UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2021

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to ______

Commission File Number: 000-29440

IDENTIV, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	77-0444317
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
2201 Walnut Avenue, Suite 100 Fremont, California	94538
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (949) 250-8888

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of exchange on which registered
Common Stock, $0.001 par value per share	INVE	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes  ☑    No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes ☑    No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☑	Smaller reporting company	☑
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☑

As of August 4, 2021, the registrant had 22,160,165 shares of common stock outstanding.

TABLE OF CONTENTS

		Page
PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets as of June 30, 2021 and December 31, 2020	3
	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2021 and 2020	4
	Condensed Consolidated Statements of Stockholders’ Equity for the Three and Six Months Ended June 30,2021 and 2020	5
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2021 and 2020	7
	Notes to Unaudited Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	37
Item 4.	Controls and Procedures	37
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	38
Item 1A.	Risk Factors	38
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	38
Item 5.	Other Information	38
Item 6.	Exhibits	39
SIGNATURES		40

2

PART I: FINANCIAL INFORMATION

Item 1. Financial Statements

IDENTIV, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, in thousands, except par value)

	June 30,			December 31,
	2021			2020
ASSETS
Current assets:
Cash and cash equivalents	$	36,370		$	11,409
Accounts receivable, net of allowances of $386 and $178 as of June 30, 2021    and December 31, 2020, respectively		17,746			18,927
Inventories		21,894			20,296
Prepaid expenses and other current assets		4,676			2,813
Total current assets		80,686			53,445
Property and equipment, net		4,101			2,827
Operating lease right-of-use assets		2,683			3,405
Intangible assets, net		7,036			7,563
Goodwill		10,299			10,266
Other assets		1,094			1,171
Total assets	$	105,899		$	78,677
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	8,635		$	10,964
Contractual payment obligation		531			1,040
Financial liabilities, net of debt issuance costs of $127    and $59 as of June 30, 2021 and December 31, 2020, respectively		9,853			20,084
Operating lease liabilities		1,265			1,279
Deferred revenue		2,340			1,981
Accrued compensation and related benefits		2,943			2,985
Other accrued expenses and liabilities		4,537			3,240
Total current liabilities		30,104			41,573
Long-term operating lease liabilities		1,556			2,272
Long-term deferred revenue		281			385
Other long-term liabilities		268			258
Total liabilities		32,209			44,488
Commitments and contingencies (see Note 16)
Stockholders' equity:
Series B convertible preferred stock, $0.001 par value: 5,000 shares authorized; 5,000 shares    issued and outstanding as of June 30, 2021 and December 31, 2020		5			5
Common stock, $0.001 par value: 50,000 shares authorized; 23,566 and 19,450 shares    issued and  22,123 and 18,055 shares outstanding as of June 30, 2021 and    December 31, 2020, respectively		23			19
Additional paid-in capital		491,431			452,129
Treasury stock, 1,443 and 1,395 shares as of June 30, 2021 and December 31, 2020,    respectively		(10,519	)		(9,933	)
Accumulated deficit		(409,608	)		(410,609	)
Accumulated other comprehensive income		2,358			2,578
Total stockholders' equity		73,690			34,189
Total liabilities and stockholders' equity	$	105,899		$	78,677

The accompanying notes are an integral part of these condensed consolidated financial statements.

3

IDENTIV, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited, in thousands, except per share data)

	Three Months Ended June 30,						Six Months Ended June 30,
	2021			2020			2021			2020
Net revenue	$	23,993		$	19,105		$	46,155		$	37,225
Cost of revenue		15,153			11,393			29,623			22,013
Gross profit		8,840			7,712			16,532			15,212
Operating expenses:
Research and development		2,131			2,422			4,468			5,018
Selling and marketing		4,147			4,236			8,211			8,733
General and administrative		2,595			2,151			4,720			4,342
Decrease in fair value of earnout liability		—			(261	)		—			(261	)
Restructuring and severance		274			1,417			662			1,482
Total operating expenses		9,147			9,965			18,061			19,314
Loss from operations		(307	)		(2,253	)		(1,529	)		(4,102	)
Non-operating income (expense):
Interest expense, net		(144	)		(407	)		(389	)		(659	)
Gain on forgiveness of Paycheck Protection Program note		2,946			—			2,946			—
Foreign currency gains (losses), net		—			(30	)		46			56
Income (loss) before income tax provision		2,495			(2,690	)		1,074			(4,705	)
Income tax provision		(29	)		(59	)		(73	)		(91	)
Net income (loss)		2,466			(2,749	)		1,001			(4,796	)
Other comprehensive income (loss):
Foreign currency translation adjustment		63			215			(220	)		(265	)
Comprehensive income (loss)	$	2,529		$	(2,534	)	$	781		$	(5,061	)
Net income (loss) per common share:
Basic	$	0.10		$	(0.17	)	$	0.02		$	(0.30	)
Diluted	$	0.09		$	(0.17	)	$	0.02		$	(0.30	)
Weighted average shares used in computing net    income (loss) per common share:
Basic		21,908			17,941			20,185			17,730
Diluted		28,751			17,941			21,092			17,730

The accompanying notes are an integral part of these condensed consolidated financial statements.

4

IDENTIV, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited, in thousands)

	Three Months Ended June 30, 2021
	Series B Convertible Preferred Stock				Common Stock					Additional Paid-in		Treasury			Accumulated			Accumulated Other Comprehensive			Total Stockholders'
	Shares		Amount		Shares			Amount		Capital		Stock			Deficit			Income			Equity
Balances, March 31, 2021		5,000	$	5		18,161		$	19	$	452,921	$	(10,186	)	$	(412,074	)	$	2,295		$	32,980
Net income		—		—		—			—		—		—			2,466			—			2,466
Unrealized income from foreign    currency translation adjustments		—		—		—			—		—		—			—			63			63
Issuance of common stock in connection    with vesting of stock awards		—		—		195			—		—		—			—			—			—
Stock-based compensation		—		—		—			—		697		—			—			—			697
Shares withheld in payment of taxes in    connection with net share settlement of    restricted stock units		—		—		(23	)		—		—		(333	)		—			—			(333	)
Issuance of common stock in connection with public offering		—		—		3,779			4		37,711		—			—			—			37,715
Proceeds from exercise of stock options		—		—		11			—		102		—			—			—			102
Balances, June 30, 2021		5,000	$	5		22,123		$	23	$	491,431	$	(10,519	)	$	(409,608	)	$	2,358		$	73,690
	Six Months Ended June 30, 2021
	Series B Convertible Preferred Stock				Common Stock					Additional Paid-in		Treasury			Accumulated			Accumulated Other Comprehensive			Total Stockholders'
	Shares		Amount		Shares			Amount		Capital		Stock			Deficit			Income			Equity
Balances, December 31, 2020		5,000	$	5		18,055		$	19	$	452,129	$	(9,933	)	$	(410,609	)	$	2,578		$	34,189
Net income		—		—		—			—		—		—			1,001			—			1,001
Unrealized loss from foreign    currency translation adjustments		—		—		—			—		—		—			—			(220	)		(220	)
Issuance of common stock in connection    with vesting of stock awards		—		—		293			—		—		—			—			—			—
Stock-based compensation		—		—		—			—		1,455		—			—			—			1,455
Shares withheld in payment of taxes in    connection with net share settlement of    restricted stock units		—		—		(48	)		—		—		(586	)		—			—			(586	)
Issuance of common stock in connection    with warrant exercise		—		—		28			—		—		—			—			—			—
Issuance of common stock in connection with public offering		—		—		3,779			4		37,711		—			—			—			37,715
Proceeds from exercise of stock options		—		—		16			—		136		—			—			—			136
Balances, June 30, 2021		5,000	$	5		22,123		$	23	$	491,431	$	(10,519	)	$	(409,608	)	$	2,358		$	73,690

5

Three Months Ended June 30, 2020

Series B

Convertible Preferred Stock