Legal Proceedings
−Removed: Smart Packaging Solutions SA v.
−Removed: CPI Card Group Inc.
−Removed: On April 20, 2021, Smart Packaging Solutions, SA (“SPS”) filed a patent infringement lawsuit against the Company in the United States District Court for the District of Delaware seeking an unspecified amount of damages and equitable relief.
−Removed: In the complaint, SPS alleges that the Company infringed four patents that SPS has exclusively licensed from Feinics AmaTech Teoranta.
−Removed: The patents all relate to antenna technology.
−Removed: SPS alleges that the Company incorporates the patented technology into its products that use contactless communication.
−Removed: The Company does not produce antennas;
−Removed: it purchases certain antenna-related components from SPS and a number of other suppliers.
−Removed: The Company’s motion to dismiss the complaint is currently pending.
−Removed: Additionally, a third party, Infineon, filed requests for Inter Parties Review (“IPR”) proceedings concerning each of the four patents.
−Removed: As a result, the Delaware District Court stayed the case pending resolution of the requests for review.
−Removed: The United States Patent Office has instituted proceedings with respect to all of the IPR requests and three of the patents have been invalidated in the IPR proceedings and one remains under review.
−Removed: The remaining proceedings in the patent office are scheduled to run through November 2023.
−Removed: Should the remaining patent survive review by the United States Patent Office, the Company intends to defend the suit vigorously.
−Removed: However, no assurance can be given that this matter will be resolved favorably.
−Removed: In addition to the matter described above, the Company may be subject to routine legal proceedings in the ordinary course of business.
−Removed: The Company believes that the ultimate resolution of any such matters will not have a material adverse effect on its business, financial condition or results of operations.
+Added: Refer to Note 12 of the Condensed Consolidated Financial Statements in this report for information regarding legal proceedings.
Risk Factor s
1 unchanged sentence
Such risk factors continue to be relevant to an understanding of our business, financial condition and operating results.
−Removed: As of the date of this Quarterly Report on Form 10-Q, there have been the following material changes with respect to such risk factors.
−Removed: Conditions in the banking system and financial markets, including the failure of banks and financial institutions, could have an adverse effect on our business, financial condition and results of operations.
−Removed: Events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions, transactional counterparties or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds or other similar risks, have in the past and may in the future lead to market-wide liquidity problems.
−Removed: For example, on March 10 and March 12, 2023, the Federal Deposit Insurance Corporation took control and was appointed receiver of Silicon Valley Bank and Signature Bank, respectively, after each bank was unable to continue their operations, and more recently, assisted with the assumption of First Republic Bank’s deposits and assets by JP Morgan Chase.
−Removed: These events exposed vulnerabilities in the banking sector, including uncertainties, significant volatility and contagion risk, any or all of which could have an adverse effect on our business, financial condition and results of operations.
−Removed: In addition to the market-wide impacts, our reliance on financial institutions and non-traditional financial service providers such as fintechs as our primary customers expose us to additional risk from adverse events affecting the industry.
−Removed: The failure of financial institutions, the migration of deposits from smaller financial institutions to larger ones due to reduced confidence in or concerns about the stability of smaller financial institutions or non-traditional financial service providers, as well as consumers opening fewer new accounts at these institutions, may impact the quantity and timing of orders for our products.
−Removed: Additionally, the recent uncertainty in the banking sector, as well as broader economic conditions in general, may cause banks and financial institutions to implement precautionary measures such as reducing spending on card programs or being more selective about issuing or renewing cards to customers.
−Removed: Any of the foregoing events could result in lower demand for our products, which in turn could have a material adverse effect on our business, financial condition and results of operations.
−Removed: Critical vendors, third-party manufacturers, or other third parties on which we rely, could also be adversely affected by the liquidity and other risks related to bank failures, which in turn could result in material adverse impacts on our business, financial condition and results of operations.
−Removed: These could include, but may not be limited to, delayed access to deposits or other financial assets or the uninsured loss of deposits or other financial assets and difficulty in accessing commercial financing on acceptable terms or at all due to tightening credit markets, covenant terms and higher interest rates.
−Removed: Any third-party bankruptcy or insolvency, or any breach or default by a third party on which we rely, or
−Removed: the loss of any significant supplier relationships, could result in material adverse impacts on our business, financial condition and results of operations .
−Removed: Exhibit Description
−Removed: Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
−Removed: Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
−Removed: Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
−Removed: Inline XBRL Taxonomy Extension Schema Document.
−Removed: Inline XBRL Taxonomy Extension Calculation Linkbase Document.
−Removed: Inline XBRL Taxonomy Extension Label Linkbase Document.
−Removed: Inline XBRL Taxonomy Extension Presentation Linkbase Document.
−Removed: Inline XBRL Taxonomy Extension Definition Linkbase Document.
−Removed: Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
−Removed: Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: CPI CARD GROUP INC.
−Removed: November 7, 2023
−Removed: /s/ Scott Scheirman
−Removed: Scott Scheirman
−Removed: Chief Executive Officer
−Removed: (Principal Executive Officer)
−Removed: November 7, 2023
−Removed: /s/ Jeffrey Hochstadt
−Removed: Jeffrey Hochstadt
−Removed: Chief Financial Officer
−Removed: (Principal Financial Officer)
−Removed: November 7, 2023
−Removed: /s/ Donna Abbey
−Removed: Chief Accounting Officer
−Removed: (Principal Accounting Officer)
+Added: As of the date of this Quarterly Report on Form 10-Q, there have been no material changes with respect to such risk factors.
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.