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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 13, 2023

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

of incorporation)

 

(Commission

file number)

 

(I.R.S. Employer

Identification No.)

 

2999 N.E. 191st Street, Suite 610, Aventura, FL  33180

 

(Address of principal executive offices and zip code)

 

(408) 467-1900

(Registrant’s telephone number, including area code)

 

N/A

 

(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 Market

Series B Junior Participating Preferred Stock Purchase Rights

IMMR

The NASDAQ Global Market

 

 



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 13, 2023, Immersion Corporation (we, our or the “Company”) issued a press release regarding financial results for the third quarter ended September 30, 2023. A copy of the press release is attached to this Current 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 (the “Exchange Act”), 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 Exchange Act.


Item 8.01   Other Events.

 

       On November 13, 2023, the Company announced that its Board of Directors (the “Board”) declared a quarterly dividend. The quarterly dividend, in the amount of $0.045 per share, will be payable, subject to any prior revocation, on January 25, 2024 to shareholders of record on January 14, 2024. Future dividends will be subject to further review and approval by the Board in accordance with applicable law. The Board reserves the right to adjust or withdraw the quarterly dividend in future periods as it reviews the Company’s capital allocation strategy from time-to-time.          

    

      On November 10, 2023, we filed an additional complaint against Meta Platforms, Inc. (formerly known as Facebook, Inc.) (“Meta”) in the United States District Court for the Western District of Texas, alleging that Meta’s AR/VR systems, including the Meta Quest 3, infringe five of our patents that cover various uses of haptic effects in connection with such AR/VR systems. We are seeking to enjoin Meta from further infringement and to recover a reasonable royalty for such infringement.

 

The complaint against Meta asserts infringement of the following patents:

 

  1. U.S. Patent No. 8,469,806: “System and method for providing complex haptic stimulation during input of control gestures, and relating to control of virtual equipment”
  2. U.S. Patent No. 9,727,217: “Haptically enhanced interactivity with interactive content”
  3. U.S. Patent No. 10,248,298: “Haptically enhanced interactivity with interactive content”
  4. U.S. Patent No. 10,269,222: “System with wearable device and haptic output device”
  5. U.S. Patent No. 10,664,143: “Haptically enhanced interactivity with interactive content”

 

 



Forward Looking Statements

 

      This Item 8.01 contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act, including statements regarding the Company’s dividend program. These forward-looking statements are subject to involve risks and uncertainties. These forward-looking statements may be identified by terms such as “will,” “may,” “plans,” or the negative of these terms, and similar expressions intended to identify forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding the anticipated amount, duration, methods, timing and other aspects of our dividend program and any anticipated benefits or value resulting from any such dividends. These statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, any unforeseen need for capital which may require us to divert funds we may have otherwise used for the dividend program, which may in turn negatively impact our ability to administer the quarterly dividends. In addition, the timing and amount of future dividends, if any, will be made as management deems appropriate and will depend on a variety of factors including stock price, market conditions, corporate and regulatory requirements (including applicable securities laws and regulations and the rules of the Nasdaq Stock Market), any additional constraints related to material inside information the Company may possess, and capital availability. More information regarding these and other risks, uncertainties and factors is contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 and in its most recent Quarterly Report on Form 10-Q, as filed with the SEC, and in other reports filed by the Company with the SEC from time to time. You are cautioned not to unduly rely on these forward-looking statements, which speak only as of the date of this Form 8-K. All information in this Form 8-K is as of the date stated and unless required by law, the Company undertakes no obligation to publicly revise any forward-looking statement to reflect circumstances or events after the date of this Form 8-K or to report the occurrence of unanticipated events other than as required bylaw or regulation.

 

Item 9.01   Financial Statements and Exhibits.


(d)    Exhibits 

 

 

Exhibit No.

Exhibit Title

99.1

Press Release dated November 13, 2023 (regarding financial results for third quarter ended September 30, 2023)

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. 

 

 

IMMERSION CORPORATION

 

 

 

 

 

Date:

November 13, 2023

By:

/s/ J. MICHAEL DODSON

 

 

 

Name:

J. Michael Dodson

 

 

 

Title:

Chief Financial Officer

 


Exhibit 99.1

Immersion Corporation Reports Third Quarter 2023 Results

GAAP Net Income of $2.7 million or $0.08 per diluted share

Non-GAAP Net Income of $4.0 million or $0.12 per diluted share

Repurchased 1.5% of shares outstanding 

Increased quarterly dividend by 50 percent

Announces filing of Second Patent Lawsuit Against Meta

 

AVENTURA FL, November 13, 2023Immersion Corporation (NASDAQ: IMMR), a leading developer and provider of technologies for haptics, today reported financial results for the third quarter ended September 30, 2023. 

 

Third Quarter Financial Summary:

 

Total revenues of $9.5 million, compared to $14.0 million in the third quarter of 2022. Royalty and license revenues were $9.5 million, compared to $13.9 million in the third quarter of 2022

GAAP net income was $2.7 million, or $0.08 per diluted share, compared to GAAP net income of $7.7 million, or $0.23 per diluted share, in the third quarter of 2022.
GAAP operating expenses of $3.0 million in the third quarter of 2023, compared to GAAP operating expenses of $3.1 million in the third quarter of 2022. Non-GAAP operating expenses of $2.0 million in the third quarter of 2023, compared to Non-GAAP operating expenses of $2.3 million in the third quarter of 2022. (See attached table for a reconciliation of GAAP to non-GAAP financial measures.)
Non-GAAP net income was $4.0 million, or $0.12 per diluted share in the third quarter of 2023, compared to non-GAAP net income of $8.5 million, or $0.25 per diluted share in the third quarter of 2022.
Repurchased 485,061 shares in the third quarter of 2023 (1.5% of shares outstanding at September 30, 2023) at an average price of $6.86 per share.

 

It was a productive quarter for Immersion,” said Eric Singer, Chairman and CEO. “We are continuing our efforts to ensure that our intellectual property for the AR/VR/metaverse market is recognized by the recent filing of a second legal complaint in the United States District Court of the Western District of Texas against Meta Platforms, Inc. that alleges infringement on five Immersion patents. Whereas the previous suit is directed to Meta’s Quest 2 and Quest Pro products and their related software, this second suit is focused on Meta’s recently launched Quest 3 product and related software. We look forward to prosecuting this case and seeking out other opportunities to monetize our intellectual property, either through the execution of licenses or by proactive enforcement.”

 

“We also are pleased with our financial performance this quarter. Our robust balance sheet continues to allow for meaningful shareholder returns, including the decision by our Board of Directors to increase our quarterly dividend by 50 percent to $0.045 per share. Our stockholders’ equity increased by $11.7 million year-to-date while providing $6.2 million and  $6.4 million, respectively, in stock repurchases and dividends. We will continue to pursue thoughtful capital allocation and believe our strong balance sheet positions us well in the current economic environment.

 

The fifth quarterly dividend will be paid on January 25, 2024 to shareholders of record on January 14, 2024. Future quarterly dividends will be subject to further review and approval by the Board of Directors (the “Board”) in accordance with applicable law.  The Board reserves the right to adjust or withdraw the quarterly dividend in future periods as it reviews the Company’s capital allocation strategy from time-to-time. 

 




About Immersion

 

Immersion Corporation (NASDAQ: IMMR) is a 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. 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, Non-GAAP operating expenses and Non-GAAP net income 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, 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.

 

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, including but not limited to statements about the Company’s focus on protecting its intellectual property, either through the execution of new or renewal license agreements or by proactive enforcement continuing to pursue thoughtful capital allocation to increase long-term shareholder value, and the timing of any dividend payments




 

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 inability to predict the outcome of any litigation, the costs associated with any litigation and the risks related to our business, both direct and indirect, of initiating litigation, unanticipated changes in the markets in which the Company operates; the effects of the current macroeconomic climate; 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 2022 and in 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)




Immersion Corporation

Condensed Consolidated Balance Sheets

(In thousands)

 

 

 

September 30, 2023

 

 


December 31, 2022

 

 

 

Unaudited


 


(1)


ASSETS

 

 

 

 


 

 

Cash and cash equivalents

$

28,701

 

 

$

48,820

 

Investments - current

 

  121,997

 

 


  100,918

 

Accounts and other receivables

 

  2,558

 

 


  1,235

 

Prepaid expenses and other current assets

 

  7,589

 

 


  9,347

 

Total current assets

 

  160,845

 

 


  160,320

 

Property and equipment, net

 

     231

 

 


     293

 

Investments - noncurrent

 

29,855

 

 


17,040

 

Long-term deposits


6,230


4,324

Deferred tax assets

 

  7,217

 

 


  7,217

 

Other assets

 

     303

 

 


     916

 

TOTAL ASSETS

$

           204,681

 

 

$

           190,110

 

LIABILITIES

 

 

 

 


 

 

Accounts payable

$

     44

 

 

$

     86

 

Accrued compensation

 

     616

 

 


  2,029

 

Deferred revenue - current

 

  4,731

 

 


  4,766

 

Other current liabilities

 

20,424

 

 


12,465

 

Total current liabilities

 

25,815

 

 


19,346

 

Deferred revenue - noncurrent

 

9,088

 

 


12,629

 

Other long-term liabilities

 

     345

 

 


     435

 

Total liabilities

 

35,248

 

 


32,410

 

STOCKHOLDERS’ EQUITY

 

  169,433

 

 


  157,700

 

TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY

$

           204,681

 

 

$

           190,110

 

 (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 

September 30,


Nine Months Ended
September 30,

 

 

2023

 

 


2022

 



2023



2022

Revenues:

 

 

 

 


 

 









Royalty and license

$

9,474

 

 

$

13,931

 


$ 23,401

$ 29,079

Development, services, and other

 

8

 

 


        75

 



138


218

Total revenues

 

9,482

 

 


  14,006

 



23,539


29,297

Operating expenses:

 

 

 

 


 

 









Sales and marketing

 

367

 

 


     282

 



861


990

Research and development

 

30

 

 


     254

 



259


1,118

General and administrative

 

2,566

 

 


  2,540

 



9,528


8,550

Total operating expenses

 

2,963

 

 


  3,076

 



10,648


10,658

Operating income

 

6,519

 

 


  10,930

 



12,891


18,639

Interest and other income (loss), net

 

(2,554

)

 


(2,348

)

10,731


(6,413 )

Income before provision for income taxes

 

3,965

 

 


8,582



23,622


12,226

Provision for income taxes

 

(1,285

)

 


(877

)

(5,636 )

(1,264 )

Net income

$

2,680

 

 

$

7,705


$ 17,986

$ 10,962

Basic net income per share

$

  0.08

 

 

$

0.23


$ 0.56

$ 0.33

Shares used in calculating basic net income per share

 

32,523

 

 


33,201

 



32,254


33,601

Diluted net income per share

$

  0.08

 

 

$

0.23


$ 0.55

$ 0.32

Shares used in calculating diluted net income per share

 

32,750

 

 


33,682

 



32,586


34,035




Immersion Corporation

Reconciliation of GAAP Net Income (Loss) to Non-GAAP Net Income (Loss)

(In thousands, except per share amounts)

(Unaudited)


 

Three Months Ended

September 30,


Nine Months Ended
September 30,

 


2023

 

 


2022

 



2023


2022

GAAP net income

$

2,680

 

 

$

7,705


$ 17,986

$ 10,962
Non-GAAP provision for income taxes
339





Add: Stock-based compensation


820

 

 


  730

 



2,526


2,661

Add: Restructuring expense


87

 

 


 



399



Add: Depreciation and amortization of property and equipment


14

 

 


28

 



56


95

Other nonrecurring charges


75

 

 


        46

 



635


294

Non-GAAP net income

$

4,015

 

 

$

8,509


$ 21,602

$ 14,012

Non-GAAP net income per diluted share

$

  0.12

 

 

$

0.25


$ 0.66

$ 0.41

Shares used in calculating Non-GAAP net income per diluted share


32,750

 

 


33,682

 



32,586


34,035




Immersion Corporation

Reconciliation of GAAP Operating Expenses to Non-GAAP Operating Expenses

(In thousands)

(Unaudited)

 

 

Three Months Ended

September 30,


 Nine Months Ended
September 30,


 

2023

 

 


2022

 



2023


2022

GAAP operating expenses

$

2,963

 

 

$

3,076

 


$ 10,648

$ 10,658

Adjustments to GAAP operating expenses: 

 

 

 

 


 

 









Stock-based compensation expense - S&M

 

(113

)

 


(19

)

(110 )

(20 )

Stock-based compensation expense - R&D

 

(1

)

 


(18

)

72


(96 )

Stock-based compensation expense - G&A

 

(706

)

 


(693

)



(2,488 )

(2,545 )

Restructuring expense

 

(87

)

 


 



(399 )


Depreciation and amortization expense of property and equipment

 

(14

)

 


(28

)



(56 )

(95 )

Other nonrecurring charges

 

(75

)

 


(46

)



(635 )

(294 )

Non-GAAP operating expenses

$

1,967

 

 

$

2,272

 


$ 7,032

$ 7,608
  

Investor Contact:

 

J. Michael Dodson

Immersion Corporation

mdodson@immersion.com

v3.23.3
Cover
Nov. 13, 2023
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Nov. 13, 2023
Entity Registrant Name IMMERSION CORPORATION
Entity File Number 001-38334
Entity Tax Identification Number 94-3180138
Entity Address, Address Line One 2999 N.E. 191st Street, Suite 610
Entity Address, City or Town Aventura
Entity Address, State or Province FL
Entity Address, Postal Zip Code 33180
City Area Code 408
Local Phone Number 467-1900
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001058811
Amendment Flag false
Entity Incorporation, State or Country Code DE
Common Stock  
Entity Information [Line Items]  
Title of 12(b) Security Common Stock, $0.001 par value per share
Trading Symbol IMMR
Security Exchange Name NASDAQ
Series B  
Entity Information [Line Items]  
Title of 12(b) Security Series B Junior Participating Preferred Stock Purchase Rights
Trading Symbol IMMR
Security Exchange Name NASDAQ

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