What changed in this filing

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Item 1A. Risk Factors

2020-09-18 compared with 2012-11-05 · 110 added, 93 removed, 67 unchanged (75% of the section changed)

3 unchanged sentences

WE MAY NEED ADDITIONAL

FINANCING DUE TO LIMITED RESOURCES.

Our financial resources are limited, and the amount of funding that is required

to develop and commercialize our products and technologies is highly uncertain.

FINANCING FOR PRODUCT DEVELOPMENT.

Our financial resources are sufficient for current operational needs, however, the amount of

funding required to develop and commercialize our products and technologies is highly uncertain.

Adequate funds may not be available

when needed or on terms satisfactory to us.

Lack of funds may cause us to delay, reduce and/or abandon certain or all

aspects of our development and commercialization programs.

We may seek additional financing through the issuance of

equity or convertible debt securities.

In such event, the percentage ownership of our stockholders would be reduced,

stockholders may experience additional dilution, and such securities may have rights, preferences and privileges senior to those

of our Common Stock.

There can be no assurance that additional financing will be available on terms favorable to us

If adequate funds are not available or are not available on acceptable terms, we may not be able to fund

our expansion, take advantage of desirable acquisition opportunities, develop or enhance services or products or respond to competitive

Such inability could have a materially adverse effect on our business, results of operations and financial

WE MAY INFRINGE THE INTELLECTUAL

PROPERTY RIGHTS OF OTHERS.

The industry in which we operate has many participants that own, or claim to own, proprietary

intellectual property.

In the past we have received, and in the future may receive, claims from third parties alleging that we,

and possibly our customers, violate their intellectual property rights.

Rights to intellectual property can be difficult to verify

and litigation may be necessary to establish whether or not we have infringed the intellectual property rights of others.

cases, these third parties are companies with substantially greater resources than us, and they may be able to, and may choose

to, pursue complex litigation to a greater degree than we could.

Regardless of whether these infringement claims have merit or

not, we may be subject to the following:

o We may be liable for potentially substantial damages, liabilities and litigation costs,

including attorneys’

o We may be prohibited from further use of the intellectual property and may be required

to cease selling our products that are subject to the claim;

o We may have to license the third party intellectual property, incurring royalty fees

that may or may not be on commercially reasonable terms.

In addition, there is no assurance that we will be able to successfully

negotiate and obtain such a license from the third party;

o We may have to develop a non-infringing alternative, which could be costly and delay

or result in the loss of sales.

Lack of funds may cause us to delay, reduce and/or abandon certain or all aspects of

our development and commercialization programs.

We may seek additional financing through the issuance of equity or convertible

debt securities.

In such event, the percentage ownership of our stockholders would be reduced, stockholders may experience additional

dilution, and such securities may have rights, preferences, and privileges senior to those of our Common Stock.

There can be no

assurance that additional financing will be available on terms favorable to us or at all.

If adequate funds are not available or

are not available on acceptable terms, we may not be able to fund our expansion, take advantage of desirable acquisition opportunities,

develop, or enhance services or products or respond to competitive pressures.

Such inability could have a materially

adverse effect on our business, results of operations and financial conditions.

WE MAY INFRINGE THE

INTELLECTUAL PROPERTY RIGHTS OF OTHERS.

The industry in which we operate has many participants that own, or claim to

own, proprietary intellectual property.

In the past we have received, and in the future may receive, claims from third parties

alleging that we, and possibly our customers, violate their intellectual property rights.

Rights to intellectual property can be

difficult to verify and litigation may be necessary to establish whether or not we have infringed the intellectual property rights

In many cases, these third parties are companies with substantially greater resources than us, and they may be able

to, and may choose to, pursue complex litigation to a greater degree than we could.

Regardless of whether these infringement claims

have merit or not, we may be subject to the following:

We may be liable for potentially substantial damages, liabilities, and litigation costs, including attorneys’

We may be prohibited from further use of the intellectual property and may be required to cease selling our products that are subject to the claim;

We may have to license the third-party intellectual property, incurring royalty fees that may or may not be on commercially reasonable terms.

In addition, there is no assurance that we will be able to successfully negotiate and obtain such a license from the third party;

We may have to develop a non-infringing alternative, which could be costly and delay or result in the loss of sales.

In addition, there is no assurance that we will be able to develop such a non-infringing alternative;

o The diversion of management’s attention and resources;

o Our relationships with customers may be adversely affected;

o We may be required to indemnify our customers for certain costs and damages they incur

in such a claim.

The diversion of management’s attention and resources;

Our relationships with customers may be adversely affected;

We may be required to indemnify our customers for certain costs and damages they incur in such a claim.

In the event of an unfavorable

18 unchanged sentences

The wireless broadband data access market is highly competitive, and we may be unable to compete effectively.

Many of our competitors or potential competitors have significantly greater financial, technical and marketing resources than we

To survive and be competitive, we will need to continuously invest in research and development, sales and marketing, and customer

Many of our competitors or potential competitors have significantly greater financial, technical, and marketing resources than

To survive and be competitive, we will need to continuously invest in research and development, sales and marketing, and

customer support.

Increased competition could result in price reductions, and smaller customer orders.

6 unchanged sentences

the assumption that we will be able to successfully complete the development and sales of our products and services in the marketplace.

prospects must be considered in the light of the risk, uncertainties, expenses and difficulties frequently encountered by companies

in the early stages of development and marketing.

In order to be successful in the market we must, among other things:

o Complete development and introduction of functional and attractive products and services;

o Attract and maintain customer loyalty;

o Establish and increase awareness of our brand and develop customer loyalty;

o Provide desirable products and services to customers at attractive prices;

o Establish and maintain strategic relationships with strategic partners and affiliates;

o Rapidly respond to competitive and technological developments;

o Build operations and customer service infrastructure to support our business;

o Attract, retain, and motivate qualified personnel.

We cannot guarantee that

we will be able to achieve these goals, and our failure to achieve them could adversely affect our business, results of operations,

Our prospects must be considered in the light of the risk, uncertainties, expenses, and difficulties frequently encountered by

companies in the early stages of development and marketing new products.

To be successful in the market we must, among other things:

Complete development and introduction of functional and attractive products and services;

Attract and maintain customer loyalty;

Establish and increase awareness of our brand and develop customer loyalty;

Provide desirable products and services to customers at attractive prices;

Establish and maintain strategic relationships with strategic partners and affiliates;

Rapidly respond to competitive and technological developments;

Build operations and customer service infrastructure to support our business;

Attract, retain, and motivate qualified personnel.

We cannot guarantee

that we will be able to achieve these goals, and our failure to achieve them could adversely affect our business, results of operations,

and financial condition.

We expect that revenues and operating results will fluctuate in the future.

is no assurance that any or all of our efforts will produce a successful outcome.

There is no assurance

that any or all our efforts will produce a successful outcome.

WE OPERATE IN A FIELD

WITH RAPIDLY CHANGING TECHNOLOGY.

Since our products and services are new, we cannot be certain that these products and services

will function as anticipated or be desirable to our intended markets.

Our current or future products and services may

fail to function properly, and if our products and services do not achieve and sustain market acceptance, our business, results

of operations and profitability may suffer.

If we are unable to predict and comply with evolving wireless standards,

our ability to introduce and sell new products will be adversely affected.

If we fail to develop and introduce products on time,

we may lose customers and potential product orders.

We cannot be certain that our products and services will function as anticipated or be desirable

to our intended markets.

Our current or future products and services may fail to function properly, and if our products and services

do not achieve and sustain market acceptance, our business, results of operations and profitability may suffer.

If we are unable

to predict and comply with evolving wireless standards, our ability to introduce and sell new products will be adversely affected.

If we fail to develop and introduce products on time, we may lose customers and potential product orders.

WE DEPEND ON THE DEMAND

3 unchanged sentences

if wireless operators experience financial or network difficulties, it will likely reduce demand for our products.

Demand for wireless

access can rise and fall greatly during times of contagious outbreaks and their aftermath.

These surges in demand can be temporary

and unstable.

When the outbreak ends, or becomes more controlled, demand for wireless network access could drop off decreasing

sales revenue.

These changes are beyond our ability to control and can either increase or decrease demand for our products.

PANDEMIC OUTBREAKS CAN

CAUSE VOLATILE CHANGES IN THE MARKET.

Demand for wireless access can rise and fall greatly during times of Pandemic outbreaks,

such as COVID-19, as more people may be required to work remotely and schools may be required to operate remote classrooms.

an outbreak ends, or becomes more controlled, demand for wireless devices could drop off, decreasing demand for our products.

outbreaks can also disrupt supply chains, manufacturing operations, and shipping.

These disruptions can make product fulfilment

difficult, delayed, or impossible.

All these changes are beyond our ability to control and can cause revenue and income to change

dramatically.

WE DEPEND ON COLLABORATIVE

1 unchanged sentence

The development and commercialization of our products and services depend in large part upon our ability

to selectively enter into and maintain collaborative arrangements with developers, distributors, service providers, network systems

to selectively enter and maintain collaborative arrangements with developers, distributors, service providers, network systems

providers, core wireless communications technology providers and manufacturers, among others.

2 unchanged sentences

on a small number of customers for a significant portion of our revenues.

For the year ended June 30, 2012, net revenues

from one customer, Sprint/United Management Company, represented 39% of our consolidated net sales.

We have a written agreement

with this customer that governs the sale of products to it, but the agreement does not obligate it to purchase any quantity

For the year ended June 30, 2020, net revenues from our

two largest customers represented 46% and 36% of our consolidated net sales, respectively.

We have a written agreement with each

of these customers that governs the sale of products to them, but the agreements do not obligate them to purchase any quantity

of products from us.

If this customer were to reduce its business with us, our revenues and profitability could materially

If these customers were to reduce their business with us, our revenues and profitability could

materially decline.

OUR PRODUCT DELIVERIES

ARE SUBJECT TO LONG LEAD TIMES.

Due to our limited capital resources, we often experience long-lead times to ship products to our

customers, often in excess of 45 days.

This could cause us to lose customers, who may be able to secure faster delivery times from

our competitors, and require us to maintain higher levels of working capital.

We often experience long-lead times to ship products, often more than 45 days.

This could cause

us to lose customers, who may be able to secure faster delivery times from our competitors and require us to maintain higher levels

of working capital.

OUR PRODUCT-TO-MARKET

8 unchanged sentences

operations exposes us to additional risks unique to such international markets, including the following:

o Increased credit management risks and greater difficulties in collecting accounts

o Unexpected changes in regulatory requirements, wireless communications standards,

exchange rates, trading policies, tariffs and other barriers;

o Uncertainties of laws and enforcement relating to the protection of intellectual property;

o Language barriers;

o Potential adverse tax consequences.

Furthermore, if we are

unable to further develop distribution channels in countries in North America, the Caribbean and South America, we may not be able

to grow our international operations, and our ability to increase our revenue will be negatively impacted.

Increased credit management risks and greater difficulties in collecting accounts receivable;

Unexpected changes in regulatory requirements, wireless communications standards, exchange rates, trading policies, tariffs, and other barriers;

Uncertainties of laws and enforcement relating to the protection of intellectual property;

Language barriers;

Potential adverse tax consequences.

Furthermore, if we are unable to further

develop distribution channels in countries in North America, EMEA and Asia, we may not be able to grow our international operations,

and our ability to increase our revenue will be negatively impacted.

We believe that our

products are currently exempt from international tariffs.

If this were to change at any point, a tariff of 10%-25% of the purchase

price could be imposed.

If such tariffs are imposed, they could have a materially adverse effect on sales and operating results.

GOVERNMENT REGULATION

COULD RESULT IN INCREASED COSTS AND INABILITY TO SELL OUR PRODUCTS.

Our products are subject to certain mandatory regulatory

approvals in the United States and other regions in which we operate.

In the United States, the Federal Communications Commission

regulates many aspects of communications devices.

Although we have obtained all the necessary Federal Communications

Commission and other required approvals for the products we currently sell, we may not obtain approvals for future products on

a timely basis, or at all.

In addition, regulatory requirements may change or we may not be able to obtain regulatory approvals

from countries other than the United States in which we may desire to sell products in the future.

Our products are subject to certain mandatory regulatory approvals

in the United States and other regions in which we operate.

In the United States, the Federal Communications Commission regulates

many aspects of communications devices.

Although we have obtained all the necessary Federal Communications Commission and other

required approvals for the products we currently sell, we may not obtain approvals for future products on a timely basis, or at

In addition, regulatory requirements may change, or we may not be able to obtain regulatory approvals from countries other

than the United States in which we may desire to sell products in the future.

UNRESOLVED STAFF COMMENTS

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K/A

Item 1A. Risk Factors