8-K

Identiv, Inc. (INVE)

8-K 2020-03-12 For: 2020-03-12
View Original
Added on April 11, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENTREPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 12, 2020

IDENTIV, INC.

(Exactname of Registrant as Specified in Its Charter)

Delaware 000-29440 77-0444317
(State or Other Jurisdiction<br><br><br>of Incorporation) (CommissionFile Number) (IRS Employer<br><br><br>Identification No.)
2201 Walnut Avenue, Suite 100,<br><br><br>Fremont, California 94538
(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (949)250-8888

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 obligation of the registrant under any of the following provisions:

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<br>CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class TradingSymbol(s) Name of exchangeon which registered
Common Stock, $0.001 par value per share INVE The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 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

The information contained in Item 2.02 of this Current Report, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information contained in this Current Report shall not be incorporated by reference into any registration statement or other document or filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

On March 12, 2020, Identiv, Inc. (the “Company”) issued a press release announcing financial results for its fourth quarter and year ended December 31, 2019. A copy of the Company’s press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits
Exhibit No. Description
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99.1 Press release dated March 12, 2020 issued by Identiv, Inc.

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.

Identiv, Inc.
March 12, 2020 By: /s/ Sandra Wallach
Sandra Wallach
Chief Financial Officer

EX-99.1

Exhibit 99.1

LOGO

Identiv Reports Fourth Quarter and Fiscal Year 2019 Results

FREMONT, Calif. — March 12, 2020 — Identiv , Inc. (NASDAQ: INVE), a global provider of physical security and secure identification, reported financial results for the fiscal fourth quarter and year ended December 31, 2019.

Fiscal Year 2019 FinancialHighlights (compared to Fiscal Year 2018)

Revenue increased 7% to a record $83.8 million
Premises revenue increased 20% to $41.6 million
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Software and Services revenue increased 27% to $11.3 million
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Gross profit increased 10% to $36.7 million, or 43.8% of total revenue
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Net loss attributable to Identiv, Inc. improved by $3.6 million to $(1.2) million
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Non-GAAP adjusted EBITDA increased 20% to $6.8 million<br>
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Fourth Quarter 2019 and Recent Operational Highlights

Launched subscription-based Hirsch Velocity Cirrus, the industry’s most reliable cloud-based access<br>control as a service (ACaaS) solution
Launched subscription-based secure mobile PDF signing for armed forces, federal agencies, and commercial<br>customers to provide CAC and PIC-Authenticated document signing from mobile devices
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Partnered with SiteWatch Safety to deliver cloud-based emergency electronic mustering via Freedom Cloud<br>Access Control to enhance personnel safety for a major oil and gas infrastructure project in Canada
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Partnered with Kensington^®^ to embed secure<br>authentication technology into Kensington’s Blackbelt^™^ Rugged Case for the Microsoft Surface Pro and Microsoft Surface Go
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Launched eco-friendly RFID and NFC tags for environmentally<br>conscious companies focusing on a sustainable ecological footprint
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As of December 31, 2019, backlog was up 50% from the same period last year
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Fourth Quarter 2019 Financial Results

Revenue for the fourth quarter of 2019 was $19.0 million, a decrease of 11% from $21.3 million in the fourth quarter of 2018 and a decrease of 18% from $23.0 million in the third quarter of 2019.

Revenue in the Premises segment decreased 3% from the fourth quarter of 2018 and decreased 33% from the prior quarter to $8.6 million. Revenue in the Identity segment decreased 17% from the fourth quarter of 2018 and increased 2% from the prior quarter to $10.3 million. The year-over-year decrease in the Premises segment was mainly driven by un-evenness of our large video analytics deployments to enterprise customers, offset by higher sales of our traditional physical access control product lines and new incremental revenue from our Viscount acquisition. The year-over-year decrease in the Identity segment primarily reflects the planned reduction of lower margin access card sales, offset by higher sales of RFID transponder products.

GAAP gross margin was 40% in the fourth quarter of 2019, a decrease compared to 48% in the fourth quarter of 2018 and a decrease from 46% in the third quarter of 2019. The year-over-year change in gross margin was primarily attributable to the change in product mix within our segments.

GAAP operating expenses, including research and development (R&D), sales and marketing (S&M), general and administrative (G&A), and restructuring and severance charges, were $9.3 million in the fourth quarter of 2019, compared to $9.1 million in the fourth quarter of 2018 and $9.3 million in the third quarter of 2019.

Non-GAAP operating expenses (adjusted to exclude restructuring and severance costs and certain non-cash charges, such as stock-based compensation, depreciation and amortization as well as other non-GAAP items consisting of the increase in fair value of the earnout liability and acquisition-related transaction costs) for the fourth quarter of 2019 were $7.7 million, compared to $7.4 million in the fourth quarter of 2018 and $7.9 million in the third quarter of 2019.

GAAP net loss attributable to Identiv, Inc. was $(1.8) million in the fourth quarter of 2019, compared to a net income of $630,000 in the fourth quarter of 2018 and net income of $1.1 million in the third quarter of 2019.

GAAP net loss attributable to common stockholders per share (EPS) was $(0.12) in the fourth quarter of 2019, compared to a net loss of $(0.01) per share in the fourth quarter of 2018 and net income of $0.05 per share in the third quarter of 2019. GAAP net income attributable to common stockholders in the fourth quarter of 2019 includes the accretion of dividends on the Series B preferred stock, which the Company began accruing quarterly in 2019.

Non-GAAP adjusted EBITDA in the fourth quarter of 2019 totaled $0.2 million, compared to $3.1 million in the fourth quarter of 2018, and $3.0 million in the third quarter of 2019.

Fiscal Year 2019 Financial Results

Revenue for the fiscal year 2019 was $83.8 million, an increase of 7% from $78.1 million in fiscal year 2018. The increase in revenue was primarily due to higher revenue in the Premises segment.

Revenue in the Premises segment increased 20% to $41.6 million from $34.6 million in the fiscal year 2018. The increase in Premises segment revenue was mainly driven by higher sales of physical access control solutions products, and software and related support services. Revenue in the Identity segment decreased 3% to $42.2 million from $43.6 million in the fiscal year 2018. The decrease in Identity segment revenue primarily reflects the planned reduction of lower margin access card sales, offset by higher sales of RFID transponder products.

GAAP gross margin was 44% in fiscal year 2019, an improvement compared to 43% in fiscal year 2018. Gross margin in the Premises segment was 53%, compared to 56% in 2018. The lower gross margin in the Premises segment mainly reflects adjustments to inventory reserves in the first quarter of 2019 as a result of management’s assessment of on-hand inventory levels and demand forecasts. Gross margin in the Identity segment was 35%, compared to 32% in 2018. The higher gross margin in the Identity segment mainly reflects sales of higher margin mobile logical access readers and software as well as the planned reduction of lower margin access card sales to higher margin credential sales.

GAAP operating expenses were $36.8 million in fiscal year 2019, compared to $35.2 million in fiscal year 2018, an increase of 4%. The increase was primarily due to increases in research and development and

selling and marketing expenses, which were partially offset by decreases in general and administrative expenses.

Non-GAAP operating expenses (adjusted to exclude restructuring and severance costs and certain non-cash charges, such as stock-based compensation, depreciation and amortization as well as other non-GAAP items consisting of the increase in fair value of the earnout liability and acquisition-related transaction costs) were $31.3 million in fiscal year 2019, compared to $29.0 million in fiscal year 2018, an increase of 8%.

GAAP net loss attributable to Identiv, Inc. in fiscal year 2019 totaled $(1.2) million, compared with GAAP net loss to the Company of $(4.7) million in fiscal year 2018. GAAP net loss attributable to common stockholders per share was $(0.13), compared to net loss of $(0.35) per share in fiscal year 2018.

Non-GAAP adjusted EBITDA in fiscal year 2019 totaled $6.8 million, compared with a non-GAAP adjusted EBITDA of $5.7 million in full year 2018, predominantly reflecting higher revenues as well as higher gross margins, which were offset slightly by higher operating expenses.

See note regarding “Use of Non-GAAP Financial Measures” below for a discussion of the non-GAAP measures used in this press release.

Cash was $9.4 million at December 31, 2019, compared to $10.9 million at December 31, 2018, and $11.1 million at September 30, 2019.

Financial Outlook

The Company has reiterated its financial outlook for the fiscal year ending December 31, 2020. The Company expects revenue to be between $86.0 million and $90.0 million, non-GAAP adjusted EBITDA to be between $10.0 million and $11.0 million, and non-GAAP adjusted net income to be between $2.0 million and $3.0 million, and earnings per basic share to range between $0.06 and $0.12. The Company also anticipates positive GAAP net cash from operations and non-GAAP free cash flow for the full year 2020.

Management Commentary

“Despite the challenges we encountered towards the end of the year, the strong operational progress we made throughout 2019, and the resilient nature of our business delivered positive results overall for the year,” said Steven Humphreys, Identiv CEO. “Our Premises business increased 20%, nearly three times the industry growth rate, showing the strength of our total solution and the traction we’re generating as we complement our core business with the addition of recurring revenue streams. Software and services grew 27% year-over-year, a key proof point that, we’re moving in the right direction strategically. With our new sales people driving increased revenues, our substantial backlog and the increasing demand for our RFID business, we believe we’re well positioned to execute on our major initiatives in 2020 and to continue to drive growth and profitability while strengthening our strategic position and business value.”

Sandra Wallach, Identiv CFO, added: “During 2019, we grew revenue by 7% to $83.8 million, but we improved our non-GAAP adjusted EBITDA by 20% to $6.8 million and substantially narrowed our net loss, which are indicative of our ability to manage costs and effectively respond to dynamic market conditions. With our balance sheet bolstered from our amended loan and security agreement, we believe we stand well positioned to drive growth, improving non-GAAP adjusted EBITDA margins, and profitability in 2020. We are continuing to track the potential impact of COVID-19 and will provide an update if the situation persists well into the next quarter or worsens.”

Conference Call

Identiv management will hold a conference call today (March 12, 2020) at 5:00 p.m. ET (2:00 p.m. PT) to discuss these financial results. A question and answer session will follow management’s presentation.

Toll-Free Number: 1-855-327-6837

International Number: 1-631-891-4304

Call ID: 10008832

Webcast link: here

Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact Gateway Investor Relations at +1-949-574-3860.

The conference call will be broadcast simultaneously and available for replay here.

The replay of the call will be available after 8:00 p.m. Eastern time on the same day through April 11, 2020 under 1-844-512-2921 (Toll-Free Replay Number) and 1-412-317-6671 (International Replay Number) with Replay ID: 10008832.

About Identiv

Identiv, Inc. is a global provider of physical security and secure identification. Identiv’s products, software, systems, and services address the markets for physical and logical access control, video analytics and a wide range of RFID-enabled applications. Customers in the government, enterprise, consumer, education, healthcare, banking, retail, and transportation sectors rely on Identiv’s access and identification solutions. Identiv’s mission is to secure the connected physical world: from perimeter to desktop access, and from the world of physical things to the Internet of Everything. Identiv is a publicly traded company and its common stock is listed on the NASDAQ Capital Market in the U.S. under the symbol “INVE.” For more information, visit identiv.com.

Non-GAAP Financial Measures (Unaudited)

This press release includes financial information that has not been prepared in accordance with GAAP, including non-GAAP adjusted EBITDA, non-GAAP operating expenses and non-GAAP free cash flow. Identiv uses non-GAAP financial measures internally in analyzing its financial results and believes they are useful to investors, as a supplement to GAAP measures, in evaluating our ongoing operational performance. We believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends. The non-GAAP adjusted EBITDA discussed above exclude items that are included in GAAP net income (loss), GAAP operating expenses, and GAAP gross margin, and excludes provision for income taxes, net income attributable to noncontrolling interest, interest expense, foreign currency (gains) losses, stock-based compensation, amortization and depreciation, increase in fair value of earnout liability, acquisition related transaction costs, and restructuring and severance. Non-GAAP operating expenses exclude stock-based compensation, amortization and depreciation, increase in fair value of earnout liability, acquisition related transaction costs and restructuring and severance. Non-GAAP free cash flow includes capital expenditures. For historical periods, the exclusions are detailed in the reconciliation table included in this press release. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures as detailed in this press release.

Note Regarding Forward-Looking Information

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those involving future events and future results that are based on current expectations as well as the current beliefs and assumptions of the Company’s management and can be identified by words such as “anticipates”, “believes”, “plans”, “will”, “intends”, “expects”, and similar references to the future. Any statement that is not a historical fact, including the statements regarding the Company’s expectations regarding future operating and financial performance, including 2020 guidance, the Company’s beliefs regarding the benefits of its acquisitions, the Company’s beliefs regarding its ability to achieve its business and strategic objectives and expected benefits thereof, the drivers of momentum in its business, the Company’s beliefs regarding its ability to execute on its key initiatives and the potential benefits thereof the Company’s intended focus for 2020, the Company’s belief that it is continuing to manage costs efficiently, the Company’s beliefs regarding its ability to respond to market conditions, and the Company’s beliefs regarding the benefits and attributes of its platform and products, and its status in the market and with customers is a forward-looking statement. Forward-looking statements are only predictions and are subject to a number of risks and uncertainties, many of which are outside our control, which could cause actual results to differ materially and adversely from those expressed in any forward-looking statements. Factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, actual results for 2020, the Company’s ability to continue the momentum in its business, its ability to successfully execute its business strategy, the actual benefits achieved through acquisitions, the level and timing of customer orders, the success of its products and partnerships, industry trends and seasonality, the impact of COVID-19, and factors discussed in its public reports, including its Annual Report on Form 10-K for the year ended December 31, 2018 and subsequent reports filed with the U.S. Securities and Exchange Commission. All forward-looking statements are based on information available to us on the date hereof, and we assume no obligation to update such statements.

Investor Relations Contact:

Matt Glover and Charlie Schumacher

Gateway Investor Relations

1-949-574-3860

IR@identiv.com ****

Media Contact:

press@identiv.com

— Financials Follow —

Identiv, Inc.

Consolidated Statements of Operations

(in thousands, except per share data)

(unaudited)

Three Months Ended Twelve Months Ended
December 31, September 30, December 31, December 31, December 31,
2019 2019 2018 2019 2018
Net revenue $ 18,970 $ 23,026 $ 21,298 $ 83,755 $ 78,142
Cost of revenue 11,429 12,500 11,111 47,101 44,810
Gross profit 7,541 10,526 10,187 36,654 33,332
Operating expenses:
Research and development 2,387 2,125 1,851 8,616 7,235
Selling and marketing 4,449 4,470 4,215 18,138 16,391
General and administrative 1,953 2,591 2,872 9,445 10,824
Increase in fair value of earnout liability 375 175 550
Restructuring and severance 115 (87 ) 156 14 747
Total operating expenses 9,279 9,274 9,094 36,763 35,197
(Loss) income from operations (1,738 ) 1,252 1,093 (109 ) (1,865 )
Non-operating income (expense):
Interest expense, net (151 ) (246 ) (279 ) (917 ) (1,518 )
Loss on extinguishment of debt (1,369 )
Gain on sale of investment 142 142
Foreign currency gains (losses), net (37 ) 168 (150 ) 59 204
(Loss) income before income taxes and noncontrolling interest (1,784 ) 1,174 664 (825 ) (4,548 )
Income tax provision (37 ) (105 ) (34 ) (326 ) (155 )
Net (loss) income (1,821 ) 1,069 630 (1,151 ) (4,703 )
Less: Income attributable to noncontrolling interest (5 )
Net (loss) income attributable to Identiv, Inc. (1,821 ) 1,069 630 (1,151 ) (4,708 )
Cumulative dividends on Series B preferred stock (263 ) (262 ) (833 ) (1,042 ) (833 )
Net (loss) income attributable to common stockholders $ (2,084 ) $ 807 $ (203 ) $ (2,193 ) $ (5,541 )
Net (loss) income per share:
Basic $ (0.12) $ 0.05 $ (0.01) $ (0.13) $ (0.35)
Diluted $ (0.12) $ 0.05 $ (0.01) $ (0.13) $ (0.35)
Weighted average shares used in computing net (loss) income per common share:
Basic 17,136 17,006 16,157 16,984 15,654
Diluted 17,136 17,766 16,157 16,984 15,654

Identiv, Inc.

Consolidated Balance Sheets

(in thousands)

December 31, September 30, June 30, March 31, December 31,
2019 2019 2019 2019 2018
ASSETS
Current assets:
Cash $ 9,383 $ 11,052 $ 11,117 $ 8,930 $ 10,866
Accounts receivable, net of allowances 18,363 19,261 17,560 15,456 14,952
Inventories 16,145 13,964 13,588 12,460 13,631
Prepaid expenses and other assets 2,292 2,812 2,931 2,361 2,743
Total current assets 46,183 47,089 45,196 39,207 42,192
Property and equipment, net 2,042 2,202 2,425 2,669 2,624
Operating lease<br>right-of-use assets 4,629 5,133 5,525 5,970
Intangible assets, net 10,104 10,722 11,378 11,997 10,980
Goodwill 10,238 10,128 10,138 10,441 9,286
Other assets 1,122 1,216 1,188 1,322 1,224
Total assets $ 74,318 $ 76,490 $ 75,850 $ 71,606 $ 66,306
LIABILITIES AND STOCKHOLDERS´EQUITY
Current liabilities:
Accounts payable $ 8,799 $ 7,596 $ 8,211 $ 6,304 $ 5,654
Current portion - payment obligation 1,311 1,192 1,122 1,050 1,025
Current portion - financial liabilities 14,189 14,812 13,222 11,787 11,554
Operating lease liabilities 1,814 1,914 1,880 2,067
Notes payable 2,000
Deferred revenue 2,193 2,880 3,052 2,779 2,174
Accrued compensation and related benefits 1,671 1,853 1,866 1,779 1,794
Other accrued expenses and liabilities 4,498 4,179 4,696 4,165 5,277
Total current liabilities 34,475 34,426 34,049 29,931 29,478
Long-term payment obligation 360 860 1,216 1,569 1,860
Long-term operating lease liabilities 3,013 3,409 3,827 4,072
Long-term deferred revenue 640 685 660 625 636
Other long-term liabilities 364 366 558 559 632
Total liabilities 38,852 39,746 40,310 36,756 32,606
Total stockholders´ equity 35,466 36,744 35,540 34,850 33,700
Total liabilities and stockholders´equity $ 74,318 $ 76,490 $ 75,850 $ 71,606 $ 66,306

Identiv, Inc.

Reconciliation of GAAP and Non-GAAP Financial Information

(in thousands)

(unaudited)

Three Months Ended Twelve Months Ended
December 31, September 30, December 31, December 31, December 31,
2019 2019 2018 2019 2018
Reconciliation of GAAP gross profit margin and non-GAAPgross profit margin
GAAP cost of revenue $ 11,429 $ 12,500 $ 11,111 $ 47,101 $ 44,810
Reconciling items included in GAAP cost of revenue:
Stock-based compensation (32 ) (35 ) 25 (130 ) (89 )
Amortization and depreciation (318 ) (340 ) (297 ) (1,298 ) (1,231 )
Total reconciling items included in GAAP cost of revenue (350 ) (375 ) (272 ) (1,428 ) (1,320 )
Non-GAAP cost of revenue $ 11,079 $ 12,125 $ 10,839 $ 45,673 $ 43,490
Non-GAAP gross profit margin 42 % 47 % 49 % 45 % 44 %
Reconciliation of GAAP operating expenses to non-GAAPoperating expenses
GAAP operating expenses $ 9,279 $ 9,274 $ 9,094 $ 36,763 $ 35,197
Reconciling items included in GAAP operating expenses:
Stock-based compensation (549 ) (654 ) (634 ) (2,520 ) (2,557 )
Amortization and depreciation (561 ) (614 ) (497 ) (2,285 ) (1,925 )
Increase in fair value of earnout liability (375 ) (175 ) (550 )
Acquisition related transaction costs (9 ) (19 ) (379 ) (102 ) (984 )
Restructuring and severance (115 ) 87 (156 ) (14 ) (747 )
Total reconciling items included in GAAP operating expenses (1,609 ) (1,375 ) (1,666 ) (5,471 ) (6,213 )
Non-GAAP operating expenses $ 7,670 $ 7,899 $ 7,428 $ 31,292 $ 28,984
Reconciliation of GAAP net (loss) income to non-GAAPadjusted EBITDA
GAAP net (loss) income attributable to Identiv, Inc. $ (1,821 ) $ 1,069 $ 630 $ (1,151 ) $ (4,708 )
Reconciling items included in GAAP net (loss) income:
Provision for income taxes 37 105 34 326 155
Net income attributable to noncontrolling interest 5
Interest expense, net 151 246 279 917 1,518
Loss on extinguishment of debt 1,369
Foreign currency (gains) losses, net 37 (168 ) 150 (59 ) (204 )
Stock-based compensation 581 689 659 2,650 2,646
Amortization and depreciation 879 954 794 3,583 3,156
Increase in fair value of earnout liability 375 175 550
Acquisition related transaction costs 9 19 379 102 984
Gain on sale of investment (142 ) (142 )
Restructuring and severance 115 (87 ) 156 14 747
Total reconciling items included in GAAP net (loss) income 2,042 1,933 2,451 7,941 10,376
Non-GAAP adjusted EBITDA $ 221 $ 3,002 $ 3,081 $ 6,790 $ 5,668
Reconciliation of GAAP net cash (used in) provided by operating activities to non-GAAP free cash flow
GAAP net cash (used in) provided by operating activities (943 ) (1,053 ) (2,185 ) 427 (5,196 )
Capital expenditures (87 ) (97 ) (712 ) (289 ) (1,346 )
Non-GAAP free cash flow $ (1,030 ) $ (1,150 ) $ (2,897 ) $ 138 $ (6,542 )