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
February 20, 2014
Date of Report (Date of earliest event reported)
IMMERSION CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware | 000-27969 | 94-3180138 | ||
(State or other jurisdiction of incorporation) |
(Commission file number) | (I.R.S. Employer Identification No.) | ||
30 Rio Robles, San Jose, CA | 95134 | |||
(Address of principal executive offices) | (Zip Code) |
(408) 467-1900
(Registrants telephone number, including area code)
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 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)) |
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 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 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 February 20, 2014, Immersion issued a press release announcing certain of its financial results for the quarter and year ended December 31, 2013. The press release is attached to this report as Exhibit 99.01.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits. |
Exhibit No. |
Exhibit Title | |
99.01 | Press Release dated February 20, 2014 |
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: February 20, 2014 |
By: | /s/ Paul Norris | ||
Name: Paul Norris | ||||
Title: Chief Financial Officer |
Exhibit 99.01
Media Contact:
Edelman
Reagan Crossley
+1 650.762.2955
reagan.crossley@edelman.com
Investor Contact:
The Blueshirt Group
Jennifer Jarman
+1 415.217.5866
jennifer@blueshirtgroup.com
Immersion Corporation Reports Fourth Quarter and Fiscal 2013 Results
Record Annual Revenues up 48% over Prior Year; Financial Results Reflect Impact of Change in Accounting Method and Release of Tax Valuation Allowance
SAN JOSE, Calif., February 20, 2014 Immersion Corporation (NASDAQ: IMMR), the leading developer and licensor of touch feedback technology, today reported financial results for the fourth quarter and year ended December 31, 2013.
Results for the three months ended December 31, 2013
Total revenues for the fourth quarter of 2013 were $12.1 million, an increase of 36% compared to $8.9 million for the fourth quarter of 2012. Royalty and license revenues of $11.6 million for the fourth quarter of 2013 were up 52% from the same period last year.
Net income for the fourth quarter of 2013 was $37.4 million, or $1.26 per diluted common share, compared to a net loss of $(402,000), or $(0.01) per share, for the fourth quarter of 2012. Net income for the fourth quarter of 2013 included an income tax benefit of $36.8 million, or $1.24 per diluted common share, resulting primarily from the release of a tax valuation allowance relating to net deferred tax assets. In addition, these results reflect the impact of a change in accounting method we adopted in the fourth quarter of 2013, pursuant to which we now expense external legal fees incurred in applying for patents and maintaining our IP portfolio in the period incurred, rather than capitalizing them and then amortizing them over time.
Adjusted EBITDA for the fourth quarter of 2013 was $2.0 million, compared to $610,000 in the fourth quarter of 2012, in each case reflecting the change in accounting method.
Results for the twelve months ended December 31, 2013
Revenues for fiscal 2013 were $47.5 million, an increase of 48% as compared to $32.2 million for fiscal 2012. Royalty and license revenue for fiscal 2013 totaled $46.2 million, an increase of 59% over $29.0 million for fiscal 2012.
Net income for fiscal 2013 was $40.2 million, or $1.37 per diluted common share, as compared to a net loss of $(7.2) million, or $(0.26) per share, for fiscal 2012, in each case reflecting the change in accounting method. Net income for 2013 included an income tax benefit of $36.5 million, or $1.24 per diluted common share, resulting primarily from the release of a tax valuation allowance relating to net deferred tax assets.
Adjusted EBITDA for fiscal 2013 was $8.9 million, compared to a loss of $(2.9) million in fiscal 2012, in each case reflecting the change in accounting method.
As of December 31, 2013, Immersions cash, cash equivalents, and short-term investments were $71.1 million, compared to $43.5 million as of December 31, 2012.
Management Commentary
2013 was a breakthrough year for Immersion as we delivered record revenues within the upper end of our guidance range. Excluding the impact of a change in accounting method adopted in the fourth quarter, Adjusted EBITDA for 2013 was also within our guidance range, said Vic Viegas, chief executive officer of Immersion. During the year, Immersion successfully executed our Basic Haptics licensing strategy and saw the continued success of products in the market using Immersion TouchSense software. We made strong progress in further validating the importance of haptics in our key mobile, gaming and automotive verticals as well as expanding the market for our technology in evolving categories such as wearables. In addition, we began to lay the foundation to capitalize on longer-term growth opportunities in the area of mobile content, which is a natural fit for our solutions.
Business Outlook
We are extremely confident in the prospects for our business in 2014 and beyond and believe that we have the right combination of talent, resources and targeted investments in place to continue a trajectory of strong profitable growth. Based on our current outlook, we expect revenues for 2014 to be in the range of $54 million to $62 million, reflecting growth of 14% to 31% over the prior year, which included a one-time benefit of more than $2.0 million related to a contract renewal transition, and we expect Non-GAAP Net Income for 2014 to be in the range of $8 million to $15 million, which results in Non-GAAP earnings per share of $0.27 to $0.50, assuming 30 million shares outstanding, concluded Mr. Viegas.
Business Highlights
During the fourth quarter, Immersion made notable progress within key verticals and continued to lay the foundation to capitalize on strategic opportunities, including:
| Appointing Jason Patton to the new role of Vice President and General Manager of Content & Media. Patton will spearhead business development and operational execution for the companys mobile ads and entertainment initiative. |
| Establishing a regional headquarters in Shanghai to further expand its sales and technical teams to support mobile OEMs in the region. |
| Forging new multi-year licensing agreements with industry leading automotive suppliers Tokai Rika and Continental to create haptic-enabled touch surfaces in automotive interfaces. |
| Launching an automotive haptics portal offering technical and integration recommendations, user experience guidelines, and research that evaluates the impact of haptics in automotive environments. |
Conference Call Information
Immersion will host a conference call with company management on Thursday, February 20, 2014 at 2:00 p.m. Pacific time (5:00 p.m. Eastern time) to discuss financial results for the fourth quarter and year ended December 31, 2013. To participate on the live call, analysts and investors should dial +1-877-941-1427 at least ten minutes prior to the start of the call. A live and archived webcast of the conference call will also be available for 90 days within the investor relations section of Immersions corporate Web site at www.immersion.com.
About Immersion (www.immersion.com)
Founded in 1993, Immersion (NASDAQ: IMMR) is the leading innovator in haptics, or tactile effects; the companys touch feedback solutions deliver a more compelling sense of the digital world. Using Immersions high-fidelity haptic systems, partners can transform user experiences with unique and customizable touch feedback effects; excite the senses in games, videos and music; restore mechanical feel by providing intuitive and unmistakable confirmation; improve safety by overcoming distractions while driving or performing a medical procedure; and expand usability when audio and visual feedback are ineffective. Immersions TouchSense technology provides haptics in mobile phone, automotive, gaming, medical and consumer electronics products from world-class companies. With over 1,500 issued or pending patents in the U.S. and other countries, Immersion helps bring the digital universe to life. Hear what we have to say at blog.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 Adjusted EBITDA, Non-GAAP Net Income (defined as Net Income less stock-based compensation) and Non-GAAP earnings per share, because it is useful in understanding the companys performance as it excludes certain non-cash expenses and other special charges that many investors feel may obscure the companys true operating performance. Likewise, management uses these non-GAAP financial measures to manage and assess the profitability of its business. Investors are encouraged to review the related GAAP financial measures.
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, but not limited to, the statements regarding our expectations relating to new growth opportunities and the expansion of addressable markets and long-term growth and our expectation that revenues for 2014 will be in the range of $54 million to $62 million and Non-GAAP Net Income for 2014 will be in the range of $8 million to $15 million, resulting in Non-GAAP earnings per share of $0.27 to $0.50, assuming 30 million shares outstanding.
Immersions actual results might differ materially from those stated or implied by such forward-looking statements due to risks and uncertainties associated with Immersions business, which include, but are not limited to, potential and actual claims and proceedings, including litigation involving Immersions intellectual property; delay in or failure to achieve commercial demand for Immersions or its licensees products; a delay in or failure to achieve the acceptance of force feedback as a critical user experience; unexpected difficulties in monetizing the patent portfolio; the commercial success of applications or devices into which Immersions technology is licensed, particularly for new and emerging applications; potentially lengthy sales cycles and design processes; unanticipated difficulties and challenges encountered in development efforts; unexpected costs; failure to retain key personnel; competition; the inherently uncertain nature of litigation which makes future outcomes and timing difficult to predict; the impact of global economic conditions and other factors. Many of these risks and uncertainties are beyond the control of Immersion.
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 Immersions most recent Quarterly Report on Form 10-Q which is on file with the U.S. Securities and Exchange Commission. The forward-looking statements in this press release reflect Immersions beliefs and predictions as of the date of this release. Immersion 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, HD Haptics and Reverb 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)
December 31, 2013 (Unaudited) |
December 31, 2012 (1) |
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ASSETS |
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Cash and cash equivalents |
$ | 14,136 | $ | 4,558 | ||||
Short-term investments |
56,976 | 38,988 | ||||||
Accounts and other receivables, net |
598 | 1,878 | ||||||
Inventories |
0 | 141 | ||||||
Deferred income taxes |
7,784 | 0 | ||||||
Prepaid expenses and other current assets |
690 | 706 | ||||||
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Total current assets |
80,184 | 46,271 | ||||||
Property and equipment, net |
944 | 1,281 | ||||||
Deferred income tax assets |
29,066 | 97 | ||||||
Intangibles and other assets, net |
381 | 362 | ||||||
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TOTAL ASSETS |
$ | 110,575 | $ | 48,011 | ||||
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LIABILITIES |
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Accounts payable |
$ | 682 | $ | 338 | ||||
Accrued compensation |
4,680 | 2,502 | ||||||
Other current liabilities |
1,653 | 1,119 | ||||||
Deferred revenue |
8,920 | 3,934 | ||||||
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Total current liabilities |
15,935 | 7,893 | ||||||
Long-term deferred revenue |
13,441 | 10,221 | ||||||
Other long-term liabilities |
528 | 619 | ||||||
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TOTAL LIABILITIES |
29,904 | 18,733 | ||||||
STOCKHOLDERS EQUITY |
80,671 | 29,278 | ||||||
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TOTAL LIABILITIES & STOCKHOLDERS EQUITY |
$ | 110,575 | $ | 48,011 | ||||
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(1) | Derived from Immersions annual audited consolidated financial statements, as adjusted for change in accounting method. |
Immersion Corporation
Condensed Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
Three Months Ended December 31, |
Twelve Months Ended December 31, |
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2013 | 2012 (1) |
2013 | 2012 (2) |
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Revenues: |
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Royalty and license |
$ | 11,574 | $ | 7,603 | $ | 46,154 | $ | 28,989 | ||||||||
Product sales |
61 | 837 | 105 | 1,982 | ||||||||||||
Development, services, and other |
432 | 420 | 1,211 | 1,198 | ||||||||||||
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Total revenues |
12,067 | 8,860 | 47,470 | 32,169 | ||||||||||||
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Costs and expenses: |
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Cost of revenues |
76 | 386 | 462 | 1,188 | ||||||||||||
Sales and marketing |
2,646 | 1,703 | 9,338 | 6,775 | ||||||||||||
Research and development |
3,007 | 2,015 | 10,883 | 8,421 | ||||||||||||
General and administrative |
5,671 | 5,110 | 23,104 | 22,464 | ||||||||||||
Amortization of intangibles |
19 | 19 | 79 | 49 | ||||||||||||
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Total costs and expenses |
11,419 | 9,233 | 43,866 | 38,897 | ||||||||||||
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Operating Income (loss) |
648 | (373 | ) | 3,604 | (6,728 | ) | ||||||||||
Interest and other income |
(12 | ) | 26 | 68 | 170 | |||||||||||
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Income (loss) from continuing operations before provision for income taxes |
636 | (347 | ) | 3,672 | (6,558 | ) | ||||||||||
Benefit (provision) for income taxes |
36,767 | (55 | ) | 36,483 | (792 | ) | ||||||||||
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Income (loss) from continuing operations |
37,403 | (402 | ) | 40,155 | (7,350 | ) | ||||||||||
Discontinued operations: |
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Gain on sales of discontinued operations |
0 | 0 | 0 | 153 | ||||||||||||
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Net Income (loss) |
$ | 37,403 | $ | (402 | ) | $ | 40,155 | $ | (7,197 | ) | ||||||
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Basic net income (loss) per share |
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Continuing operations |
$ | 1.31 | $ | (0.01 | ) | $ | 1.42 | $ | (0.27 | ) | ||||||
Discontinued operations |
$ | 0.00 | $ | 0.00 | $ | 0.00 | $ | 0.01 | ||||||||
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Total |
$ | 1.31 | $ | (0.01 | ) | $ | 1.42 | $ | (0.26 | ) | ||||||
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Shares used in calculating basic net income (loss) per share |
28,614 | 27,288 | 28,190 | 27,735 | ||||||||||||
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Diluted net income (loss) per share |
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Continuing operations |
$ | 1.26 | $ | (0.01 | ) | $ | 1.37 | $ | (0.27 | ) | ||||||
Discontinued operations |
$ | 0.00 | $ | 0.00 | $ | 0.00 | $ | 0.01 | ||||||||
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Total |
$ | 1.26 | $ | (0.01 | ) | $ | 1.37 | $ | (0.26 | ) | ||||||
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Shares used in calculating diluted net income (loss) per share |
29,675 | 27,288 | 29,338 | 27,735 | ||||||||||||
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(1) | As adjusted for change in accounting method. |
(2) | Derived from Immersions annual audited consolidated financial statements, as adjusted for change in accounting method. |
Immersion Corporation
Reconciliation of GAAP Net Income to Adjusted EBITDA
(In thousands)
(Unaudited)
Three Months Ended December 31, |
Twelve Months Ended December 31, |
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2013 | 2012 | 2013 | 2012 | |||||||||||||
GAAP Net Income/(Loss) |
$ | 37,403 | $ | (402 | ) | $ | 40,155 | $ | (7,197 | ) | ||||||
Interest and other income |
12 | (26 | ) | (68 | ) | (170 | ) | |||||||||
Benefit (provision) for income taxes |
(36,767 | ) | 55 | (36,483 | ) | 792 | ||||||||||
Depreciation and amortization |
125 | 164 | 584 | 654 | ||||||||||||
Amortization of intangibles |
19 | 19 | 79 | 49 | ||||||||||||
Stock-based compensation |
1,206 | 800 | 4,644 | 3,146 | ||||||||||||
Discontinued operations |
0 | 0 | 0 | (153 | ) | |||||||||||
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Total adjustments |
(35,405 | ) | 1,012 | (31,244 | ) | 4,318 | ||||||||||
Adjusted EBITDA |
$ | 1,998 | $ | 610 | $ | 8,911 | $ | (2,879 | ) | |||||||
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