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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

 

May 8, 2024

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 May 8, 2024, Immersion Corporation (we, our or the “Company”) issued a press release regarding financial results for the first quarter ended March 31, 2024. 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 May 8, 2024, 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 July 26, 2024 to shareholders of record on July 8, 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.          

   

   

 



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 and 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, 2023, 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 by law or regulation.

 

Item 9.01   Financial Statements and Exhibits.


(d)    Exhibits 


Exhibit No.
Exhibit Title
99.1
Press Release dated May 8, 2024 (regarding financial results for first quarter ended March 31, 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. 

 

 

IMMERSION CORPORATION

 

 

 

 

 

Date:

May 8, 2024

By:

/s/ J. MICHAEL DODSON

 

 

 

Name:

J. Michael Dodson

 

 

 

Title:

Chief Financial Officer

 


Exhibit 99.1

Immersion Corporation Reports First Quarter 2024 Results

GAAP Net Income of $18.7 million or $0.59 per diluted share

Non-GAAP Net Income of $19.8 million or $0.63 per diluted share

Increased Total Cash and Short-term Investments By $18.7 Million


 

AVENTURA FL, May 8, 2024Immersion Corporation (Nasdaq: IMMR), a leading developer and provider of technologies for haptics, today reported financial results for the first quarter ended March 31, 2024. 

 

First Quarter Financial Summary1:

 

Total revenues of $43.8 million, compared to $7.1 million in the first quarter of 2023

GAAP net income was $18.7 million, or $0.59 per diluted share, compared to GAAP net income of $8.3 million, or $0.25 per diluted share, in the first quarter of 2023.
GAAP operating expenses of $27.2 million in the first quarter of 2024, compared to $3.8 million in the first quarter of 2023. Non-GAAP operating expenses of $26.1 million in the first quarter of 2024, compared to $2.6 million in the first quarter of 2023
Non-GAAP net income was $19.8 million, or $0.63 per diluted share, in the first quarter of 2024, compared to non-GAAP net income of $9.5 million, or $0.29 per diluted share, in the first quarter of 2023.
Total cash and short-term investments were $179.1 million, a $18.7 million increase compared to $160.4 million of total cash and short-term investments as of December 31, 2023.

 

“I am pleased with the strong start to 2024,” said Eric Singer, Chairman and CEO. “While it is unlikely that the first quarter’s outsized revenue performance will be repeated in the future, Immersion is operating from a position of strength as we work to protect and monetize our intellectual property.  Our strong balance sheet also provides us with considerable optionality as we seek to drive long-term shareholder value.”

(1) Non-GAAP measures are not calculated in accordance with GAAP as described in this press release. A reconciliation of each Non-GAAP measure to the most applicable GAAP measure is included in this press release.




 

The seventh quarterly dividend, in the amount of $0.045 per share, will be paid on July 26, 2024 to shareholders of record on July 8, 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 certain 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 2023 as filed 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)

 

 

 

March 31, 2024

 

 


December 31, 2023

 

 

 

Unaudited


 


(1)


ASSETS

 

 

 

 


 

 

Cash and cash equivalents

$

91,097

 

 

$

56,071

 

Investments - current

 

  88,010

 

 


  104,291

 

Accounts and other receivables

 

  6,028

 

 


  2,241

 

Prepaid expenses and other current assets

 

  8,701

 

 


  9,847

 

Total current assets

 

  193,836

 

 


  172,450

 

Property and equipment, net

 

     170

 

 


     211

 

Investments - noncurrent

 

40,958

 

 


33,350

 

Long-term deposits


6,394


6,231

Deferred tax assets

 

  3,343

 

 


  3,343

 

Other assets

 

     1

 

 


     146

 

TOTAL ASSETS

$

           244,702

 

 

$

           215,731

 

LIABILITIES

 

 

 

 


 

 

Accounts payable

$

     21

 

 

$

     47

 

Accrued compensation

 

     3,187

 

 


  3,127

 

Deferred revenue - current

 

  12,314

 

 


  4,239

 

Other current liabilities

 

14,586

 

 


11,900

 

Total current liabilities

 

30,108

 

 


19,313

 

Deferred revenue - noncurrent

 

8,213

 

 


8,390

 

Other long-term liabilities

 

     4,925

 

 


     4,926

 

Total liabilities

 

43,246

 

 


32,629

 

STOCKHOLDERS’ EQUITY

 

  201,456

 

 


  183,102

 

TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY

$

           244,702

 

 

$

           215,731

 

 (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 

March 31,

 

 

2024

 

 


2023

 

Revenues:

 

 

 

 


 

 

Royalty and license

$

43,847

 

 

$

7,009

 

Development, services, and other

 

 

 


        65

 

Total revenues

 

43,847

 

 


  7,074

 

Operating expenses:

 

 

 

 


 

 

Sales and marketing

 

1,338

 

 


     96

 

Research and development

 

42

 

 


     130

 

General and administrative

 

25,853

 

 


  3,589

 

Total operating expenses

 

27,233

 

 


  3,815

 

Operating income

 

16,614

 

 


  3,259

 

Interest and other income (loss), net

 

8,106

 


6,526

Income before provision for income taxes

 

24,720

 

 


9,785

Provision for income taxes

 

(6,065

)

 


(1,507

)

Net income

$

18,655

 

 

$

8,278

Basic net income per share

$

  0.60

 

 

$

0.25

Shares used in calculating basic net income per share

 

31,028

 

 


32,603

 

Diluted net income per share

$

  0.59

 

 

$

0.25

Shares used in calculating diluted net income per share

 

31,406

 

 


33,085

 




Immersion Corporation

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

(In thousands, except per share amounts)

(Unaudited)


 

Three Months Ended

March 31,

 


2024

 

 


2023

 

GAAP net income

$

18,655

 

 

$

8,278

Add: Stock-based compensation


1,077

 

 


946

Add: Restructuring expense


31

 

 


187

 

Add: Depreciation and amortization of property and equipment


18

 

 


21

 

Other nonrecurring charges


43

 

 


        79

 

Non-GAAP net income

$

19,824

 

 

$

9,511

Non-GAAP net income per diluted share

$

  0.63

 

 

$

0.29

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


31,406

 

 


33,085

 




Immersion Corporation

Reconciliation of GAAP Operating Expenses to Non-GAAP Operating Expenses

(In thousands)

(Unaudited)

 

 

Three Months Ended

March 31,


 

2024

 

 


2023

 

GAAP operating expenses

$

27,233

 

 

$

3,815

 

Adjustments to GAAP operating expenses: 

 

 

 

 


 

 

Stock-based compensation expense - S&M

 

(148

)

 


99

Stock-based compensation expense - R&D

 

(1

)

 


74

Stock-based compensation expense - G&A

 

(928

)

 


(1,119

)

Restructuring expense

 

(31

)

 


(187

)

Depreciation and amortization expense of property and equipment

 

(18

)

 


(21

)

Other nonrecurring charges

 

(43

)

 


(79

)

Non-GAAP operating expenses

$

26,064

 

 

$

2,582

 

  

Investor Contact:

 

J. Michael Dodson

Immersion Corporation

mdodson@immersion.com


v3.24.1.u1
Cover
May 08, 2024
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date May 08, 2024
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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