0001058811 false FL 0001058811 2024-03-07 2024-03-07 0001058811 us-gaap:SeriesBMember 2024-03-07 2024-03-07 0001058811 us-gaap:CommonStockMember 2024-03-07 2024-03-07

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

 

March 7, 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 March 7, 2024, Immersion Corporation (we, our or the “Company”) issued a press release regarding financial results for the fourth quarter ended December 31, 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 March 7, 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 April 19, 2024 to shareholders of record on April 12, 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 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 bylaw or regulation.

 

Item 9.01   Financial Statements and Exhibits.


(d)    Exhibits 

 

 

Exhibit No.

Exhibit Title

99.1

Press Release dated March 7, 2024 (regarding financial results for fourth quarter ended December 31, 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:

March 7, 2024

By:

/s/ J. MICHAEL DODSON

 

 

 

Name:

J. Michael Dodson

 

 

 

Title:

Chief Financial Officer

 


Exhibit 99.1

Immersion Corporation Reports Fourth Quarter and Full Year 2023 Results

Fourth Quarter GAAP Net Income of $16.0 million or $0.49 per diluted share

Fourth Quarter Non-GAAP Net Income of $16.9 million or $0.52 per diluted share

Repurchased 1% of shares outstanding 

 

AVENTURA FL, March 7, 2024Immersion Corporation (NASDAQ: IMMR), a leading developer and provider of technologies for haptics, today reported financial results for the fourth quarter and full year ended December 31, 2023. 

 

Fourth Quarter Financial Summary:1

 

Total revenues of $10.4 million, compared to $9.2 million in the fourth quarter of 2022. Royalty and license revenues were $10.4 million, compared to $9.1 million in the fourth quarter of 2022

GAAP net income was $16.0 million, or $0.49 per diluted share, compared to GAAP net income of $19.7 million, or $0.60 per diluted share, in the fourth quarter of 2022.
GAAP operating expenses of $5.3 million in the fourth quarter of 2023, compared to GAAP operating expenses of $3.4 million in the fourth quarter of 2022. Non-GAAP operating expenses of $4.5 million in the fourth quarter of 2023, compared to Non-GAAP operating expenses of $2.6 million in the fourth quarter of 2022
Non-GAAP net income was $16.9 million, or $0.52 per diluted share in the fourth quarter of 2023, compared to non-GAAP net income of $20.5 million, or $0.63 per diluted share in the fourth quarter of 2022.
Repurchased 319,017 shares in the fourth quarter of 2023 (1% of shares outstanding at December 31, 2023) at an average price of $6.52 per share.


Fiscal Year 2023 Financial Summary:

 

Revenues for 2023 were $33.9 million, compared to $38.5 million in 2022. Royalty and license revenues for 2023 totaled $33.8 million, compared to $38.2 million in 2022

Net income for 2023 was $34.0 million, or $1.04 per diluted share, compared to net income of $30.7 million, or $0.92 per diluted share, for 2022.

GAAP operating expenses of $16.0 million in 2023, compared to GAAP operating expenses of $14.0 million in 2022. Non-GAAP operating expenses of $11.5 million in 2023, compared to Non-GAAP operating expenses of $10.2 million in 2022
Non-GAAP net income for 2023 was $38.5 million, or $1.18 per diluted share, compared to non-GAAP net income for 2022 of $34.5 million, or $1.03 per diluted share.
Cash, cash equivalents and short-term investments were $160.4 million as of December 31, 2023, an increase of $10.7 million from $149.7 million as of December 31, 2022.
Repurchased 1,217,774 shares in 2023 (3.9% of shares outstanding at December 31, 2023) at an average price of $6.77 per share.

  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.





Eric Singer, Chairman & CEO, stated, “2023 was a year of steady execution and accomplishment for Immersion as we maintained our efforts to enforce our intellectual property, renew license deals, and thoughtfully allocate capital. We returned $15.7 million to shareholders via buybacks and dividends during the year while also increasing our stockholder’s equity to $183.1million, or $5.81 per share, as of December 31, 2023.  This is an increase of over $27.4 million from $157.7 million, or $4.89 per share, at the end of 2022.”

 

As we enter 2024, we continue to focus on our stated objectives and are confident that our strong balance sheet positions us well, Singer concluded.

 

The sixth quarterly dividend, in the amount of $0.045 per share, will be paid on April 19, 2024 to shareholders of record on April 12, 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 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)

(Unaudited)

 

 

 

December 31, 2023

 

 


December 31, 2022

 

 

 

(1)


 


(1)


ASSETS

 

 

 

 


 

 

Cash and cash equivalents

$

56,071

 

 

$

48,820

 

Investments-current

 

  104,291

 

 


  100,918

 

Accounts and other receivables

 

  2,241

 

 


  1,235

 

Prepaid expenses and other current assets

 

  9,847

 

 


  9,347

 

Total current assets

 

  172,450

 

 


  160,320

 

Property and equipment, net

 

     211

 

 


     293

 

Investments-noncurrent

 

33,350

 

 


17,040

 

Long-term deposits


6,231


4,324

Deferred tax assets

 

  3,343

 

 


  7,217

 

Other assets

 

     146

 

 


     916

 

TOTAL ASSETS

$

           215,731

 

 

$

           190,110

 

LIABILITIES

 

 

 

 


 

 

Accounts payable

$

     47

 

 

$

     86

 

Accrued compensation

 

     3,127

 

 


  2,029

 

Deferred revenue-current

 

  4,239

 

 


  4,766

 

Other current liabilities

 

11,900

 

 


11,044

 

Total current liabilities

 

19,313

 

 


17,925

 

Deferred revenue-noncurrent

 

8,390

 

 


12,629

 

Other long-term liabilities

 

     4,926

 

 


     1,856

 

Total liabilities

 

32,629

 

 


32,410

 

STOCKHOLDERS’ EQUITY

 

  183,102

 

 


  157,700

 

TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY

$

           215,731

 

 

$

           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 

December 31,


Years Ended
December 31,

 

 

2023

 

 


2022

 



2023



2022

Revenues:

 

 

 

 


 

 









Royalty and license

$

10,380

 

 

$

9,099

 


$ 33,781

$ 38,178

Development, services, and other

 

 

 


        65

 



138


283

Total revenues

 

10,380

 

 


  9,164

 



33,919


38,461

Operating expenses:

 

 

 

 


 

 









Sales and marketing

 

890

 

 


     229

 



1,751


1,219

Research and development

 

22

 

 


     262

 



281


1,380

General and administrative

 

4,432

 

 


  2,892

 



13,960


11,442

Total operating expenses

 

5,344

 

 


  3,383

 



15,992


14,041

Operating income

 

5,036

 

 


  5,781

 



17,927


24,420

Interest and other income (loss), net

 

14,257

 


8,958



24,988


2,545

Income before benefit from (provision for) income taxes

 

19,293

 

 


14,739



42,915


26,965

Benefit from (provision for) income taxes

 

(3,303

)

 


4,963



(8,939 )

3,699

Net income

$

15,990

 

 

$

19,702


$ 33,976

$ 30,664

Basic net income per share

$

  0.49

 

 

$

0.61


$ 1.05

$ 0.92

Shares used in calculating basic net income per share

 

32,465

 

 


32,327

 



32,214


33,280

Diluted net income per share

$

  0.49

 

 

$

0.60


$ 1.04

$ 0.92

Shares used in calculating diluted net income per share

 

32,707

 

 


32,584

 



32,536


33,508





Immersion Corporation

Reconciliation of GAAP Net Income to Non-GAAP Net Income 

(In thousands, except per share amounts)

(Unaudited)


 

Three Months Ended

December 31,


Years Ended
December 31,

 


2023

 

 


2022

 



2023


2022

GAAP net income

$

15,990

 

 

$

19,702


$ 33,976

$ 30,664

Add: Stock-based compensation


869

 

 


  756

 



3,395


3,417

Add: Restructuring expense


7

 

 


 



420



Add: Depreciation and amortization of property and equipment


12

 

 


45

 



68


140

Other nonrecurring charges


6

 

 


        27

 



627


322

Non-GAAP net income

$

16,884

 

 

$

20,530


$ 38,486

$ 34,543

Non-GAAP net income per diluted share

$

  0.52

 

 

$

0.63


$ 1.18

$ 1.03

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


32,707

 

 


32,584

 



32,536


33,508





Immersion Corporation

Reconciliation of GAAP Operating Expenses to Non-GAAP Operating Expenses

(In thousands)

(Unaudited)

 

 

Three Months Ended

December 31,


 Years Ended
December 31,


 

2023

 

 


2022

 



2023


2022

GAAP operating expenses

$

5,344

 

 

$

3,383

 


$ 15,992

$ 14,041

Adjustments to GAAP operating expenses: 

 

 

 

 


 

 









Stock-based compensation expense - S&M

 

(302

)

 


(41

)

(412 )

(61 )

Stock-based compensation expense - R&D

 

(2

)

 


(21

)

69


(117 )

Stock-based compensation expense - G&A

 

(565

)

 


(694

)



(3,052 )

(3,239 )

Restructuring expense

 

(7

)

 


 



(420 )


Depreciation and amortization expense of property and equipment

 

(12

)

 


(45

)



(68 )

(140 )

Other nonrecurring charges

 

(6

)

 


(27

)



(627 )

(322 )

Non-GAAP operating expenses

$

4,450

 

 

$

2,555

 


$ 11,482

$ 10,162
  

Investor Contact:

 

J. Michael Dodson

Immersion Corporation

mdodson@immersion.com

v3.24.0.1
Cover
Mar. 07, 2024
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Mar. 07, 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

Immersion (NASDAQ:IMMR)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more Immersion Charts.
Immersion (NASDAQ:IMMR)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more Immersion Charts.