-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DlWsYAMVhl2Hp9CYb/GTGbaR3D1+Aztquyroo1zGFY/KLlRQB5++hy1YRyWr0JYL SMZ7Q5gTb8Bpzj85dSp7qw== 0001157523-05-009775.txt : 20051107 0001157523-05-009775.hdr.sgml : 20051107 20051107161517 ACCESSION NUMBER: 0001157523-05-009775 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051107 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051107 DATE AS OF CHANGE: 20051107 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMMERSION CORP CENTRAL INDEX KEY: 0001058811 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 943180138 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-27969 FILM NUMBER: 051183520 BUSINESS ADDRESS: STREET 1: 801 FOX LANE CITY: SAN JOSE STATE: CA ZIP: 95131 BUSINESS PHONE: 4084671900 MAIL ADDRESS: STREET 1: 801 FOX LANE CITY: SAN JOSE STATE: CA ZIP: 95131 FORMER COMPANY: FORMER CONFORMED NAME: IMMERSION HUMAN INTERFACE CORP DATE OF NAME CHANGE: 19980602 8-K 1 a5013794.txt IMMERSION CORP. 8-K 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): November 7, 2005 IMMERSION CORPORATION (Exact name of registrant as specified in its charter) ----------------- Delaware 000-27969 94-3180138 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) ----------------- 801 Fox Lane San Jose, California 95131 (Address of principal executive offices) (Zip Code) ----------------- Registrant's telephone number, including area code: (408) 467-1900 Not Applicable (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)) Item 2.02 Results of Operations and Financial Condition. The information in this Current Report on Form 8-K and the Exhibit attached hereto shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 or 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying Exhibit shall not be deemed to be incorporated by reference into any filing with the Securities and Exchange Commission (the "SEC") made by Immersion Corporation ("Immersion") whether before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing. On November 7, 2005, Immersion issued a press release (the "Press Release") announcing Immersion's financial results for the quarter ended September 30, 2005. A copy of the Press Release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press Release dated November 7, 2005 regarding financial information for Immersion for the quarter ended September 30, 2005. Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. IMMERSION CORPORATION Date: November 7, 2005 By: /s/ Stephen M. Ambler --------------------- Stephen M. Ambler Chief Financial Officer and Vice President, Finance EXHIBIT INDEX ------------- Exhibit No. Description - ----------- ----------- 99.1 Press Release dated November 7, 2005 regarding financial information for Immersion for the quarter ended September 30, 2005. EX-99.1 2 a5013794ex991.txt IMMERSION CORP. EXHIBIT 99.1 Exhibit 99.1 Immersion Corporation Reports Third Quarter 2005 Financial Results SAN JOSE, Calif.--(BUSINESS WIRE)--Nov. 7, 2005--Immersion Corporation, (Nasdaq:IMMR), a leading developer and licensor of touch feedback technology, today announced revenues of $5.4 million for the quarter ended September 30, 2005 compared to revenues of $5.5 million for the third quarter of 2004. Net loss for the third quarter of 2005 was $4.2 million, or $0.17 per share, an improvement of 39 percent compared to a net loss of $6.9 million, or $0.29 per share, for the third quarter of 2004. Revenues for the nine months ended September 30, 2005 were $17.4 million compared to revenues of $16.3 million for the nine months ended September 30, 2004. Net loss for the first nine months of fiscal 2005 was $10.1 million, or $0.42 per share, an improvement of 43 percent compared to a net loss of $17.9 million, or $0.80 per share, for the first nine months of fiscal 2004. As of September 30, 2005, Immersion had cash and cash equivalents totaling $28.7 million. "In the third quarter, our Medical, Industrial, and Mobility businesses achieved important milestones toward new growth," said Vic Viegas, Immersion CEO. "We introduced two important new software modules for our endovascular training simulator as part of our product sales strategy. We signed an agreement with 3M Touch Systems to enable them to integrate our TouchSense(R) technology and sell touchscreens with tactile feedback to the casino gaming and bar top amusement markets. The new Mercedes S Class sedan was launched in Europe in September with a haptic rotary controller made by Immersion licensee ALPS Electric Co., Ltd. "In our mobility business, there are now six operators worldwide, with a total of approximately 130 million subscribers, that offer mobile phones with our VibeTonz(TM) technology. A new Samsung mobile phone, the A820, was launched by Sprint Nextel. Additionally, Alltel and MetroPCS now offer the Samsung n330 mobile phone to their subscribers. More downloadable games with VibeTonz touch sensations were released by Indiagames and I-play, two of the top mobile game publishers in the world. Seven new games with VibeTonz technology were released by SK Telecom, the largest mobile operator in Korea," concluded Viegas. Immersion will host a conference call with company management on Monday, November 7, 2005, at 5:00 p.m. Eastern Time to discuss operating results for the third quarter ended September 30, 2005. A question and answer session will follow. To listen to the call, dial +1 800.374.2366 approximately five minutes prior to the start of the call and enter confirmation number 2696101. The call will be archived and available for replay until November 14, 2005 by dialing +1 800.642.1687 and entering confirmation number 2696101. The call will also be simulcast and archived through the Investor Relations section of Immersion Corporation's Web site, www.immersion.com. About Immersion (www.immersion.com) Founded in 1993, Immersion Corporation is a recognized leader in developing, licensing and marketing digital touch technology and products. Bringing value to markets where man-machine interaction needs to be made more compelling, safer, or productive, Immersion helps its partners broaden market reach by making the use of touch feedback as critical a user experience as sight and sound. Immersion's technology is deployed across automotive, entertainment, medical training, mobility, personal computing, and three-dimensional simulation markets. Immersion's patent portfolio includes over 500 issued or pending patents in the United States and other countries. Forward-Looking Statements This press release contains "forward-looking statements" that involve risks and uncertainties, as well as assumptions that, if they never materialize or prove incorrect, could cause the results of Immersion Corporation and its consolidated subsidiaries to differ materially from those expressed or implied by such forward-looking statements. All statements, other than the statements of historical fact, are statements that may be deemed forward-looking statements, including any projections of earnings, revenues, or other financial matters; any statements of the plans, strategies, and objectives of management for future operations; any statements concerning the benefits of medical simulators or customer acceptance of medical simulators; any statements concerning the benefits of TouchSense technology for consumers, operators, and manufacturers of touchscreens and electronic gaming devices; any statements concerning the breadth of and timeline to implement force feedback technology into handset models or into content, or any change in revenue that may occur from such implementation; any statements regarding consumer response that may occur as a result of having touch feedback in handsets or content; any statements concerning consumer and market acceptance of force feedback products in general; any statements regarding proposed products or services; any statements regarding future economic conditions or performance; statements of belief; and any statement or assumptions underlying any of the foregoing. Immersion's actual results might differ materially from those stated or implied by such forward-looking statements due to risks and uncertainties associated with Immersion's business which include, but are not limited to, delay in or failure to achieve commercial demand for Immersion's products or a delay in or failure to achieve the acceptance of force feedback as a critical user experience. For a more detailed discussion of these factors, and other factors that could cause the Company's actual results to vary materially, interested parties should review the risk factors listed in the Company's most current Form 10-Q, which is on file with the U.S. Securities and Exchange Commission. The forward-looking statements in this press release reflect the Company's beliefs and predictions as of the date of this release. The Company disclaims any obligation to update these forward-looking statements as a result of financial, business, or any other developments occurring after the date of this release. Immersion, the Immersion logo, TouchSense, and VibeTonz are trademarks of Immersion Corporation in the U.S. and other countries. All other trademarks are the property of their respective owners. Immersion Corporation Condensed Consolidated Statements of Operations (In thousands, except per share amounts) (Unaudited) Three Months Nine Months Ended September 30, Ended September 30, 2005 2004 2005 2004 ---------- -------- --------- --------- Revenues: Royalty and license $ 1,473 $ 1,543 $ 6,273 $ 5,273 Product sales 3,376 3,255 9,328 8,578 Development contracts and other 538 653 1,804 2,469 ---------- -------- --------- --------- Total revenues 5,387 5,451 17,405 16,320 ---------- -------- --------- --------- Costs and expenses: Cost of product sales (exclusive of amortization of intangibles shown separately below) 1,756 1,822 4,808 4,583 Sales and marketing 2,679 2,731 8,576 8,019 Research and development 1,446 1,883 4,483 5,972 General and administrative 3,073 5,555 7,557 14,022 Amortization of intangibles 314 359 1,050 1,107 Restructuring 0 0 185 0 ---------- -------- --------- --------- Total costs and expenses 9,268 12,350 26,659 33,703 ---------- -------- --------- --------- Operating loss (3,881) (6,899) (9,254) (17,383) Interest and other income (expense), net (265) 36 (756) (494) ---------- -------- --------- --------- Loss before provision for income taxes (4,146) (6,863) (10,010) (17,877) Provision for income taxes (12) 0 (110) 0 ---------- -------- --------- --------- Net loss $ (4,158) $(6,863) $(10,120) $(17,877) ========== ======== ========= ========= Basic and diluted net loss per share $ (0.17) $ (0.29) $ (0.42) $ (0.80) ---------- -------- --------- --------- Shares used in calculating basic and diluted net loss per share 24,132 23,329 23,950 22,443 ---------- -------- --------- --------- Immersion Corporation Condensed Consolidated Balance Sheets (In thousands) September 30, December 31, 2005 2004 (Unaudited) (1) -------------- ----------- ASSETS Cash and cash equivalents $ 28,683 $ 25,538 Accounts receivable, net 5,533 5,435 Inventories 3,019 1,805 Prepaid expenses and other current assets 865 1,280 -------------- ------------ Total current assets 38,100 34,058 Property and equipment, net 1,142 1,174 Intangibles and other assets, net 6,735 7,018 -------------- ------------ TOTAL ASSETS $ 45,977 $ 42,250 ============== ============ LIABILITIES Accounts payable $ 1,717 $ 4,038 Accrued compensation 1,148 1,499 Other accrued liabilities 2,492 2,002 Deferred revenue and customer advances 3,647 3,420 Current portion of long-term debt 8 11 -------------- ------------ Total current liabilities 9,012 10,970 Long-term debt 17,332 16,917 Long-term liabilities and deferred revenue 19,182 5,330 Long-term customer advance from Microsoft 15,000 15,000 -------------- ------------ Total liabilities 60,526 48,217 STOCKHOLDERS' DEFICIT (14,549) (5,967) -------------- ------------ TOTAL LIABILITIES & STOCKHOLDERS' DEFICIT $ 45,977 $ 42,250 ============== ============ (1) Derived from the Company's annual audited financial statements. CONTACT: Immersion Corporation Stephen Ambler, 408-467-1900 invest@immersion.com -----END PRIVACY-ENHANCED MESSAGE-----