●
|
On December 18, 2018, Network-1 agreed to make an investment of up to $5,000,000 in ILiAD Biotechnologies, LLC ("ILiAD"), a privately held development stage biotechnology company dedicated to the prevention of human disease caused by Bordetella pertussis with a current focus on its proprietary intranasal vaccine, BPZE1, for the prevention of pertussis (whooping cough). The investment by Network-1 is part of a financing of up to approximately $15,200,000 of Class C units of ILiAD, consisting of two tranches. Network-1 made an initial investment at the December 18, 2018 closing of $2,500,000. Network-1 owned approximately 7.1% of the outstanding units of ILiAD (on a non-fully diluted basis) at December 31, 2018. In connection with this investment, Corey M. Horowitz, Network-1's Chairman and Chief Executive Officer, became a member of ILiAD's Board of Managers.
|
●
|
On November 13, 2017, a jury empaneled in the U.S. District Court for the Eastern District of Texas found that certain claims of Network-1's Remote Power Patent were invalid and not infringed by Hewlett-Packard (HP). On August 29, 2018, the District Court (i) granted Network-1's motion for judgment as a matter of law that its Remote Power Patent is valid, thereby overturning the HP jury verdict of invalidity and (ii) denied Network-1's motion for a new trial on infringement. Network-1 appealed the District Court's denial of its motion for a new trial on infringement to the U.S. Court of Appeals for the Federal Circuit. As a result of the HP jury verdict, several of Network-1's largest licensees, including Cisco, Network-1's largest licensee, notified Network-1 in late November 2017 and January 2018 that they will no longer make ongoing royalty payments to Network-1 pursuant to their license agreements. If Network-1 successfully overturns the District Court order of non-infringement in its appeal to the Federal Circuit, certain licensees of the Remote Power Patent, including Cisco, will be obligated to pay Network-1 ongoing royalties and all royalties that accrued but were not paid following (and prior to) the HP jury verdict in November 2017.
|
●
|
The District Court decision overturning the HP jury verdict on invalidity confirmed the following: (i) Network-1 believes that Dell, Inc. is obligated to pay all prior unpaid royalties, including those that accrued after the date of the HP Jury Verdict (November 13, 2017), as well as future royalties through the expiration of the Remote Power Patent in March 2020 and (ii) Polycom, Inc. has a continuing obligation to make ongoing licensing payments to Network-1 including $2,000,000 of installment license initiation fees ($1,000,000 of which was paid and recorded as revenue for the year ended December 31, 2018). Dell has not made payment of such accrued royalties due Network-1 and on November 13, 2018 Network-1 commenced legal action against Dell Inc.
|
●
|
On June 14, 2017, the Board of Directors of Network-1 authorized an extension and increase of Network-1's Share Repurchase Program to repurchase up to $5,000,000 of its common stock over the subsequent 24 month period. During the year ended December 31, 2018, Network-1 repurchased an aggregate of 578,845 shares of its common stock pursuant to its Share Repurchase Program at a cost of approximately $1,597,000 (exclusive of commissions) or an average price per share of $2.76. Since inception of Network-1's Share Repurchase Program (August 2011) to date, Network-1 has repurchased an aggregate of 8,154,398 shares of its common stock at a cost of approximately $15,142,000 (exclusive of commissions) or an average per share price of $1.86.
|
●
|
On October 16, 2017, the U.S. Bankruptcy Court of the Southern District of New York approved the Network-1's settlement with Avaya, Inc. ("Avaya"). As part of the settlement, Avaya, which on January 19, 2007 had filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code, entered into a non-exclusive license agreement for the full term of the Remote Power Patent. Under the terms of the license, Avaya paid Network-1 a lump sum amount for sales of certain designated Power over Ethernet ("PoE") products, and an ongoing royalty for other designated PoE products. In addition, Avaya agreed that Network-1 had an allowed general unsecured claim in the amount of $37,500,000, as amended, relating to all acts occurring on or before January 19, 2018. On January 9, 2018, Network-1 sold its allowed general unsecured claim of $37,500,000 against Avaya, Inc. for $6,320,000 to an unaffiliated third party.
|
●
|
On December 29, 2017, Network-1 acquired from M2M and IoT Technologies, LLC ("M2M") a patent portfolio consisting of twelve (12) issued U.S. patents, seven pending U.S. patent applications and nine pending international patents, all relating to, among other things, the enabling technology for authenticating, provisioning and using embedded SIM cards in next generation IoT, Machine-to-Machine, and other mobile devices, including smartphones, tablets and computers as well as automobiles and drones. Since the acquisition of the portfolio from M2M, Network-1 has been issued eight additional related U.S. patents resulting in an aggregate of twenty (20) issued U.S. patents in the portfolio.
|
●
|
On December 7, 2016, the Board of Directors of Network-1 approved the initiation of a dividend policy providing for the payment of a semi-annual cash dividend of $0.05 per common share ($0.10 per common share annually) commencing in 2017. Network-1 anticipates paying the semi-annual dividends in March and September of each year. It is anticipated that the semi-annual cash dividend will continue to be paid through March 2020 (the expiration of the Remote Power Patent) provided that Network-1 continues to receive royalties from licensees of its Remote Power Patent. On February 11, 2019, the Board of Directors of Network-1, pursuant to its dividend policy, declared a semi-annual cash dividend of $0.05 per common share which was payable on March 25, 2019 to all common stockholders of record as of March 11, 2019.
|
Years Ended
December 31, |
||||||||
2018
|
2017
|
|||||||
REVENUE
|
$
|
22,106,000
|
$
|
16,451,000
|
||||
OPERATING EXPENSES:
|
||||||||
Costs of revenue
|
8,072,000
|
4,970,000
|
||||||
Professional fees and related costs
|
1,635,000
|
2,057,000
|
||||||
General and administrative
|
2,255,000
|
2,255,000
|
||||||
Amortization of patents
|
290,000
|
206,000
|
||||||
Stock-based compensation
|
687,000
|
949,000
|
||||||
TOTAL OPERATING EXPENSES
|
12,939,000
|
10,437,000
|
||||||
OPERATING INCOME
|
9,167,000
|
6,014,000
|
||||||
OTHER INCOME:
|
||||||||
Interest income, net
|
876,000
|
215,000
|
||||||
Net realized and unrealized loss from investments
|
(29,000)
|
|
||||||
Total other income
|
847,000
|
215,000
|
||||||
INCOME BEFORE INCOME TAXES
|
10,014,000
|
6,229,000
|
||||||
INCOME TAXES:
|
||||||||
Current
|
2,308,000
|
2,057,000
|
||||||
Deferred taxes, net
|
—
|
39,000
|
||||||
Total income taxes
|
2,308,000
|
2,096,000
|
||||||
NET INCOME
|
$
|
7,706,000
|
$
|
4,133,000
|
||||
Net Income Per Share:
|
||||||||
Basic
|
$
|
0.32
|
$
|
0.17
|
||||
Diluted
|
$
|
0.30
|
$
|
0.16
|
||||
Weighted average common shares outstanding:
|
||||||||
Basic
|
23,763,785
|
24,147,908
|
||||||
Diluted
|
25,354,978
|
26,396,160
|
||||||
Cash dividends declared per share
|
$
|
0.10
|
$
|
0.10
|
||||
NET INCOME
|
$
|
7,706,000
|
$
|
4,133,000
|
||||
OTHER COMPREHENSIVE INCOME (LOSS):
|
||||||||
Net unrealized holding loss on corporate bonds and notes arising during the year, net of tax
|
(39,000)
|
|
(11,000)
|
|
||||
COMPREHENSIVE INCOME
|
$
|
7,667,000
|
$
|
4,122,000
|
Cash and cash equivalents
|
$
|
18,680,000
|
||
Marketable securities
|
$
|
36,311,000
|
||
Total current assets
|
$
|
55,547,000
|
||
Total assets
|
$
|
60,266,000
|
||
Total current liabilities
|
$
|
2,061,000
|
||
Total long term liabilities
|
$
|
-0-
|
||
Total stockholders' equity
|
$
|
58,205,000
|
||