8-K

Xperi Inc. (XPER)

8-K 2024-11-06 For: 2024-11-06
View Original
Added on April 08, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, 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): November 06, 2024

Xperi Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware 001-41486 83-4470363
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
2190 Gold Street
San Jose, California 95002
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: 408 519-9100
---
N/A
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(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 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<br>Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.001 per share XPER New York Stock Exchange

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 November 6, 2024, Xperi Inc. (the “Company”) announced its financial results for the third quarter ended September 30, 2024. A copy of the Company’s press release announcing these financial results and other information regarding its financial condition is furnished as Exhibit 99.1 to this Form 8-K.

The information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit<br><br>No. Description
99.1 Press Release dated November 6, 2024.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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: November 6, 2024 Xperi Inc.
By: /s/ Robert Andersen
Name: Robert Andersen
Title: Chief Financial Officer

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Xperi Inc. Announces Third Quarter 2024 Results

Approaching One Million Activated TiVo OS Smart TVs; On Track to Achieve Year-End Goal of Two Million Smart TVs

Awarded DTS AutoStage Video Win with a Japanese Car Company

Exceeded Year-End Target of 2.4M Video over Broadband Subscriber Households

Closed Perceive Asset Sale for Gross Proceeds of $80 Million in Cash

San Jose, Calif. (November 6, 2024) – Xperi Inc. (NYSE: XPER) (the “Company” or “Xperi”), an entertainment technology company that invents, develops, and delivers technologies that enable extraordinary experiences, today announced third quarter 2024 financial results for the three-month period ended September 30, 2024.

“With the Perceive transaction now closed, we are fully focused on entertainment-based solutions to grow our independent media platform and licensing businesses. Our TiVo OS Smart TV footprint is approaching one million units, and with accelerating partner activity we believe we remain on-track toward our year-end target of two million active connected devices,” said Jon Kirchner, chief executive officer of Xperi.

Mr. Kirchner continued, “Our innovation pipeline continues to yield exciting new product solutions, including those benefiting from our prior work in the AI space. As an example, we recently launched our award-winning, AI-driven DTS Clear Dialogue solution, which addresses a real-world problem for TV audiences – dialogue intelligibility. Lastly, and very importantly, our business transformation efforts have helped us drive operating leverage and deliver meaningful improvements in our profitability metrics, in line with the three-to-five-year targets that we announced in September of 2022.”

Financial Highlights

Q3 FY23
GAAP Highlights ( millions, except per share data)
Revenue 132.9 $ 130.4 1
GAAP operating loss (18.6 ) $ (31.1 )
GAAP net loss2 (16.8 ) $ (41.4 )
GAAP loss per share2 (0.37 ) $ (0.96 )
Non-GAAP3 Highlights ( millions, except per share data) Q3 FY23
Revenue 132.9 $ 130.4 1
Non-GAAP operating income 24.5 $ 4.3
Non-GAAP net income/(loss)2 23.3 $ (3.3 )
Non-GAAP earnings/(loss) per share2 0.51 $ (0.08 )
Non-GAAP adjusted EBITDA 31.4 $ 9.3

All values are in US Dollars.

1 The contribution from AutoSense and the related imaging business, which was divested on January 31, 2024, accounted for $5.3 million of revenue in Q3 2023.

2 Attributable to the Company.

3 For further information on supplemental non-GAAP metrics included in this press release, refer to the “Non-GAAP Financial Measures” description and “GAAP to Non-GAAP Reconciliations” provided in the financial statement tables.

Recent Key Operating Achievements

Media Platform

  • TiVo OS footprint is now approaching one million activated Smart TVs and tracking toward our year-end goal of two million Smart TVs.

  • Global TV manufacturers and retailers are accelerating the deployment of “Powered by TiVo” Smart TVs in important growth markets.

  • Smart TVs “Powered by TiVo” are now generally available across Europe from Panasonic, Argos, Sharp and numerous Vestel brands.

Connected Car

  • Awarded our second DTS AutoStage video design win by a Japanese automotive OEM with deployments expected to begin in 2025.
  • Signed a new AutoStage license agreement with an American car company.
  • AutoStage is now integrated into more than eight million vehicles across 146 countries – double the number of vehicles since August 2023 – with more than five million vehicles in North America that utilize both AutoStage and HD Radio.
  • HD Radio is now being deployed in new models from Ford, Cadillac, Volkswagen, Audi, Porsche, Mercedes-Benz, Genesis, BMW, Nissan, and Aston Martin.

Pay TV

  • Ended Q3 2024 with over 2.4 million Video-over-Broadband (IPTV) subscriber households, continuing the trend of consecutive quarters of double-digit year-over-year subscriber growth.
  • We executed an agreement with NCTC for a new Broadband TV solution, providing a low-cost over-the-top content bundle for operators, expanding the opportunity for U.S.-based monetization through our TiVo platform.
  • Expanded TiVo Broadband with the signing of two new operators (MSC and Westman) bringing the total number of operators to 12, of which eight were added this year.
  • Signed a significant multi-year classic guide renewal with Panasonic, extending the commercial use of our core Pay TV technology.

Consumer Electronics

  • We launched DTS Clear Dialogue, a new on-device solution that leverages the latest advancements in AI-based audio processing to improve dialogue intelligibility for TVs. At the IFA Berlin tradeshow in September, our Clear Dialogue solution won two Best of IFA awards.
  • Signed multiple renewals with existing customers, including Vestel, Honor, and Masimo.

Perceive

  • Announced sale to Amazon.com Services LLC for gross proceeds of $80 million in cash.
  • Transaction was announced on August 19th and closed on October 2nd.
  • With additional tax planning, net proceeds now expected to be approximately $60 million.

Capital Allocation

  • Repurchased approximately 1.1 million shares in the quarter at an average price of $8.92.

Financial Outlook

The Company makes the following updates to the 2024 outlook ranges previously provided:

Category Original Outlook Revised Outlook
Revenue $500M to $530M $490M to $505M
Non-GAAP Adjusted EBITDA Margin1, 2 12% to 14% 14% to 16%

1 See discussion of “Non-GAAP Financial Measures” below.

2 With respect to Non-GAAP Adjusted EBITDA Margin, the Company has determined that it is unable to provide a quantitative reconciliation of this forward-looking non-GAAP measure to the most directly comparable forward-looking GAAP measure with a reasonable degree of confidence in its accuracy without unreasonable effort, as items including restructuring and impacts from discrete tax adjustments and tax law changes are inherently uncertain and depend on various factors, many of which are beyond the Company's control.

Conference Call Information

The Company will hold its third quarter 2024 earnings conference call at 2:00 PM Pacific Time (5:00 PM Eastern Time) on Wednesday, November 6, 2024. To access the call toll-free, please dial 1-888-596-4144, otherwise dial 1-646-968-2525. The

conference ID is 5483252. All participants should dial in 15 minutes prior to the start of the call using the conference ID listed above. Alternatively, the call can be accessed via the following webcast link: Q3 2024 Earnings Call Webcast.

Safe Harbor Statement

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding: expectations regarding our future results of operations and financial position, margin expansion and overall growth, including, without limitation, expectations regarding acceleration of revenue in our key growth markets and Non-GAAP Adjusted EBITDA Margin growth, the deployment by third parties of their products that use our technology, objectives for future operations, and ongoing strategies and operating initiatives, including, without limitation, subscriber and device targets, expansion expectations, our media platform and licensing businesses growth, reduction of expenses, and net proceeds from the Perceive asset sale. These forward-looking statements are based on information available to the Company as of the date hereof, as well as the Company’s current expectations, assumptions, estimates and projections that involve risks and uncertainties. In some cases, you can identify forward-looking statements by the words “expect,” “anticipate,” “intend,” “plan,” “believe,” “could,” “seek,” “see,” “will,” “may,” “would,” “might,” “potentially,” “estimate,” “continue,” “target,” “goal,” and similar expressions or the negatives of these words or other comparable terminology that convey uncertainty of future events or outcomes. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance, or achievements to be materially different from the information expressed or implied by these forward-looking statements. These risks, uncertainties and other factors are described under the captions “Risk Factors” and “Management's Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (the “SEC”) and our other filings with the SEC from time to time. Any forward-looking statements speak only as of the date of this press release and are based on information available to the Company as of the date of this press release, and the Company does not assume any obligation to, and does not intend to, publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

About Xperi Inc.

Xperi invents, develops, and delivers technologies that enable extraordinary experiences. Xperi technologies, delivered via its brands (DTS®, HD Radio™, TiVo®) are integrated into billions of consumer devices and media platforms worldwide, powering smart devices, connected cars and entertainment experiences, including IMAX® Enhanced, a certification and licensing program operated by IMAX Corporation and DTS, Inc. Xperi has created a unified ecosystem that reaches highly engaged consumers, driving increased value for partners, customers and consumers.

©2024 Xperi Inc. All Rights Reserved. Xperi, TiVo, DTS, HD Radio, DTS Play-Fi, and their respective logos are trademark(s) or registered trademark(s) of Xperi Inc. or its subsidiaries in the United States and other countries. IMAX is a registered trademark of IMAX Corporation. All other trademarks and content are the property of their respective owners.

Non-GAAP Financial Measures

In addition to disclosing financial results calculated in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), the Company’s press release contains non-GAAP financial measures, including Non-GAAP Operating Income/(Loss), Non-GAAP Net Income/(Loss) attributable to the Company, Non-GAAP Net Income/(Loss) Per Share attributable to the Company, Non-GAAP Adjusted EBITDA, and Non-GAAP Adjusted EBITDA Margin.

Non-GAAP Operating Income/(Loss) is defined as GAAP Operating Income/(Loss), less the impact of stock-based compensation, amortization of intangible assets, transaction and integration costs related to actual or planned acquisitions, financing, and divestitures; severance and retention costs; restructuring costs; separation costs; and other items not indicative of our ongoing operating performance.

Non-GAAP Net Income/(Loss) attributable to the Company is defined as GAAP Net Income/(Loss) attributable to the Company excluding the impact of stock-based compensation, amortization of intangible assets, transaction and integration costs related to actual or planned acquisitions, financing, and divestitures; severance and retention costs; restructuring costs; separation costs; and other items not indicative of our ongoing operating performance, and related tax effects for each adjustment. Non-GAAP Net Income/(Loss)

Per Share attributable to the Company is defined as Non-GAAP Income/(Loss) attributable to the Company divided by diluted Non-GAAP weighted average shares outstanding.

Non-GAAP Adjusted EBITDA is defined as GAAP Net Income/(Loss), less the impact of interest expense, income taxes, stock-based compensation, depreciation expense, amortization of intangible assets, amortization of capitalized cloud computing costs, transaction and integration costs related to actual or planned acquisitions, financing, and divestitures; severance and retention costs; restructuring costs; separation costs; and other items not indicative of our ongoing operating performance. Non-GAAP Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by revenue.

Management believes that the non-GAAP measures used in this press release provide investors with important perspectives into the Company’s ongoing business and financial performance and provide a better understanding of our core operating results reflecting our normal business operations. The non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP. Our use of non-GAAP financial measures has certain limitations in that the non-GAAP financial measures we use may not be directly comparable to those reported by other companies. For example, the terms used in this press release, such as adjusted EBITDA, do not have a standardized meaning. Other companies may use the same or similarly named measures, but exclude different items, which may not provide investors with a comparable view of our performance in relation to other companies. We seek to compensate for the limitation of our non-GAAP presentation by providing a detailed reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures in the tables attached hereto. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures. All financial data is presented on a GAAP basis except where the Company indicates its presentation is on a non-GAAP basis.

Set forth below are reconciliations of the Company’s reported GAAP to non-GAAP financial measures.

Xperi Investor Contact:

Mike Iburg

VP, Investor Relations

+1 408-321-3827

ir@xperi.com

Media Contact:

Amy Brennan

Senior Director, Corporate Communications

+1 949-518-6846

amy.brennan@xperi.com

– Tables Follow –

SOURCE: XPERI INC.

XPER-E

#

XPERI INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

(unaudited)

Three Months Ended September 30, Nine Months Ended September 30,
2024 2023 2024 2023
Revenue $ 132,891 $ 130,390 $ 371,326 $ 384,101
Operating expenses:
Cost of revenue, excluding depreciation and amortization of intangible assets 27,484 26,413 86,193 85,061
Research and development 53,627 56,436 149,189 166,993
Selling, general and administrative 56,483 59,620 165,938 173,893
Depreciation expense 2,918 4,248 9,780 12,543
Amortization expense 10,934 14,724 33,015 44,349
Impairment of long-lived assets 1,096
Total operating expenses 151,446 161,441 444,115 483,935
Operating loss (18,555 ) (31,051 ) (72,789 ) (99,834 )
Interest and other income (expense), net 2,379 (580 ) 4,711 2,186
Interest expense - debt (756 ) (756 ) (2,252 ) (2,246 )
Gain on divestiture 22,934
Loss before taxes (16,932 ) (32,387 ) (47,396 ) (99,894 )
Provision for income taxes 2,899 9,685 16,437 14,481
Net loss (19,831 ) (42,072 ) (63,833 ) (114,375 )
Less: net loss attributable to noncontrolling interest (3,026 ) (646 ) (3,609 ) (2,554 )
Net loss attributable to the Company $ (16,805 ) $ (41,426 ) $ (60,224 ) $ (111,821 )
Net loss per share attributable to the Company - basic and diluted $ (0.37 ) $ (0.96 ) $ (1.33 ) $ (2.61 )
Weighted-average number of shares used in net loss per share calculations - basic and diluted 45,683 43,316 45,180 42,774

XPERI INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(unaudited)

September 30, 2024 December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents $ 72,686 $ 142,085
Accounts receivable, net 62,368 55,984
Unbilled contracts receivable, net 84,797 64,114
Prepaid expenses and other current assets 37,686 38,874
Assets held for sale 1,306 15,860
Total current assets 258,843 316,917
Note receivable, noncurrent 29,131
Deferred consideration from divestiture 6,530
Unbilled contracts receivable, noncurrent 40,877 18,231
Property and equipment, net 43,505 41,569
Operating lease right-of-use assets 31,070 39,900
Intangible assets, net 174,037 206,895
Deferred tax assets 5,060 5,093
Other noncurrent assets 26,944 32,781
Assets held for sale, noncurrent 171 12,249
Total assets $ 616,168 $ 673,635
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable $ 19,308 $ 20,849
Accrued liabilities 105,560 109,961
Deferred revenue 26,378 28,111
Short-term debt 50,000
Liabilities held for sale 67 6,191
Total current liabilities 201,313 165,112
Long-term debt 50,000
Deferred revenue, noncurrent 20,371 19,425
Operating lease liabilities, noncurrent 20,496 30,598
Deferred tax liabilities 7,016 6,983
Other noncurrent liabilities 11,143 4,577
Liabilities held for sale, noncurrent 6 9,805
Total liabilities 260,345 286,500
Equity:
Common stock 45 44
Additional paid-in capital 1,256,372 1,212,501
Accumulated other comprehensive loss (3,337 ) (2,865 )
Accumulated deficit (875,670 ) (805,448 )
Total Company stockholders’ equity 377,410 404,232
Noncontrolling interest (21,587 ) (17,097 )
Total equity 355,823 387,135
Total liabilities and equity $ 616,168 $ 673,635

XPERI INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

Nine Months Ended September 30,
2024 2023
Cash flows from operating activities:
Net loss $ (63,833 ) $ (114,375 )
Adjustments to reconcile net loss to net cash used in operating activities:
Gain from divestiture (22,934 )
Depreciation of property and equipment 9,780 12,543
Amortization of intangible assets 33,015 44,349
Stock-based compensation expense 45,309 51,681
Impairment of long-lived assets 1,096
Deferred income taxes 66 (1,022 )
Other (2,410 ) (162 )
Changes in operating assets and liabilities:
Accounts receivable (8,554 ) 188
Unbilled contracts receivable (43,518 ) (13,556 )
Prepaid expenses and other assets 4,684 1,264
Accounts payable (328 ) 87
Accrued and other liabilities (7,047 ) (3,229 )
Deferred revenue (799 ) 537
Net cash used in operating activities (56,569 ) (20,599 )
Cash flows from investing activities:
Purchases of property and equipment (3,304 ) (4,718 )
Capitalized internal-use software (9,175 ) (4,714 )
Purchases of intangible assets (157 ) (149 )
Net cash used in divestiture (227 )
Net cash used in investing activities (12,863 ) (9,581 )
Cash flows from financing activities:
Repurchases of common stock (9,999 )
Proceeds from issuance of common stock under employee stock purchase plan 4,328 5,850
Withholding taxes related to net share settlement of equity awards (6,645 ) (4,313 )
Net cash (used in) provided by financing activities (12,316 ) 1,537
Effect of exchange rate changes on cash and cash equivalents 46
Net decrease in cash and cash equivalents (81,748 ) (28,597 )
Cash and cash equivalents at beginning of period (1) 154,434 160,127
Cash and cash equivalents at end of period $ 72,686 $ 131,530
  • Includes $12.3 million of cash and cash equivalents classified as held for sale at December 31, 2023.

XPERI INC.

GAAP TO NON-GAAP RECONCILIATIONS

(in thousands, except per share amounts)

(unaudited)

Three Months Ended September 30,
2024 2023
Reconciliation of net income (loss) attributable to the Company:
GAAP net loss attributable to the Company $ (16,805 ) $ (41,426 )
Adjustments to GAAP net loss attributable to the Company:
Stock-based compensation(1) 15,249 17,622
Amortization of intangible assets 10,934 14,724
Transaction, separation, integration and restructuring related costs:
Transaction, separation, integration and restructuring costs(2) 7,961 1,904
Severance and retention(3) 9,184 1,149
Income tax adjustment(4) (3,216 ) 2,764
Non-GAAP net income (loss) attributable to the Company $ 23,307 $ (3,263 )
(1) Stock-based compensation included in above line items:
Cost of revenue, excluding depreciation and amortization of intangible assets $ 822 $ 806
Research and development $ 5,225 $ 6,584
Selling, general and administrative $ 9,202 $ 10,232
(2) Transaction, separation, integration and restructuring costs included in above line items:
Cost of revenue, excluding depreciation and amortization of intangible assets $ $
Research and development $ 4,324 $
Selling, general and administrative $ 3,384 $ 1,904
Interest and other income (expense), net $ 253 $
(3) Severance and retention included in above line items:
Cost of revenue, excluding depreciation and amortization of intangible assets $ 542 $
Research and development $ 6,287 $ 471
Selling, general and administrative $ 2,355 $ 678
(4) The provision for income taxes is adjusted to reflect the net direct and indirect income tax effects of the various non-GAAP pretax adjustments.
Reconciliation of net income (loss) per share attributable to the Company:
GAAP net loss attributable to the Company $ (0.37 ) $ (0.96 )
Adjustments to GAAP net loss per share attributable to the Company:
Stock-based compensation 0.33 0.41
Amortization of intangible assets 0.24 0.34
Transaction, separation, integration and restructuring related costs 0.38 0.07
Income tax adjustment (0.07 ) 0.06
Non-GAAP net income (loss) per share attributable to the Company $ 0.51 $ (0.08 )
GAAP weighted-average number of shares - basic and diluted 45,683 43,316
Non-GAAP weighted-average number of shares - diluted 45,837 43,316

XPERI INC.

GAAP TO NON-GAAP RECONCILIATIONS

(in thousands)

(unaudited)

Three Months Ended September 30,
2024 2023
GAAP operating loss $ (18,555 ) $ (31,051 )
Adjustments to GAAP operating loss:
Stock-based compensation 15,249 17,622
Amortization of intangible assets 10,934 14,724
Transaction, separation, integration and restructuring related costs:
Transaction, separation, integration and restructuring costs 7,708 1,904
Severance and retention 9,184 1,149
Non-GAAP operating income $ 24,520 $ 4,348

XPERI INC.

GAAP TO NON-GAAP RECONCILIATIONS

(in thousands)

(unaudited)

Three Months Ended September 30,
2024 2023
GAAP net loss $ (19,831 ) $ (42,072 )
Adjustments to GAAP net loss:
Interest expense 1,123 770
Provision for income taxes 2,899 9,685
Stock-based compensation 15,249 17,622
Depreciation expense 2,918 4,248
Amortization of intangible assets 10,934 14,724
Amortization of capitalized cloud computing costs 1,003 1,316
Transaction, separation, integration and restructuring related costs:
Transaction, separation, integration and restructuring costs 7,961 1,904
Severance and retention 9,184 1,149
Non-GAAP Adjusted EBITDA $ 31,440 $ 9,346
Non-GAAP Adjusted EBITDA Margin(1) 23.7 % 7.2 %
(1)Non-GAAP Adjusted EBITDA Margin is calculated by dividing Non-GAAP Adjusted EBITDA, derived as above, by the Company's total revenue, expressed as a percentage.