8-K
Interlink Electronics Inc (LINK)
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
Date of Report (Date of Earliest Event Reported): August 10, 2023
INTERLINK ELECTRONICS, INC.
(Exact Name of Registrant as Specified in Charter)
| Nevada | 001-37659 | 77-0056625 |
|---|---|---|
| (State or Other Jurisdiction | (Commission | (IRS Employer |
| of Incorporation) | File Number) | Identification No.) |
| 15707 Rockfield Blvd, Suite 105 | ||
| --- | --- | |
| Irvine, California | 92618 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(805) 484-8855
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br> Symbol(s) | Name of each exchange<br> on which registered |
|---|---|---|
| Common Stock, $0.001 par value | LINK | The NASDAQ Stock Market LLC |
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 (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)) |
| --- | --- |
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. |
|---|
On August 10, 2023, Interlink Electronics, Inc. announced its financial results for the quarter ended June 30, 2023. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 2.02 of Current Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
|---|---|
| (d) | Exhibits |
| --- | --- |
The following exhibits are filed as part of this Current Report on Form 8-K:
| Exhibit | |
|---|---|
| Number | Description |
| 99.1 | Press Release Issued by Interlink Electronics, Inc. dated August 10, 2023. |
| --- | --- |
| 104 | Cover Page Interactive Data File for this Current Report on Form 8-K (formatted as Inline XBRL and contained in Exhibit 101) |
| --- | --- |
2
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.
| Date: August 10, 2023 | INTERLINK ELECTRONICS, INC. | |
|---|---|---|
| By: | /s/ Ryan J. Hoffman | |
| Ryan J. Hoffman | ||
| Chief Financial Officer |
3
Exhibit 99.1
Interlink Electronics Reports Second Quarter2023 Results
Net income rose 240% from year ago quarteron acquisitions and organic growth
August 10, 2023 6:00 AM PDT
IRVINE, CA – (Business Wire) – Interlink Electronics, Inc. (NASDAQ: LINK), a world-leading provider of sensors and printed electronic solutions that support a wide range of applications, including Human-Machine Interface (“HMI”) devices and IoT solutions, today announced its financial results for the three- and six-month periods ended June 30, 2023.
Revenue for the quarter was approximately $4.05 million, up 98% from the prior year period due to revenues from the gas-sensor and membrane keypads operations acquired in December 2022 and March 2023, in addition to increased sales of the company’s traditional force-sensor products. This in turn drove a 116% increase in the Company’s gross profit to approximately $2.06 million and a 240% increase in net income to $381,000.
The following table sets forth the consolidated financial highlights.
Consolidated Financial Highlights
(Amounts in thousands except per share data and percentages)
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Consolidated Financial Results | 2023 | **** | 2022 | **** | ∆ | % ∆ | **** | 2023 | **** | 2022 | **** | ∆ | **** | % ∆ | **** | ||||||
| Revenue | $ | 4,049 | $ | 2,040 | 98.5 | % | $ | 7,327 | $ | 4,031 | 81.8 | % | |||||||||
| Gross profit | $ | 2,061 | $ | 952 | 116.5 | % | $ | 3,648 | $ | 2,193 | 66.3 | % | |||||||||
| Gross margin | 50.9 | % | 46.7 | % | 49.8 | % | 54.4 | % | |||||||||||||
| Income (loss) from operations | $ | 406 | $ | (151 | ) | $ | 233 | $ | (133 | ) | |||||||||||
| Net income | $ | 381 | $ | 112 | $ | 190 | $ | 254 | ) | ||||||||||||
| Net income (loss) applicable to common stockholders | $ | 281 | $ | 12 | $ | (10 | ) | $ | 54 | ) | |||||||||||
| Earnings (loss) per common share – diluted | $ | 0.04 | $ | 0.00 | $ | 0.00 | $ | 0.01 | ) |
All values are in US Dollars.
| · | Revenue nearly doubled to $4.05 million in the second quarter of 2023 compared<br>to the prior year period, and increased 82% to $7.33 million for the six-month period. This was due primarily to the inclusion of revenues<br>from our Gas and Environmental Sensors division (the SPEC Sensors/KWJ Engineering electrochemical gas sensor businesses that were acquired<br>in December 2022) and, for the three-month period, from the Calman Technology Limited membrane keypad and printed electronics operations<br>acquired in March 2023. The increase was also attributable to an exceptional quarter the Company experienced in its force-sensor resistor<br>business due to an increase in shipments to our medical market customers, reflecting the easing of pandemic restrictions that previously<br>delayed installations of their products in hospitals settings. |
|---|---|
| · | Gross profit for the quarter more than doubled to $2.06 million compared to the year ago quarter due mostly to our increased revenues<br>and also to an increase in gross margin percentage to 51% from 47%. For the six-month period, gross profit was $3.65 million, up 66% from<br>the prior year period due primarily to the effect of higher revenues, offset in part by a decline in gross margin percentage from 54%<br>to 50%. The increase in gross margin percentage for the three-month period was due to lower materials and components costs on certain<br>orders and favorable changes in product and customer mix, reversing the trend from the previous quarter that led to the decline for the<br>six-month period ended June 30, 2023. |
| --- | --- |
| · | Net income for the quarter was $381,000, up 240% from the $112,000<br>recorded for the prior year period as the increase in gross profit more than offset higher selling, general and administrative expenses<br>attributable to increased headcount as a result of the SPEC/KWJ and Calman acquisitions and additional legal and professional fees related<br>to the acquisitions. For the six months, net income fell from $254,000 to $190,000 on higher selling, general and administrative expenses<br>and research and development costs attributable to the Gas and Environmental Sensors division, with the Calman acquisition only closing<br>late in the first quarter. |
| --- | --- |
| · | Net<br>income applicable to common stockholders increased to $281,000 ($0.04 per share) for the quarter from $12,000 ($0 per share) in the prior<br>year period, but declined to a loss of $10,000 ($0 per share) for the six months from income of $54,000 ($0.01 per share) in the prior<br>year period. |
| --- | --- |
| · | The<br>Company ended the quarter with $5.1 million of cash and cash equivalents. |
| --- | --- |
“This quarter is the first period in which we have included full results from both the Gas and Environmental Sensors division and Calman, and these results reinforce our belief in the significant growth potential for those operations,” said Steven N. Bronson, Chairman, President, and CEO of Interlink Electronics. “At the same time, we saw an exceptional quarter in our traditional force-sensor resistor and human-machine interface markets, and we continue to invest in exploring new markets and acquisition opportunities.”
About Interlink Electronics, Inc.
Interlink Electronics is a world-leading provider of sensors and printed electronic solutions that support a wide range of applications, including Human-Machine Interface (“HMI”) devices and IoT solutions, utilizing our expertise in materials science, manufacturing, firmware and software to produce in-house system solutions for custom specifications. We have a proven track record of supplying mission-critical technological solutions in diverse markets including medical devices, automotive, gas detection and environmental quality monitoring, oil and gas and general industrial, and consumer electronics, providing standard and custom-designed sensors that provide the flexibility and functionality needed for today's sophisticated applications.
The Company’s products and solutions currently focus on three main fields:
| · | For nearly 40 years, the Company has led the<br>printed electronics industry in commercializing its patented Force Sensing Resistor® technology, which offers pressure and position<br>sensing and rugged capabilities in a very wide range of temperatures. Our piezoelectric film sensors offer strain, bend and vibration<br>sensing and can be used on curved surfaces, while our advanced matrix sensor solutions offer multiple touch capabilities. We supply some<br>of the world's top electronics manufacturers with intuitive sensor and interface technologies for use in advanced applications such as<br>medical robotics and vehicle collision detection. |
|---|---|
| · | Our Gas and Environmental Sensors division has<br>over 25 years of experience in cutting-edge design and manufacture of electrochemical gas-sensing technology for industry, community,<br>health and home. We provide advanced sensor solutions, precision sensing instruments, and custom engineering services for detecting gases<br>such as carbon monoxide, ozone, hydrogen, NOX gases and ammonia, for transdermal alcohol detection and for air quality monitoring. Our<br>innovative printed sensor design enables high-sensitivity, low-power and cost-effective solutions for broad adoption in the rapidly growing<br>IOT market. |
| --- | --- |
| · | Our Calman Technology subsidiary brings over<br>25 years of experience in the design and manufacture of membrane keypads, graphic overlays and industrial label products. We offer IP-rated<br>digital and hybrid printed devices featuring integrated backlighting and shielding and printed electronics with advanced materials ink<br>printing. Calman has customers in fields such as medical devices and defense technologies and gives the Company a base in Europe. |
| --- | --- |
We serve our international customer base from our corporate headquarters in Irvine, California; our Global Product Development and Materials Science Center and distribution and logistics center in Camarillo, California; our advanced printed-electronics manufacturing facilities in Shenzhen, China, and Irvine, Scotland; and our proprietary gas-sensor production and product development facility in Newark, California.
For more information, please visit InterlinkElectronics.com.
Forward Looking Statements
This release contains “forward-looking statements” withinthe meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be generallyidentified by phrases such as “thinks,” “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” and similar words. Forward-looking statements in this press include statements about our acquisitionprogram, our projected revenue and earnings growth, and the effects of recent acquisitions, including contributions to our products, manufacturingoperations and the markets we serve. Forward-looking statements are not guarantees of future performance and are inherently subject touncertainties and other factors which could cause actual results to differ materially from the forward-looking statement. These statementsare based upon, among other things, assumptions made by, and information currently available to, management, including management’sown knowledge and assessment of the company’s industry, R&D initiatives, competition and capital requirements. Other factorsand uncertainties that could affect the company’s forward-looking statements include, among other things, the following: our successin predicting new markets and the acceptance of our new products; efficient management of our infrastructure; the pace of technologicaldevelopments and industry standards evolution and their effect on our target product and market choices; the effect of outsourcing technologydevelopment; changes in the ordering patterns of our customers; a decrease in the quality and/or reliability of our products; protectionof our proprietary intellectual property; competition by alternative sophisticated as well as generic products; continued availabilityof raw materials for our products at competitive prices; disruptions in our manufacturing facilities; risks of international sales andoperations including fluctuations in exchange rates; compliance with regulatory requirements applicable to our manufacturing operations;and customer concentrations. Additional factors that could cause actual results to differ materially from those anticipated by our forward-lookingstatements are under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Conditionand Results of Operations” in our most recent Annual Report (Form 10-K) or Quarterly Report (Form 10-Q) filed with the Securitiesand Exchange Commission. Forward-looking statements are made as of the date of this release, and we expressly disclaim any obligationto publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Contact:
Interlink Electronics, Inc.
IR@iefsr.com
Steven N. Bronson, CEO
805-623-4184
INTERLINK ELECTRONICS, INC.CONDENSED CONSOLIDATED BALANCE SHEETS*(unaudited)*
| December 31, | |||||
|---|---|---|---|---|---|
| 2022 | |||||
| ASSETS | |||||
| Current assets | |||||
| Cash and cash equivalents | 5,106 | $ | 10,091 | ||
| Accounts receivable, net | 2,147 | 1,178 | |||
| Inventories | 2,940 | 2,112 | |||
| Prepaid expenses and other current assets | 252 | 321 | |||
| Total current assets | 10,445 | 13,702 | |||
| Property, plant and equipment, net | 337 | 184 | |||
| Intangible assets, net | 324 | 76 | |||
| Goodwill | 4,545 | 650 | |||
| Right-of-use assets | 225 | 172 | |||
| Deferred tax assets | 129 | 134 | |||
| Other assets | 74 | 65 | |||
| Total assets | 16,079 | $ | 14,983 | ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||
| Current liabilities | |||||
| Accounts payable | 1,090 | $ | 273 | ||
| Accrued liabilities | 476 | 568 | |||
| Lease liabilities, current | 157 | 131 | |||
| Accrued income taxes | 423 | 117 | |||
| Total current liabilities | 2,146 | 1,089 | |||
| Long-term liabilities | |||||
| Lease liabilities, long term | 77 | 46 | |||
| Total long-term liabilities | 77 | 46 | |||
| Total liabilities | 2,223 | 1,135 | |||
| Stockholders’ equity | |||||
| Preferred stock (5.0 million liquidation preference) | 2 | 2 | |||
| Common stock | 7 | 7 | |||
| Additional paid-in-capital | 62,440 | 62,617 | |||
| Accumulated other comprehensive income (loss) | 97 | (98 | ) | ||
| Accumulated deficit | (48,690 | ) | (48,680 | ) | |
| Total stockholders’ equity | 13,856 | 13,848 | |||
| Total liabilities and stockholders’ equity | 16,079 | $ | 14,983 |
All values are in US Dollars.
INTERLINK ELECTRONICS, INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
| **** | Three Months Ended June 30, | **** | Six Months Ended June 30, | **** | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | ||||||||
| (in thousands, except per share data) | |||||||||||
| Revenue, net | $ | 4,049 | $ | 2,040 | $ | 7,327 | $ | 4,031 | |||
| Cost of revenue | 1,988 | 1,088 | 3,679 | 1,838 | |||||||
| Gross profit | 2,061 | 952 | 3,648 | 2,193 | |||||||
| Operating expenses: | |||||||||||
| Engineering, research and development | 650 | 330 | 1,177 | 593 | |||||||
| Selling, general and administrative | 1,005 | 773 | 2,238 | 1,733 | |||||||
| Total operating expenses | 1,655 | 1,103 | 3,415 | 2,326 | |||||||
| Income (loss) from operations | 406 | (151 | ) | 233 | (133 | ) | |||||
| Other income (expense): | |||||||||||
| Other income (expense), net | 64 | 342 | 128 | 497 | |||||||
| Income before income taxes | 470 | 191 | 361 | 364 | |||||||
| Income tax expense | 89 | 79 | 171 | 110 | |||||||
| Net income | $ | 381 | $ | 112 | $ | 190 | $ | 254 | |||
| Net income (loss) applicable to common stockholders | $ | 281 | $ | 12 | $ | (10 | ) | $ | 54 | ||
| Earnings (loss) per common share – basic and diluted | $ | 0.04 | $ | 0.00 | $ | 0.00 | $ | 0.01 | |||
| Weighted average common shares outstanding – basic and diluted | 6,600 | 6,602 | 6,610 | 6,602 |