8-K
IMMERSION CORP (IMMR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
November 5, 2020
Date of Report (Date of earliest event reported)
IMMERSION CORPORATION
(Exact name of Registrant as specified in its charter)
| Delaware | 001-38334 | 94-3180138 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>file number) | (I.R.S. Employer<br>Identification No.) |
330 Townsend Street, Suite 234, San Francisco, CA 94107
(Address of principal executive offices and zip code)
(408) 467-1900
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8‑K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.001 par value per share | IMMR | The NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On November 5, 2020, Immersion Corporation (the “Company”) issued a press release regarding financial results for the third quarter ended September 30, 2020. A copy of the press release is attached to this report as Exhibit 99.1, and the information in Exhibit 99.1 is incorporated herein by reference.
The information in Item 2.02 and Exhibit 99.1 in this Current Report on Form 8-K shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits.
| Exhibit No. | Exhibit Title |
|---|---|
| 99.99.1 | Press Release datedNovember 5,immr-20201105.htm2020 (regarding financial results for thethirdquarter endedSeptember30, 2020) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| IMMERSION CORPORATION | |||
|---|---|---|---|
| Date: | November 5, 2020 | By: | /s/ AARON AKERMAN |
| Aaron Akerman | |||
| Chief Financial Officer |
Document
Exhibit 99.1
Immersion Corporation Reports Third Quarter 2020 Results
•Company significantly improves operating model and reaches profitability on a GAAP basis
•Generates earnings per share of $0.11 on a GAAP basis and $0.15 on a non-GAAP basis
•Sees continued sequential improvement in revenue and earnings in Q4
•Announces leadership transition to continue driving progress on revenue and earnings
SAN FRANCISCO, November 5, 2020 – Immersion Corporation (NASDAQ: IMMR), the leading developer and provider of technologies for haptics, today reported financial results for the third quarter ended September 30, 2020.
Third Quarter Financial Summary:
•Total revenues of $7.6 million, compared to $10.6 million in the third quarter of 2019. Royalty and license revenues were $7.5 million, compared to $10.5 million in the third quarter of 2019.
•GAAP operating expenses of $5.0 million declined 58% from $11.8 million in the third quarter of 2019. Non-GAAP operating expenses of $3.6 million declined 65% from non-GAAP operating expenses of $10.2 million in the third quarter of 2019. (See attached table for a reconciliation of GAAP to non-GAAP financial measures.)
•GAAP net income was $2.9 million, or $0.11 per diluted share, compared to GAAP net loss of $1.4 million, or $0.04, in the third quarter of 2019.
•Non-GAAP net income was $4.1 million, or $0.15 per diluted share, compared to non-GAAP net income of $0.2 million, or $0.01, in the third quarter of 2019.
•As of September 30, 2020, cash and cash equivalents increased to $55.9 million.
Eric Singer, Immersion's Executive Chairman commented, "Over the past several months, the newly reconstituted Board has been working to align costs, ensure resources are focused on the best near- and long-term revenue opportunities and act with a laser focus on ensuring our actions are aligned to maximizing value for all shareholders. Leadership transitions announced today further these efforts and align with the Board's objectives."
The Company announced the departure of Ramzi Haidamus, the Company's prior Chief Executive Officer, and the appointment of Jared Smith as its Interim Chief Executive Officer. Mr. Smith has led Immersion's sales and business development organization as its Vice President of Worldwide Sales since June 2019,
and has served in sales, business development, and partnership executive roles for over 20 years in the technology industry.
"I’m very excited for the opportunity to lead Immersion as we continue to expand the use of haptics into markets where we see the most compelling opportunities – mobile, gaming and automotive,” Mr. Smith said. “Our significantly improved operating structure provides a solid foundation upon which we can continue to build opportunities for growth, while maintaining the discipline to focus on profitability and driving value for our shareholders.”
Financial Outlook:
Mr. Smith also commented, “This quarter, we reached a key milestone of achieving profitability on both a GAAP and a non-GAAP basis, and achieved positive cash flow. We’re already seeing signs of recovery from COVID across our markets and are excited about the imminent launch of the PlayStation 5 which is garnering positive reviews for the haptic capabilities of its DualSense controller. We remain on track for an approximately $17 to $19 million non-GAAP operating expense run rate exiting Q4 of this year.”
Recent Business Highlights:
•Executed multi-year renewal with LG Electronics for our TouchSense software and haptic technology for LG mobile devices.
•Developed a new automotive reference touchscreen solution using our Active Sensing Technology firmware and automotive grade components from our partners including DataModul, Microchip Technology, TDK, and Boreas.
•The Sony PlayStation 5, expected to launch on November 12th, is receiving rave reviews for the advanced haptic capabilities of its DualSense controllers. The Verge, a popular technology news site, stated the controller is amazing and the reviewer was “blown away by the haptic feedback and adaptive triggers.”
•Additional adoption of haptics in new vehicle designs, including the forthcoming Jeep Wagoneer.
Third Quarter Earnings Conference Call and Webcast
Immersion will host a conference call with company management today at 2:00 p.m. PT (5:00 p.m. ET) to discuss financial results for the third quarter ended September 30, 2020. To participate on the live call, analysts and investors should dial +1-800-289-0438 (conference ID: 9501219) at least ten minutes prior to the start of the call.
A recorded webcast will also be available for 90 days in the "IR News and Events” page of Immersion's Investor Relations website at https://ir.immersion.com/news-and-events
.
.
About Immersion
Immersion Corporation (NASDAQ: IMMR) is the leading innovator of touch feedback technology, also known as haptics. The company invents, accelerates, and scales haptic experiences by providing technology solutions for mobile, automotive, gaming, and consumer electronics. Haptic technology creates immersive and realistic experiences that enhance digital interactions by engaging users' sense of touch. Immersion is headquartered in San Francisco, California, with offices worldwide. Learn more at
www.immersion.com.
.
Use of Non-GAAP Financial Measures
Immersion reports all financial information required in accordance with generally accepted accounting principles (GAAP), but it believes that evaluating its ongoing operating results may be difficult to understand if limited to reviewing only GAAP financial measures. Immersion discloses this non-GAAP information, such as non-GAAP net income (loss) and non-GAAP net income (loss) per diluted share because it is useful in understanding the company’s performance as it excludes certain non-cash expenses like stock-based compensation expense and other special charges, such as deferred tax assets valuation allowance, depreciation and restructuring costs, that many investors feel may obscure the company’s true operating performance. Likewise, management uses these non-GAAP financial measures to manage and assess the profitability of its business. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported results under GAAP. The non-GAAP financial measures are not intended to be considered in isolation or as a substitute for results prepared in accordance with GAAP. Such non-GAAP financial measures are reconciled to their closest GAAP financial measures in tables contained in this press release. The Company has not reconciled the non-GAAP financial measures guidance to the corresponding GAAP measures on a forward-looking basis due to the uncertainty and the potential variability of many of the costs and expenses that may be incurred in the future. Accordingly, reconciliations of the Company’s forward-looking non-GAAP financial measures to the corresponding GAAP measures are not available without unreasonable effort.
Forward-looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The forward-looking statements involve risks and uncertainties. Forward-looking statements are identified by words such as “anticipates,” “believes,” “expects,” “intends,” “may,” “can,” “will,” “places,” “estimates,” and other similar expressions. However, these words are not the only way we identify forward-looking statements. Examples of forward-looking statements include any expectations, projections, or other characterizations of future events, or circumstances, and include statements regarding: seeing signs of recovery from COVID across the Company’s markets; remaining on track for an approximately $17 to $19 million non-GAAP operating expense run rate exiting Q4 of this year and other statements regarding the future prospects and opportunities for the Company’s business and its continued focus on profitability and driving value for stockholders.
Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Actual results could differ materially from those projected in the forward-looking statements, therefore we caution you not to place undue reliance on these forward-looking statements. Important factors that could
cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: the effects of the COVID-19 global pandemic on the Company and its business, and on the business of its suppliers and customers; unanticipated changes in the markets in which the Company operates; the effects of the current macroeconomic climate (especially in light of the ongoing adverse effects of the COVID-19 global pandemic); delay in or failure to achieve adoption of or commercial demand for the Company’s products or third party products incorporating the Company’s technologies; the inability of Immersion to renew existing licensing arrangements, or enter into new licensing arrangements on favorable terms; the loss of a major customer; the ability of Immersion to protect and enforce its intellectual property rights and other factors.
For a more detailed discussion of these factors, and other factors that could cause actual results to vary materially, interested parties should review the risk factors listed in Immersion’s Annual Report on Form 10-K for 2019 and its most recent Quarterly Report on Form 10-Q which are on file with the U.S. Securities and Exchange Commission. Any forward-looking statements made by us in this press release speak only as of the date of this press release, and Immersion does not intend to update these forward-looking statements after the date of this press release, except as required by law.
Immersion, and the Immersion logo are trademarks of Immersion Corporation in the United States and other countries. All other trademarks are the property of their respective owners. The use of the word “partner” or “partnership” in this press release does not mean a legal partner or legal partnership.
(IMMR – C)
Investor Contact:
Aaron Akerman
Immersion Corporation
514-987-9800 ext. 5110
aakerman@immersion.com
Immersion Corporation
Condensed Consolidated Balance Sheets
(In thousands)
| September 30,<br>2020 | December 31, 2019 | |||
|---|---|---|---|---|
| (Unaudited) | (1) | |||
| ASSETS | ||||
| Cash and cash equivalents | $ | 55,961 | $ | 86,478 |
| Short-term investments | — | 3,019 | ||
| Accounts and other receivables | 1,366 | 3,385 | ||
| Prepaid expenses and other current assets | 9,950 | 14,078 | ||
| Total current assets | 67,277 | 106,960 | ||
| Property and equipment, net | 242 | 1,226 | ||
| Long-term deposits | 11,884 | 7,062 | ||
| Other assets | 8,033 | 9,600 | ||
| TOTAL ASSETS | $ | 87,436 | $ | 124,848 |
| LIABILITIES | ||||
| Accounts payable | $ | 174 | $ | 809 |
| Accrued compensation | 831 | 2,844 | ||
| Other current liabilities | 2,252 | 3,478 | ||
| Deferred revenue | 5,236 | 4,692 | ||
| Total current liabilities | 8,493 | 11,823 | ||
| Long-term deferred revenue | 22,424 | 25,952 | ||
| Other long-term liabilities | 2,505 | 3,316 | ||
| TOTAL LIABILITIES | 33,422 | 41,091 | ||
| STOCKHOLDERS’ EQUITY | 54,014 | 83,757 | ||
| TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY | $ | 87,436 | $ | 124,848 |
| (1) Derived from Immersion’s annual audited consolidated financial statements. |
Immersion Corporation
Condensed Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
| Three Months Ended<br>September 30, | Nine Months Ended<br>September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||
| Revenues: | ||||||||
| Royalty and license | $ | 7,531 | $ | 10,549 | $ | 19,306 | $ | 24,264 |
| Development, services, and other | 65 | 75 | 215 | 225 | ||||
| Total revenues | 7,596 | 10,624 | 19,521 | 24,489 | ||||
| Costs and expenses: | ||||||||
| Cost of revenues | 32 | 62 | 138 | 117 | ||||
| Sales and marketing | 1,096 | 1,688 | 4,067 | 4,876 | ||||
| Research and development | 920 | 1,933 | 3,932 | 6,066 | ||||
| General and administrative | 2,963 | 8,216 | 14,406 | 35,359 | ||||
| Total costs and expenses | 5,011 | 11,899 | 22,543 | 46,418 | ||||
| Operating income (loss) | 2,585 | (1,275) | (3,022) | (21,929) | ||||
| Interest and other income (loss), net | 174 | (24) | 334 | 1,106 | ||||
| Income (loss) before benefit from (provision for) income taxes | 2,759 | (1,299) | (2,688) | (20,823) | ||||
| Benefit from (provision for) income taxes | 96 | (88) | 3 | (200) | ||||
| Net income (loss) | $ | 2,855 | $ | (1,387) | $ | (2,685) | $ | (21,023) |
| Basic net income (loss) per share | $ | 0.11 | $ | (0.04) | $ | (0.09) | $ | (0.67) |
| Shares used in calculating basic net income (loss) per share | 26,898 | 31,711 | 28,507 | 31,461 | ||||
| Diluted net income (loss) per share | $ | 0.11 | $ | (0.04) | $ | (0.09) | $ | (0.67) |
| Shares used in calculating diluted net income (loss) per share | 27,134 | 31,711 | 28,507 | 31,461 |
Immersion Corporation
Reconciliation of GAAP Net Income (Loss) to Non-GAAP Net Income (Loss)
(In thousands, except per share amounts)
(Unaudited)
| Three Months Ended<br>September 30, | Nine Months Ended<br>September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||
| GAAP net income (loss) | $ | 2,855 | $ | (1,387) | $ | (2,685) | $ | (21,023) |
| Add: Provision for (benefit from) income taxes | (96) | 88 | (3) | 200 | ||||
| Less: Non-GAAP provision for income taxes | (56) | (90) | (103) | (146) | ||||
| Add: Stock-based compensation | 1,339 | 1,187 | 3,433 | 4,371 | ||||
| Add: Restructuring expense | 29 | 250 | 619 | 250 | ||||
| Add: Depreciation and amortization of property and equipment | 26 | 183 | 1,029 | 588 | ||||
| Non-GAAP net income (loss) | $ | 4,097 | $ | 231 | $ | 2,290 | $ | (15,760) |
| Non-GAAP net income (loss) per diluted share | $ | 0.15 | $ | 0.01 | $ | 0.08 | $ | (0.50) |
| Dilutive shares used in calculating Non-GAAP net income (loss) per share | 27,134 | 31,711 | 28,507 | 31,461 |
Immersion Corporation
Disaggregated Revenue Information
(In thousands)
(Unaudited)
| Three Months Ended<br>September 30, | Nine Months Ended <br>September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||
| Fixed fee license revenue | $ | 1,243 | $ | 4,115 | $ | 3,821 | $ | 10,109 |
| Per-Unit royalty revenue | 6,288 | 6,434 | 15,485 | 14,155 | ||||
| Total royalty and license revenue | 7,531 | 10,549 | 19,306 | 24,264 | ||||
| Development, services, and other revenue | 65 | 75 | 215 | 225 | ||||
| Total revenue | $ | 7,596 | $ | 10,624 | $ | 19,521 | $ | 24,489 |
Immersion Corporation
Revenue by Line of Business
(Unaudited)
| Three Months Ended September 30, | Nine Months Ended<br>September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||
| Mobility | 74 | % | 79 | % | 76 | % | 61 | % |
| Automotive | 12 | % | 15 | % | 11 | % | 18 | % |
| Gaming | 14 | % | 6 | % | 12 | % | 20 | % |
| Other | — | % | — | % | 1 | % | 1 | % |
| Total | 100 | % | 100 | % | 100 | % | 100 | % |
Immersion Corporation
Reconciliation of GAAP Operating Expenses to Non-GAAP Operating Expenses
(In thousands)
(Unaudited)
| Three Months Ended<br>September 30, | Nine Months Ended<br>September 30, | |||
|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |
| GAAP operating expenses | 4,979 | 11,837 | 22,405 | 46,301 |
| Adjustments to non-GAAP operating expenses: | ||||
| Stock-based compensation expense - S&M | (205) | (207) | (593) | (700) |
| Stock-based compensation expense - R&D | (233) | (234) | (653) | (1,054) |
| Stock-based compensation expense - G&A | (901) | (746) | (2,187) | (2,617) |
| Restructuring expense | (29) | (250) | (619) | (250) |
| Depreciation and amortization of property and equipment | (26) | (183) | (1,029) | (588) |
| Non-GAAP operating expenses | 3,585 | 10,217 | 17,324 | 41,092 |