject to IRS examination | 2001 | ||
Minimum [Member] | Research Tax Credit Carryforward [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Operating loss carryforwards, expiration | Dec. 31, 2021 | ||
Maximum [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Operating loss carryforwards, expiration | Dec. 31, 2037 | ||
Period subject to IRS examination | 2020 | ||
Maximum [Member] | Research Tax Credit Carryforward [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Operating loss carryforwards, expiration | Dec. 31, 2038 | ||
Convertible Debt [Member] | Promissory Notes [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Unrecognized tax benefits | $ 200,000 |
Income Taxes And Tax Status (Sc
Income Taxes And Tax Status (Schedule of Effective Income Tax Rate Reconciliation) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes And Tax Status [Abstract] | ||
Tax benefit at statutory rate | $ (4,111) | $ (1,985) |
State tax benefit | (842) | (407) |
Increase in valuation allowance | 4,307 | 2,341 |
Other | 646 | 51 |
Income Tax Expense (Benefit), Total |
Income Taxes And Tax Status (_2
Income Taxes And Tax Status (Schedule of Deferred Tax Assets And Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Income Taxes And Tax Status [Abstract] | ||
Net operating loss carry-forward | $ 80,848 | $ 83,865 |
Research and development credit carry-forward | 6,603 | 7,608 |
Stock compensation | 122 | (28) |
Patents and other | 1,466 | 1,479 |
Contingent payment obligations | 5,235 | 3,119 |
Inventories | 139 | |
Fixed assets | 54 | 3 |
Accrued liabilities | 64 | 200 |
Lease liabilities | 77 | 142 |
Other | 3 | |
Deferred tax assets, gross | 94,469 | 96,530 |
Less valuation allowance | (94,245) | (96,320) |
Net deferred tax asset | 224 | 210 |
Convertible debt | (224) | (210) |
Deferred tax liabilities, gross | (224) | (210) |
Net deferred tax asset |
Income Taxes And Tax Status (_3
Income Taxes And Tax Status (Schedule of Unrecognized Tax Benefits Roll Forward) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Income Taxes And Tax Status [Abstract] | ||
Unrecognized tax benefits, beginning of year | $ 927 | $ 927 |
Unrecognized tax benefits, end of year | $ 927 | $ 927 |
Commitments And Contingencies (
Commitments And Contingencies (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||
Jul. 31, 2020item | Jun. 30, 2020item | May 31, 2020item | Apr. 30, 2020item | Feb. 29, 2020item | Jul. 31, 2019item | Mar. 31, 2018item | Mar. 31, 2017item | Dec. 31, 2015item | Dec. 31, 2020USD ($)item | Dec. 31, 2019USD ($) | |
Commitments and Contingencies [Line Items] | |||||||||||
Accrued costs | $ | $ 936 | $ 1,081 | |||||||||
Germany [Member] | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Statutory fees and costs | $ | 250 | $ 370 | |||||||||
Accrued costs | $ | $ 140 | ||||||||||
ParkerVision v. Apple and Qualcomm (Middle District of Florida) [Member] | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Number of petitions | 6 | ||||||||||
Number of patents allegedly infringed upon | 4 | ||||||||||
Number of patents dismissed | 3 | ||||||||||
Claim construction | 7 | 2 | |||||||||
ParkerVision v. Intel II (Western District of Texas) [Member] | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Number of patents allegedly infringed upon | 2 | 1 | |||||||||
Number of patents allegedly infringed upon | 2 | 8 | 10 | ||||||||
ParkerVision v. Qualcomm (Middle District of Florida) [Member] | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Number of petitions | 6 | ||||||||||
Number of patents allegedly infringed upon | 4 | ||||||||||
Number of patents found infringed upon | 2 | ||||||||||
Number of patents found not infringed upon | 3 | ||||||||||
Estimated loss | $ | $ 1,300,000 | ||||||||||
Maximum [Member] | ParkerVision v. Apple and Qualcomm (Middle District of Florida) [Member] | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Claim construction | 10 |
Stock Authorization And Issua_3
Stock Authorization And Issuance (Narratvie) (Details) - USD ($) | Jan. 25, 2021 | Oct. 30, 2020 | Jun. 08, 2020 | Mar. 16, 2020 | Feb. 10, 2020 | Nov. 29, 2005 | Mar. 31, 2021 | Jan. 31, 2021 | Mar. 31, 2020 | Jan. 31, 2020 | Dec. 31, 2020 | Aug. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Nov. 20, 2020 | Jul. 31, 2020 | Jun. 30, 2020 | Feb. 28, 2020 | Nov. 30, 2019 | Oct. 31, 2019 | Dec. 31, 2018 | Nov. 17, 2005 |
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Preferred Stock, Shares authorized | 15,000,000 | 15,000,000 | 15,000,000 | 100,000 | |||||||||||||||||||
Preferred Stock, Shares outstanding | 0 | 0 | 0 | ||||||||||||||||||||
Common stock, shares authorized | 140,000,000 | 140,000,000 | 140,000,000 | 110,000,000 | 140,000,000 | 110,000,000 | 110,000,000 | 75,000,000 | |||||||||||||||
Exercise price per warrant | $ 0.45 | $ 0.45 | $ 0.45 | ||||||||||||||||||||
Class of Warrant or Right, Weighted Average Remaining Life | 3 years | ||||||||||||||||||||||
Sale of common stock, number of shares | 5,871,584 | ||||||||||||||||||||||
Sale of common stock | $ 4,766,000 | ||||||||||||||||||||||
Shares of common stock issued upon exercise of warrants | 12,900,000 | 12,200,000 | |||||||||||||||||||||
Estimated fair market value | $ 1,700,000 | $ 1,700,000 | $ 1,700,000 | $ 1,300,000 | |||||||||||||||||||
Liquidated damages | 1.00% | ||||||||||||||||||||||
Maximum liquidated damages in the event in the even the common stock is not registered for resale within specific time periods | $ 100,000 | ||||||||||||||||||||||
Warrants, Options And Unvested RSUs [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Shares reserved for issuance | 25,300,000 | 25,300,000 | 25,300,000 | ||||||||||||||||||||
Aspire Capital [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Warrants Beneficially Own | 9.99% | ||||||||||||||||||||||
Warrants Beneficially Own, Prior Notice | 61 days | ||||||||||||||||||||||
Aspire Capital, Amendment [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Warrants to purchase common stock | 5,000,000 | ||||||||||||||||||||||
Exercise price per warrant | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||||||||
Non-cash warrant expense | $ 1,780,000 | ||||||||||||||||||||||
warrants exercised | 1,430,000 | ||||||||||||||||||||||
Proceeds from warrants exercised | $ 500,000 | ||||||||||||||||||||||
New Aspire Warrant [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Warrants to purchase common stock | 5,000,000 | ||||||||||||||||||||||
Exercise price per warrant | $ 0.74 | ||||||||||||||||||||||
warrants exercised | 3,070,000 | ||||||||||||||||||||||
Proceeds from warrants exercised | $ 1,100,000 | ||||||||||||||||||||||
Series E Preferred Stock [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Preferred Stock, Shares outstanding | 0 | 0 | 0 | ||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Sale of common stock | $ 148,000 | ||||||||||||||||||||||
Consultants [Member] | Chelsea Investor Relations [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Issuance of stock to consultants, shares | 500,000 | ||||||||||||||||||||||
Issuance of stocks to consultants, value | $ 150,000 | ||||||||||||||||||||||
Agreement term | 24 months | ||||||||||||||||||||||
Consultants [Member] | Tailwinds Research Group LLC [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Exercise price per warrant | $ 1 | ||||||||||||||||||||||
Proceeds from warrants exercised | $ 60,000 | ||||||||||||||||||||||
Issuance of stock to consultants, shares | 200,000 | ||||||||||||||||||||||
Shareholder Approved Equity Compensation Plans [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Shares reserved for issuance | 200,000 | 200,000 | 200,000 | ||||||||||||||||||||
Minimum [Member] | Aspire Capital, Amendment [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Exercise price per warrant | 0.35 | ||||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Liquidated damages | 6.00% | ||||||||||||||||||||||
Maximum [Member] | Aspire Capital [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Warrants Beneficially Own | 19.99% | ||||||||||||||||||||||
Maximum [Member] | Aspire Capital, Amendment [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Exercise price per warrant | $ 0.74 | ||||||||||||||||||||||
Subsequent Event [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Exercise price per warrant | $ 0.16 | ||||||||||||||||||||||
Third Party [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Sale of common stock, number of shares | 70,000 | ||||||||||||||||||||||
Sale of common stock | $ 20,000 | ||||||||||||||||||||||
Third Party [Member] | Subsequent Event [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Sale of common stock | $ 30,000 | ||||||||||||||||||||||
Principal [Member] | Convertible Debt [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Shares reserved for issuance | 23,600,000 | 23,600,000 | 23,600,000 | ||||||||||||||||||||
Interest In-Kind [Member] | Convertible Debt [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Shares reserved for issuance | 7,500,000 | 7,500,000 | 7,500,000 | ||||||||||||||||||||
Rights Agreement [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Redemption price | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||||||||
Exercise price per warrant | $ 8.54 | ||||||||||||||||||||||
Threshold percentage at which rights separte from common stock | 15.00% | ||||||||||||||||||||||
Rights Agreement [Member] | Minimum [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Exercise price per warrant | $ 14.50 | ||||||||||||||||||||||
Rights Agreement [Member] | Maximum [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Exercise price per warrant | $ 8.54 | ||||||||||||||||||||||
Private Placements With Accredited Investors [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Proceeds from issurance of common stock | $ 900,000 | $ 200,000 | $ 3,800,000 | ||||||||||||||||||||
Aggregate offering price | $ 0.35 | $ 0.35 | $ 0.35 | $ 0.35 | |||||||||||||||||||
Aggregate offering shares | 2,571,432 | 10,857,876 | 10,857,876 | 10,857,876 | |||||||||||||||||||
Unsecured promissory note | $ 900,000 | $ 1,800,000 | $ 1,800,000 | $ 1,800,000 | |||||||||||||||||||
Private Placements With Accredited Investors [Member] | Subsequent Event [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Proceeds from issurance of common stock | $ 4,200,000 | 1,000,000 | |||||||||||||||||||||
Aggregate offering price | $ 0.35 | ||||||||||||||||||||||
Aggregate offering shares | 3,230,942 | 2,976,430 | |||||||||||||||||||||
Warrants to purchase common stock | 1,619,289 | ||||||||||||||||||||||
Exercise price per warrant | $ 1.75 | ||||||||||||||||||||||
Liquidated damages | 1.00% | 1.00% | |||||||||||||||||||||
Maximum liquidated damages in the event in the even the common stock is not registered for resale within specific time periods | $ 250,000 | $ 60,000 | |||||||||||||||||||||
Private Placements With Accredited Investors [Member] | Subsequent Event [Member] | Maximum [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Liquidated damages | 6.00% | 6.00% | |||||||||||||||||||||
Private Placements With Accredited Investors B [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Aggregate offering price | $ 0.13 | ||||||||||||||||||||||
Aggregate offering shares | 1,169,232 | ||||||||||||||||||||||
Private Placements With Accredited Investors C [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Aggregate offering price | $ 0.15 | ||||||||||||||||||||||
Aggregate offering shares | 166,667 | ||||||||||||||||||||||
Chelsea Investor Relations [Member] | Subsequent Event [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Issuance of stock to consultants, shares | 500,000 | ||||||||||||||||||||||
Issuance of stocks to consultants, value | $ 330,000 | ||||||||||||||||||||||
Securities Purchase Agreements [Member] | Third Party [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Shelf, authorized shares | 50,000 | ||||||||||||||||||||||
Sale of common stock, number of shares | 30,000 | 100,000 | |||||||||||||||||||||
Sale of common stock | $ 10,000 | $ 50,000 | |||||||||||||||||||||
Securities Purchase Agreements [Member] | Third Party [Member] | Subsequent Event [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Sale of common stock, number of shares | 50,000 | ||||||||||||||||||||||
Contingent Payment Obligation [Member] | Unsecured Debt [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Unsecured promissory note | 5,222,000 | 5,222,000 | 5,222,000 | ||||||||||||||||||||
Contingent Payment Rights [Member] | Unsecured Debt [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Fair value of payment obligation | $ 2,500,000 | $ 2,500,000 | $ 2,500,000 | ||||||||||||||||||||
Contingent Payment Rights [Member] | Third Party [Member] | Unsecured Debt [Member] | |||||||||||||||||||||||
Stock Authorization And Issuance [Line Items] | |||||||||||||||||||||||
Unsecured promissory note | 20,000 | ||||||||||||||||||||||
Fair value of payment obligation | $ 100,000 |
Stock Authorization And Issua_4
Stock Authorization And Issuance (Summary Of Equity Offerings) (Details) | 12 Months Ended |
Dec. 31, 2020USD ($)$ / sharesshares | |
Equity Offerings [Line Items] | |
# of Common Shares/ Units Sold | $ 4,766,000 |
Average Exercise Price Per Warrant | $ / shares | $ 0.45 |
Common Stock [Member] | |
Equity Offerings [Line Items] | |
# of Common Shares/ Units Sold | $ 148,000 |
Common Stock [Member] | Private Placement Of Common Stock [Member] | January 2020 [Member] | |
Equity Offerings [Line Items] | |
# of Common Shares/ Units Sold | $ 1,335 |
Average Price per Share/Unit | $ / shares | $ 0.13 |
Net Proceeds | $ 177,000 |
Common Stock [Member] | Private Placement Of Common Stock, Amended To Add CPR [Member] | March 2020 [Member] | |
Equity Offerings [Line Items] | |
# of Common Shares/ Units Sold | $ 2,571 |
Average Price per Share/Unit | $ / shares | $ 0.35 |
Net Proceeds | $ 900,000 |
Common Stock [Member] | Private Placement Of Common Stock With CPRs [Member] | April 2020 to December 2020 [Member] | |
Equity Offerings [Line Items] | |
# of Common Shares/ Units Sold | $ 10,858 |
Average Price per Share/Unit | $ / shares | $ 0.35 |
Net Proceeds | $ 3,724,000 |
Warrants Outstanding [Member] | Warrant Amendment [Member] | February 2020 [Member] | |
Equity Offerings [Line Items] | |
Number of warrants issued | shares | 5,000,000 |
Average Exercise Price Per Warrant | $ / shares | $ 0.74 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Aug. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost, net of estimated forfeitures | $ 360,000 | ||
Expected weighted average period to recognize the compensation cost, in years | 6 months | ||
2008 Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares available for grant | 20,473 | ||
Maximum number of shares per employee | 5,000 | ||
Number of shares authorized | 50,000 | ||
2011 Long Term Incentive Equity Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares available for grant | 25,627 | ||
Maximum number of shares per employee | 150,000 | ||
Number of shares authorized | 3,000,000 | ||
2019 Long-Term Incentive Equity Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares available for grant | 155,000 | ||
Number of shares authorized | 12,000,000 | 12,000,000 | |
Restricted Stock Award And Restricted Stock Unit [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vested fair value | $ 300,000 | ||
Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average fair value of option shares granted | $ 0.27 | $ 0.14 | |
Fair market value of vested shares | $ 900,000 | $ 500,000 | |
Intrinsic value of options exercised | $ 0 | $ 0 | |
Minimum [Member] | Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 1 year | ||
Maximum [Member] | Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Non Employee Directors [Member] | Maximum [Member] | 2019 Long-Term Incentive Equity Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum number of shares per employee | 1,000,000 | ||
Weighted average fair value of option shares granted | $ 175,000 | ||
Non Employee [Member] | Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 1 year |
Share-Based Compensation (Sched
Share-Based Compensation (Schedule Of Share-Based Compensation Expense Included In Statements Of Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total share-based compensation expense | $ 1,244 | $ 589 |
Research And Development Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total share-based compensation expense | 5 | |
Selling, General and Administrative Expenses [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total share-based compensation expense | $ 1,244 | $ 584 |
Share-Based Compensation (Summa
Share-Based Compensation (Summary Of Restricted Stock Activity) (Details) - Restricted Stock Award And Restricted Stock Unit [Member] shares in Thousands | 12 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Non-vested at beginning of year, Shares | shares | |
Granted, Shares | shares | 1,016 |
Vested, Shares | shares | (829) |
Non-vested at end of year, Shares | shares | 187 |
Non-vested at beginning of year, Weighted-Average Grant-Date Fair Value | $ / shares | |
Granted, Weighted Average Grant Date Fair Value | $ / shares | 0.31 |
Vested, Weighted Average Grant Date Fair Value | $ / shares | 0.31 |
Non-vested at end of year, Weighted-Average Grant-Date Fair Value | $ / shares | $ 0.33 |
Share-Based Compensation (Sum_2
Share-Based Compensation (Summary Of Option Activity) (Details) - Stock Options [Member] $ / shares in Units, shares in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding, Shares, Beginning of year | shares | 11,410 |
Granted, Shares | shares | 843 |
Exercised, Shares | shares | |
Forfeited, Shares | shares | (13) |
Outstanding, Shares, End of year | shares | 12,240 |
Outstanding, Weighted Average Exercise Price, Beginning of year | $ / shares | $ 0.33 |
Granted, Weighted Average Exercise Price | $ / shares | 0.31 |
Exercised, Weighted Average Exercise Price | $ / shares | |
Forfeited, Weighted Average Exercise Price | $ / shares | 38.86 |
Outstanding, Weighted Average Exercise Price, End of year | $ / shares | $ 0.28 |
Outstanding, Weighted Average Remaining Contractual Term | 5 years 6 months |
Outstanding, Aggregate Intrinsic Value | $ | $ 3,401 |
Vested and expected to vest at end of year, shares | shares | 9,490 |
Vested and expected to vest at end of year, weighted average exercise price | $ / shares | $ 0.31 |
Vested and expected to vest at end of year, weighted average remaining contractual term | 5 years 6 months |
Vested and expected to vest at end of year, aggregate intrinsic value | $ | $ 2,578 |
Share-Based Compensation (Sum_3
Share-Based Compensation (Summary Of Valuation Assumptions) (Details) - Stock Options [Member] | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected option term | 5 years | 5 years |
Expected annual dividend yield | 0.00% | 0.00% |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility factor | 127.40% | 119.10% |
Risk-free interest rate | 0.33% | 1.60% |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility factor | 135.30% | |
Risk-free interest rate | 1.63% |
Share-Based Compensation (Sum_4
Share-Based Compensation (Summary Of Options And Warrants By Exercise Price Range) (Details) - Stock Options [Member] shares in Thousands | 12 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Options Outstanding | |
Number Outstanding | shares | 12,240 |
Wtd. Avg. Exercise Price | $ 0.28 |
Wtd. Avg. Remaining Contractual Life | 5 years 6 months |
Options Vested | |
Number Exercisable | shares | 9,490 |
Wtd. Avg. Exercise Price | $ 0.31 |
Wtd. Avg. Remaining Contractual Life | 5 years 6 months |
$0.171 - $0.33 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Excercise price minimum | $ 0.171 |
Exercise price maximum | $ 0.33 |
Options Outstanding | |
Number Outstanding | shares | 11,318 |
Wtd. Avg. Exercise Price | $ 0.18 |
Wtd. Avg. Remaining Contractual Life | 5 years 7 months 6 days |
Options Vested | |
Number Exercisable | shares | 8,624 |
Wtd. Avg. Exercise Price | $ 0.18 |
Wtd. Avg. Remaining Contractual Life | 5 years 7 months 6 days |
$0.50 - $0.60 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Excercise price minimum | $ 0.50 |
Exercise price maximum | $ 0.60 |
Options Outstanding | |
Number Outstanding | shares | 513 |
Wtd. Avg. Exercise Price | $ 0.59 |
Wtd. Avg. Remaining Contractual Life | 5 years |
Options Vested | |
Number Exercisable | shares | 457 |
Wtd. Avg. Exercise Price | $ 0.60 |
Wtd. Avg. Remaining Contractual Life | 4 years 9 months 18 days |
$1.98 - $2.13 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Excercise price minimum | $ 1.98 |
Exercise price maximum | $ 2.13 |
Options Outstanding | |
Number Outstanding | shares | 381 |
Wtd. Avg. Exercise Price | $ 2.02 |
Wtd. Avg. Remaining Contractual Life | 3 years 4 months 24 days |
Options Vested | |
Number Exercisable | shares | 381 |
Wtd. Avg. Exercise Price | $ 2.02 |
Wtd. Avg. Remaining Contractual Life | 3 years 4 months 24 days |
$13.80 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price maximum | $ 13.80 |
Options Outstanding | |
Number Outstanding | shares | 28 |
Wtd. Avg. Exercise Price | $ 13.80 |
Wtd. Avg. Remaining Contractual Life | 6 months |
Options Vested | |
Number Exercisable | shares | 28 |
Wtd. Avg. Exercise Price | $ 13.80 |
Wtd. Avg. Remaining Contractual Life | 6 months |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Jan. 31, 2020 | |
Related Party Transaction [Line Items] | |||
Common stock, shares issued | 58,591,000 | 34,097,000 | |
Sterne, Kessler, Goldstein & Fox, PLLC [Member] | |||
Related Party Transaction [Line Items] | |||
Amount paid to related party | $ 10,000 | $ 20,000 | |
Stacie Wilf [Member] | |||
Related Party Transaction [Line Items] | |||
Accounts payable | $ 80,000 | ||
Common stock, shares issued | 500,000 | ||
Promissory Notes [Member] | Unsecured Debt [Member] | Sterne, Kessler, Goldstein & Fox, PLLC [Member] | |||
Related Party Transaction [Line Items] | |||
Amount paid to related party | 100,000 | $ 0 | |
Secured notes payable | $ 800,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Mar. 26, 2021 | Mar. 09, 2021 | Jan. 25, 2021 | Jan. 11, 2021 | Mar. 31, 2021 | Jan. 31, 2021 | Mar. 31, 2020 | Jan. 31, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Aug. 31, 2019 |
Subsequent Event [Line Items] | |||||||||||||
Amount received from investors | $ 400,000 | $ 400,000 | |||||||||||
Liquidated damages | 1.00% | ||||||||||||
Maximum liquidated damages in the event in the even the common stock is not registered for resale within specific time periods | $ 100,000 | ||||||||||||
Exercise price per warrant | $ 0.45 | $ 0.45 | |||||||||||
Subsequent Event [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Exercise price per warrant | $ 0.16 | $ 0.16 | |||||||||||
Payment to settle outstanding accounts and notes payable for litigation costs | $ 3,000,000 | ||||||||||||
Private Placements With Accredited Investors [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Aggregate offering shares | 2,571,432 | 10,857,876 | 10,857,876 | ||||||||||
Aggregate offering price | $ 0.35 | $ 0.35 | $ 0.35 | ||||||||||
Proceeds from issurance of common stock | $ 900,000 | $ 200,000 | $ 3,800,000 | ||||||||||
Private Placements With Accredited Investors [Member] | Subsequent Event [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Aggregate offering shares | 3,230,942 | 2,976,430 | 3,230,942 | ||||||||||
Aggregate offering price | $ 0.35 | ||||||||||||
Proceeds from issurance of common stock | $ 4,200,000 | $ 1,000,000 | |||||||||||
Liquidated damages | 1.00% | 1.00% | |||||||||||
Maximum liquidated damages in the event in the even the common stock is not registered for resale within specific time periods | $ 250,000 | $ 60,000 | |||||||||||
Warrants to purchase common stock | 1,619,289 | 1,619,289 | |||||||||||
Exercise price per warrant | $ 1.75 | $ 1.75 | |||||||||||
Commitment to file registration statement, period | 30 days | ||||||||||||
Commitment to file, effective period | 90 days | ||||||||||||
Chelsea Investor Relations [Member] | Subsequent Event [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Issuance of stock to consultants, shares | 500,000 | ||||||||||||
Issuance of stocks to consultants, value | $ 330,000 | ||||||||||||
2019 Long-Term Incentive Equity Plan [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Number of shares authorized | 12,000,000 | 12,000,000 | 12,000,000 | ||||||||||
2019 Long-Term Incentive Equity Plan [Member] | Subsequent Event [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Number of shares authorized | 27,000,000 | ||||||||||||
Exercise price | $ 0.54 | ||||||||||||
Option period | 2 years | ||||||||||||
2019 Long-Term Incentive Equity Plan [Member] | Jeffrey Parker [Member] | Subsequent Event [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Maximum number of shares per employee | 8,000,000 | ||||||||||||
2019 Long-Term Incentive Equity Plan [Member] | Cynthia French [Member] | Subsequent Event [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Maximum number of shares per employee | 1,000,000 | ||||||||||||
2019 Long-Term Incentive Equity Plan [Member] | Three Non-Employee Directors [Member] | Subsequent Event [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Maximum number of shares per employee | 380,000 | ||||||||||||
2019 Long-Term Incentive Equity Plan [Member] | Other Key Employees [Member] | Subsequent Event [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Maximum number of shares per employee | 2,900,000 | ||||||||||||
2019 Long-Term Incentive Equity Plan [Member] | Consultants [Member] | Subsequent Event [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Shares granted | 32,000 | ||||||||||||
Agreement term | 1 year | ||||||||||||
Share granted, value | $ 50,000 | ||||||||||||
Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Estimated loss | $ 3,600,000 | $ 3,600,000 | $ 3,600,000 | ||||||||||
Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. [Member] | Subsequent Event [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Payment to settle outstanding accounts and notes payable for litigation costs | $ 3,000,000 | ||||||||||||
Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. [Member] | Note Payable To A Related Party [Member] | Secured Debt [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Long-term note payable, related party | 3,100,000 | 3,100,000 | |||||||||||
Accrued interest | $ 30,000 | $ 30,000 | |||||||||||
Maximum [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Liquidated damages | 6.00% | ||||||||||||
Maximum [Member] | Private Placements With Accredited Investors [Member] | Subsequent Event [Member] | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Liquidated damages | 6.00% | 6.00% |