What changed in this filing

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Item 1A. Risk Factors

2021-04-15 compared with 2020-03-27 · 192 added, 189 removed, 516 unchanged (42% of the section changed)

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have a history of losses and are continuing to incur losses .

During the period from 2008, when we changed our business to

become an intellectual property management company, through 2019, we generated a cumulative loss of more than $19,969,000 on cumulative

revenues of less than $17,150,000 and our losses are continuing.

Our total assets were approximately $5,159,000 at December 31,

2019, of which approximately $2,754,000 represented the book value of patents we acquired from Intellectual Ventures and its affiliates.

At December 31, 2019, we had a working capital deficiency of approximately $7,141,000, and our continuing losses are generating

an increase in our negative working capital.

We cannot give assurance that we can or will ever operate profitably.

During the period from 2008, when we changed our business to become

an intellectual property management company, through December 31, 2020, we generated a cumulative loss of approximately $21.3 million

on cumulative revenues of less than $21.3 million, and our losses are continuing.

We did not generate any revenue during the fourth quarter

Our total assets were approximately $3.5 million at December 31, 2020, of which approximately $2.2 million represented the book

value of patents we acquired from Intellectual Ventures and its affiliates.

At December 31, 2020, we had a working capital deficiency

of approximately $8.2 million.

Our working capital deficiency reflected a loan payable to Intelligent Partners of approximately $4.7 million,

which loan payable has been terminated as part of the restructure agreement with Intelligent Partners.

We cannot give assurance that we

can or will ever operate profitably.

did not generate any revenue during the fourth quarter of 2020 .

During the fourth quarter of 2020, we did not generate any

Because we were in default under our loans to Intelligent Partners (as successor to United Wireless), with Intelligent

Partners having the ability to declare a default on our notes in the principal amount of $4,672,810, with the possibility of our

seeking protection under the Bankruptcy Act, we ceased our monetization activities, since no counsel would represent us on a contingent

basis in view of the default and possible bankruptcy, and devoted our efforts in negotiating the agreements with QFL and Intelligent

independent auditors have included a going concern qualification in their report on our financial statements for the year ended

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our intellectual property.

We cannot assure you that we will be able to obtain necessary funding or to develop our business.

we generate significant revenue from our intellectual properties, we may be unable to pay the notes we incurred in connection

with our recent intellectual property purchase .

As of December 31, 2019, we owed approximately $4,791,000 to Intelligent Partners

as holder of the notes representing loans and accrued interest, including capitalized interest.

The notes are due September 30,

Unless we generate revenue either from our existing intellectual property portfolio, including the patent rights we acquired

from the Intellectual Ventures Entities, or from any new intellectual property portfolios which we may acquire in the future,

we do not expect to have the funds necessary to pay principal and interest on the notes.

If we are not able to make payment when

due, we may not be able to continue in business and it may be necessary for us to seek protection under the Bankruptcy Act.

cannot assure you that we will be able to generate the revenue necessary to pay Intelligent Partners.

we breach certain obligations under our agreement with United Wireless, including our failure to pay the notes when due or have

sufficient authorized common stock for potential conversion of our notes due to Intelligent Partners, the notes may become convertible .

Under our agreement pursuant to which we issued the notes held by Intelligent Partners, in the event that certain events of default,

which are called Conversion Eligible Events of Default, occur, any outstanding notes become convertible into common stock at a

conversion price equal to 90% of the closing sale price of our common stock on the trading day immediately preceding the date

the Intelligent Partners, as transferee of United Wireless, gives notice of conversion.

Conversion Eligible Events of Default

include, among other events,

to pay principal on any note;

to pay interest and other charges in excess of $100,000;

our inability,

for more than 135 consecutive days, to have reserved for issuance upon conversion of the notes the number of shares of common

stock that equals at least 130% of the aggregate maximum number of shares of common stock issuable upon conversion of the

then outstanding notes.

cannot assure you that we will be able to prevent a Conversion Eligible Event of Default.

of our lack of funds, we may not be able to conduct adequate due diligence on any new intellectual property which we may seek

We currently have nominal current assets and are operating at a loss.

In order to evaluate any intellectual property

rights which we may seek to acquire, we need to conduct due diligence on the intellectual property and underlying technology.

To the extent that we are unable to perform the necessary due diligence, we will not be able to value any asset which we acquire,

which may impair our ability to generate revenue from the intellectual property rights.

If any conditions occur, such as defects

in the ownership of the intellectual property, infringement on intellectual property rights of others, the existence of better

technology which does not require our intellectual property, or other conditions that affect the value of the patents or marketability

of the underlying intellectual property rights, we may not be able to monetize the patents and we may be subject to liability

to a third party who has rights in the intellectual property.

funding we obtain may result in significant dilution to our stockholders .

Because of our financial position, our continuing

losses and our negative working capital from operations, we do not expect that we will be able to obtain any debt financing for

our operations.

Our stock price has generally been trading at a price which is less than $0.01 per share for more than the past

As a result, it will be very difficult for us to raise funds in the equity markets.

However, in the event that we are

able to raise funds in the equity market, the sale of shares would result in significant dilution to the present stockholders,

and even a modest equity investment could result in the issuance of a very significant number of shares.

Although we have an agreement with QFL which provides a funding line to acquire and monetize intellectual

property rights, QFL must approve any intellectual property we acquire and, if QFL does not fund an intellectual property acquisition,

we may not be able to acquire and monetize the intellectual property.

We cannot assure you that we will be able to obtain necessary

funding or to develop our business.

terms of our agreements with QFL and Intelligent Partners may make it difficult for us to generate cash flow from our operations .

Although we have an agreement with QFL pursuant to which QFL agreed to make available to us a financing facility of (i) up to

$25,000,000 for the acquisition of mutually agreed patent rights that the Company intends to monetize;

(ii) up to $2,000,000 for

operating expenses from which the Company may, at its discretion, draw up to $200,000 per calendar quarter;

and (iii) $1,750,000

to fund the cash payment portion of the restructure of our obligations to Intelligent Partners, which was paid directly to Intelligent

Pursuant to the QFL agreement, QFL receive all proceeds payable to us from the monetization of those patents which have

been financed by QFL until QFL has received its negotiated rate of return, then we and QFL share equally in the proceeds from

monetization until QFL has received its investment return and thereafter we receive all of the net proceeds.

Pursuant to our restructure

agreement with Intelligent Partners, we have an obligation to pay total monetization proceeds obligations (“TMPO”)

totaling $2,805,000.

Under our amended monetization proceeds agreements with Intelligent Partners, we pay Intelligent Partners

60% of the net monetization proceeds from associated intellectual property portfolios.

Further, until we have paid Intellectual

Partners a total of $2,805,000 under all of the monetization proceeds agreements, for net proceeds between $0 and $1,000,000 we

are to pay Intelligent Partners 10% of the net proceeds realized from new assets acquired by us, provided, that, if, in any calendar

quarter, our net proceeds realized exceed $1,000,000, Intelligent Partner’s entitlement for that quarter shall increase

to 30% on the portion of net proceeds in excess of $1,000,000 but less than $3,000,000, and if in the same calendar quarter, net

proceeds exceed $3,000,000, Intelligent Partner’s entitlement for that quarter shall increase to 50% on the portion of net

proceeds in excess of $3,000,000.

These payments come from our share of the proceeds after QFL has recovered it negotiated rate

In these agreements, the monetization proceeds is determined after payment of contingent legal fees and certain other

expenses, including payments due by us to the party that sold us the intellectual property rights.

We cannot assure you that,

as a result of these provisions, that we will generate any meaningful cash flow from the intellectual property we acquire.

we do not generate sufficient cash flow from our monetization activities, we may not be able to fund our operations or continue

Our failure to make required payments to sellers

of two of our patent portfolios may result in a default under the agreements .

Pursuant to our subsidiaries’

agreements with

IV 34/37, with respect to the CTX portfolio, and IV 113/108 with respect to the M-RED portfolio, respectively, our subsidiaries are to

pay to the sellers 50% of net recoveries, as defined, from the respective portfolios which we purchased from them, IV 34/37 and IV 113/108.

These agreements provided that if the cumulative distributions did not equal or exceed specified amounts, the subsidiaries would pay the

As of the date of this annual report, the cumulative unpaid distributions were $600,000 to IV 34/37 and approximately

$260,000 to IV 113/108.

In April 2021, the parties entered into a non-binding letter of intent pursuant to which IV 34/37 and IV 113/108

would not take any action with respect to the delinquent payment while the parties negotiated an amended payment schedule.

no assurance that we will be able to negotiate an amended payment schedule or that IF 34/38 or IV 113/108 will not take action to enforce

its remedies under the patent purchase agreement, A default under these agreements could result in a default under our agreements with

QFL, and , even if it does not declare a default, QFL may be reluctant to finance our intellectual property acquisition if we are in default

under any of our patent acquisition agreements with Intellectual Venture affiliates.

Further, it may be necessary for CXT or M-RED to

seek protection under the Bankruptcy Act if we are not able to enter into modification agreements with the Intellectual Ventures affiliates

business may be impaired by the effects of the COVID-91 pandemic and the effects of the response to the pandemic .

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a law firms’

ability and willingness to provide us with legal services on a contingent or partial contingent.

ability and willingness to provide us with legal services on a contingent or partial contingent and may result

in the impairment or discontinuation of business of or the filing of a petition under the Bankruptcy Act by or against any defendant

or potential defendant.

to the extent that holders of intellectual property rights see these factors impacting our ability to generate revenue from their

intellectual property, they may be reluctant to sell intellectual property to us on terms which are acceptable to us, if at all.

intellectual property, they may be reluctant to sell intellectual property to us on terms which are acceptable to us.

are dependent upon our chief executive officer .

We are dependent upon Jon Scahill, our chief executive officer and president

and sole full-time employee, for all aspects of our business including locating, evaluating and negotiating for intellectual property

rights from the owners, managing our intellectual property portfolios, engaging in licensing activities and monetizing the rights

through licensing and managing and monitoring any litigation with respect to our intellectual property as well as defending any

actions by potential licensees seeking a declaratory judgment that they do not infringe.

and sole full-time employee, for all aspects of our business including locating, evaluating and negotiating and performing due

diligence with respect to intellectual property rights from the owners, managing our intellectual property portfolios, engaging

in licensing activities and monetizing the rights through licensing and managing and monitoring any litigation with respect to

our intellectual property as well as defending any actions by potential licensees seeking a declaratory judgment that they do

not infringe.

The loss of Mr.

Scahill would materially

impair our ability to conduct our business.

Although we have an employment agreement with Mr.

Scahill, the employment agreement

does not ensure that Mr.

Scahill would materially impair our ability to conduct our business.

Although we have an employment

agreement with Mr.

Scahill, the employment agreement does not ensure that Mr.

Scahill will remain with us.

equity funding we obtain may result in significant dilution to our stockholders .

Because of our financial position, our continuing

losses and our negative working capital from operations, we do not expect that we will be able to obtain any debt financing for

our operations.

Our stock price has generally been trading at a price which is less than $0.01 per share for more than the past

two years, and, because our stock price fell below $0.01 per share, our stock is traded on the OTC Pink Market.

As a result, it

will be very difficult for us to raise funds in the equity markets.

However, in the event that we are able to raise funds in the

equity market, the sale of shares would result in significant dilution to the present stockholders, and even a modest equity investment

could result in the issuance of a very significant number of shares.

Relating to Monetizing our Intellectual Property Rights

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fees to them against

us which could result in the bankruptcy of the plaintiff subsidiary and a default under our agreement with United Wireless .

The United States patent laws provide that “the court in exceptional cases may award reasonable attorney fees to the prevailing

us which could result in the bankruptcy of the plaintiff subsidiary and may result in a default under our agreement QFL .

United States patent laws provide that “the court in exceptional cases may award reasonable attorney fees to the prevailing

party.”

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As a result, it is possible that an adverse verdict in a petition for legal

fees could result in the loss of the patents owned by the subsidiary and a default under our note held by Intelligent Partners

as transferee of United Wireless.

fees could result in the loss of the patents owned by the subsidiary and a default under our agreement with QFL.

inability to acquire intellectual property portfolios will impair our ability to generate revenue and develop our business .

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agreement of a third party to provide funding in support of our litigation.

We cannot assure you that we will be able to obtain

third party funding, and the failure to obtain such funding may impair our ability to monetize our intellectual property portfolio.

We cannot assure you that QFL or any other funding

source provide us the any necessary funding, and the failure to obtain such funding may impair our ability to monetize our intellectual

property portfolio or continue in business.

we need to rely on third-party funding sources to provide us with funds to enforce our intellectual property rights we are dependent

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pursue litigation to enforce our intellectual property rights, we are dependent upon the valuation which potential funding sources,

give to our intellectual property.

In determining whether to provide funding for intellectual property litigation, the funding

sources need to make an evaluation of the strength of our patents, the likelihood of success, the nature of the potential defendants

and a determination as to whether there is a sufficient potential recovery to justify a significant investment in intellectual

property litigation.

Typically, such funding sources receive a percentage of the recovery after litigation expenses, and seek

to generate a sufficient return on investment to justify the investment.

Unless that funding source believes that it will generate

a sufficient return on investment, it will not fund litigation.

We cannot assure you that we will be able to negotiate funding

agreements with third party funding sources on terms reasonably acceptable to us, if at all.

Because of our financial condition,

we may only be able to obtain funding on terms which are less favorable to us than we would otherwise be able to obtain.

if we enter into funding agreements, there is no assurance that we will generate revenue from the funded litigation .

which currently is QFL, give to our intellectual property or any intellectual property we may acquire.

In determining whether

to provide funding for intellectual property litigation, the funding sources need to make an evaluation of the strength of our

patents, the likelihood of success, the nature of the potential defendants and a determination as to whether there is a sufficient

potential recovery to justify a significant investment in intellectual property litigation.

Typically, such funding sources receive

a percentage of the recovery after litigation expenses, and seek to generate a sufficient return on investment to justify the

Under our agreement with QFL, QFL is allocated all of the net proceeds (after allowable expenses) until it has received

a negotiated return.

Unless QFL or any other funding source believes that it will generate a sufficient return on investment,

it will not fund litigation.

If QFL does not fund our acquisition or monetization of intellectual property we propose to acquire,

we cannot assure you that we will be able to negotiate funding agreements with third party funding sources on terms reasonably

acceptable to us, if at all.

Because of our financial condition, we may only be able to obtain funding on terms which are less

favorable to us than we would otherwise be able to obtain.

we have a funding agreements with QFL, there is no assurance that we will generate revenue from the funded litigation .

the funding source makes its evaluation as to the likelihood of success, patent litigation is very uncertain, and we cannot assure

you that, just because we obtain litigation funding, we will be successful or that any recovery we may obtain will be significant.

of the terms of a funding agreement and our agreement with United Wireless, we allocate to third parties a significant portion

of any recovery we may obtain .

Typically, an agreement with a litigation funding source provides that the funding party received

a negotiated percentage of the recovery after legal expenses.

In addition, we have a monetization proceeds agreement with United

Wireless pursuant to which United Wireless has the right to receive 15% of the net monetization proceeds received from the patents

we acquired from Intellectual Ventures and our mobile data and financial data intellectual property portfolios, and 7.5% of the

net proceeds received from the CXT portfolio.

As a result, the amount we recover from any successful litigation, after the costs

of the litigation, represents only a fraction of the net recovery.

Intelligent Partners holds a security interest in almost all of our intellectual property and the proceeds from our intellectual

QFL and Intelligent Partners hold a security interest in almost all of our intellectual property and the proceeds from our intellectual

property, we may not be able to raise funds through a debt financing .

Pursuant to our agreements with United Wireless, we

granted United Wireless a security interest in the stock of our subsidiaries that hold the intellectual property acquired from

Intellectual Ventures and in the proceeds from the monetization of the intellectual property acquired from Intellectual Ventures

and our mobile data and financial data portfolios.

The security interest is held by Intelligent Partners, as transferee of the

notes initially issued to United Wireless.

The inability to grant a security interest in these assets to a new lender would materially

impair our ability to obtain debt financing for our operations, and may also impair our ability to obtain financing to acquire

additional intellectual property rights.

of our financial condition and our having generated a loss from operations in 2019 and very modest income from operations in 2018

from our existing portfolios, we may not be able to obtain intellectual property rights to the most advanced technologies .

In order to generate meaningful revenues from intellectual property rights, we need to be able to identify, negotiate rights to

and offer technologies for which there is a developing market.

Because of our financial condition and the terms under which we

obtain financing for our litigation, resulting in neither a loss from operations nor modest income from operations from our existing

intellectual property portfolios, we may be unable to negotiate rights to technology for which there which will be a strong developing

market, or, if we are able to negotiate agreements for such intellectual property, the terms of our purchase or license may not

be favorable to us.

Accordingly, we cannot assure you that we will be able to acquire intellectual property rights to the technology

for which there is a strong market demand.

Pursuant to our agreements with QFL and Intelligent

Partners, we granted them a security interest in the stock of our subsidiaries that hold the intellectual property acquired from

Intellectual Ventures and in the proceeds from the monetization of intellectual property acquired from Intellectual Ventures and

our mobile data and financial data portfolios.

The inability to grant a security interest in these assets to a new lender would

materially impair our ability to obtain debt financing for our operations, and may also impair our ability to obtain financing

to acquire additional intellectual property rights.

of our financial condition and our having generated a loss from operations in 2019 and 2020 from our existing portfolios, we may

not be able to obtain intellectual property rights to the most advanced technologies .

In order to generate meaningful revenues

from intellectual property rights, we need to be able to identify, negotiate rights to and offer technologies for which there

is a developing market.

Because of our financial condition and the terms under which we obtain financing for our litigation, we

may be unable to negotiate rights to technology for which there which will be a strong developing market, or, if we are able to

negotiate agreements for such intellectual property, the terms of our purchase or license may not be favorable to us.

we cannot assure you that we will be able to acquire intellectual property rights to the technology for which there is a strong

market demand.

acquisitions may present risks, and we may be unable to achieve the financial or other goals intended at the time of any potential

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Such acquisitions are subject to numerous risks, including the following:

to have sufficient funding to enable us to make the acquisition, together with the terms on which such funding is available,

to have sufficient personal to satisfy the seller that we have the personnel to monetize the assets we propose to acquire;

to our stockholders to the extent that we use equity in connection with any acquisition;

our inability

to enter into a definitive agreement with respect to any potential acquisition, or if we are able to enter into such agreement,

our failure to have

sufficient funding to enable us to make the acquisition, together with the terms on which such funding is available, if at

our failure to have

sufficient personal to satisfy the seller that we have the personnel to monetize the assets we propose to acquire;

dilution to our

stockholders to the extent that we use equity in connection with any acquisition;

our inability to

enter into a definitive agreement with respect to any potential acquisition, or if we are able to enter into such agreement,

our inability to consummate the potential acquisition;

integrating the operations, technology and personnel of the acquired entity;

our inability

to achieve the anticipated financial and other benefits of the specific acquisition;

in maintaining controls, procedures and policies during the transition and monetization process;

of our management’s attention from other business concerns, especially considering that we have only one full-time employee/officer;

in our due diligence process, to identify significant issues, including issues with respect to patented technologies and intellectual

difficulty integrating

the operations, technology and personnel of the acquired entity;

our inability to

achieve the anticipated financial and other benefits of the specific acquisition;

difficulty in maintaining

controls, procedures and policies during the transition and monetization process;

diversion of our

management’s attention from other business concerns, especially considering that we have only one full-time employee/officer

who is responsible for performing due diligence, negotiating agreements, negotiating funding and implementing a monetization

our failure, in

our due diligence process, to identify significant issues, including issues with respect to patented technologies and intellectual

property portfolios, and other legal and financial contingencies.

we are unable to manage these risks effectively as part of any acquisition, our business could be adversely affected.

we are unable to manage these risks and other risks effectively as part of any acquisition, our business could be adversely affected.

acquisition of intellectual property rights may be time consuming, complex and costly, which could adversely affect our operating

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We have commenced litigation seeking to monetize our intellectual

property portfolios and it may be necessary for us to commence ligation in the future.

property portfolios and it will be necessary for us to commence ligation in the future.

All litigation is uncertain, and a number

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Concerning our Common Stock

notes held by Intelligent Partners, as transferee of United Wireless, will become convertible at a conversion price equal to 90%

of the market price of the stock on the date the holder of the notes gives notice of conversion in the event of certain defaults

under the notes .

Although the notes that held by Intelligent Partners, as transferee of United Wireless, are not presently

convertible, they become convertible upon certain events of default.

If the notes become convertible, the holders of the notes

can convert the notes in part from time to time at 90% of the market price at the time of conversion.

The ability, or the potential

ability, of the holder to convert the notes into common stock at a price which is less than the market price on the date of conversion

could result in significant downward pressure on the price of our common stock.

If the notes become convertible, the possible

additional dilution resulting from the issuance of shares of common stock on conversion of the notes, together with the below

market conversion price, could result in continued downward pressure on our stock price until the notes are paid in full.

even though we increased our authorized common stock to 10,000,000,000 shares in June 2017, the possibility that the notes may

become convertible in the future could also have a negative impact on the market price of our common stock.

the notes issued held by Intelligent Partners become convertible, we may not have sufficient authorized common stock to enable

us to fulfill our obligation to issue common stock on conversion of the notes .

Because there is no fixed conversion price,

it is possible that, even though we increased our authorized common stock to 10,000,000,000 shares in June 2017, we cannot assure

you that we will continue to have sufficient shares of authorized common stock to permit conversion.

Although we have an obligation

to increase our authorized common stock further in the event that 10,000,000,000 authorized shares are not sufficient, we cannot

assure you that we will be able to obtain stockholder approval of such an increase.

The failure to be able to deliver common stock

on conversion would be a further default under the notes and could result in our obligation to pay damages to the note holders.

is a limited market for our common stock, which may make it difficult for you to sell your stock .

Our common stock trades

on the OTCQB marketplace under the symbol “QPRC.”

The OTCQB market is not a national securities exchange and does

on the OTC Pink market under the symbol “QPRC.”

The OTC Pink market is not a national securities exchange and does

not provide the benefits to stockholders which a national exchange provides.

Furthermore, according to the OTC Markets website,

the OTCQB “is for early-stage and developing U.S.

and international companies.

To be eligible, companies must be current

in their reporting and undergo an annual verification and management certification process.

Companies must meet $0.01 bid test

and may not be in bankruptcy.”

There is a limited trading market for our common stock and our common stock has frequently

traded for less than $0.01.

Accordingly, there can be no assurance as to the liquidity of any markets that may develop for our

common stock, the ability of holders of our common stock to sell our common stock, or the prices at which holders may be able

to sell our common stock.

Further, because of the thin float, the reported bid and asked prices may have little relationship to

the price you would pay if you wanted to buy shares or the price you would receive if you wanted to sell shares.

The OTC Pink “is for all types of companies

that are there by reasons of default, distress or design, which is why they are further segmented based on the level of information

that they provide.”

Our common stock had been traded on the OTCQB but ceased to be traded on that market because the stock

price dropped below $0.01 per share.

To be eligible for OTCQB, companies must be current in their reporting and undergo an annual

verification and management certification process.

Companies must meet $0.01 bid test and may not be in bankruptcy.”

is a limited trading market for our common stock and our common stock has frequently traded for less than $0.01.

there can be no assurance as to the liquidity of any markets that may develop for our common stock, the ability of holders of

our common stock to sell our common stock, or the prices at which holders may be able to sell our common stock.

Further, because

of the thin float, the reported bid and asked prices may have little relationship to the price you would pay if you wanted to

buy shares or the price you would receive if you wanted to sell shares.

our common stock is a penny stock, you may have difficulty selling our common stock in the secondary trading market .

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general market and economic conditions:

our low stock

price, which may result in a modest dollar purchase or sale of our common stock having a disproportionately large effect on

the stock price;

of the COVID-19 pandemic and the response to the pandemic on the market both generally and on penny stock;

our low stock price,

which may result in a modest dollar purchase or sale of our common stock having a disproportionately large effect on the stock

the effect of the

COVID-19 pandemic and the response to the pandemic on the market both generally and on penny stock;

the market’s

perception as to our ability to generate positive cash flow or earnings from our intellectual property portfolios;

our or securities analysts’

changes in our or

securities analysts’

estimate of our financial performance;

or perceived ability to obtain necessary financing for operations and for the monetization of our intellectual property rights;

our ability or perceived

ability to obtain necessary financing for operations and for the monetization of our intellectual property rights;

the market’s

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subsidiary, which may result in a default under our agreement with United Wireless;

or perceived effects of the potential convertibility of convertible notes issued by us;

or anticipated results of litigation by or against us;

the effects or perceived

effects of the potential convertibility of convertible notes issued by us;

the results or anticipated

results of litigation by or against us;

the anticipated

or actual results of our operations;

conditions relating to the enforcement of intellectual property rights generally;

market valuations of other intellectual property marketing companies;

events or conditions

relating to the enforcement of intellectual property rights generally;

changes in market

valuations of other intellectual property marketing companies;

any discrepancy

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perception or our ability to continue to make our filings with the SEC in a timely manner;

third parties to either sell or purchase stock in quantities which would have a significant effect on our stock price;

other matters

not within our control.

court decisions and other factors affecting enforcement of intellectual property rights may affect the price of our stock .

Court rulings in intellectual property enforcement actions and new legislation or proposed legislation are often difficult to

understand, even when favorable or neutral to the value of our intellectual property rights and our overall business.

and market analysts may react without a full understanding of these matters, causing fluctuations in our stock prices that may

not accurately reflect the impact of court rulings, legislation, proposed legislation or other developments on our business operations

actions by third

parties to either sell or purchase stock in quantities which would have a significant effect on our stock price;

other matters not

within our control.

funds by issuing equity or convertible debt securities could dilute the value of the common stock and impose restrictions on our

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do not own or lease any real property.

LEGAL PROCEEDINGS

MINE SAFETY DISCLOSURES.

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

Item 1A. Risk Factors