0001058811-17-000027.txt : 20171102 0001058811-17-000027.hdr.sgml : 20171102 20171102161942 ACCESSION NUMBER: 0001058811-17-000027 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20171102 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20171102 DATE AS OF CHANGE: 20171102 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: 171172634 BUSINESS ADDRESS: STREET 1: 50 RIO ROBLES CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 408-467-1900 MAIL ADDRESS: STREET 1: 50 RIO ROBLES CITY: SAN JOSE STATE: CA ZIP: 95134 FORMER COMPANY: FORMER CONFORMED NAME: IMMERSION HUMAN INTERFACE CORP DATE OF NAME CHANGE: 19980602 8-K 1 immr8-k9302017.htm 8-K Document


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
November 2, 2017
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.)
 
 
 
 
50 Rio Robles, San Jose, CA
 
95134
(Address of principal executive offices)
 
(Zip Code)
(408) 467-1900
(Registrant’s 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 Exhibits 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 Exhibits shall not be deemed to be incorporated by reference into any filing with the Securities and Exchange Commission made by Immersion Corporation (“Immersion” or the “Company”) 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 2, 2017, Immersion issued a press release announcing certain of its financial results for the quarter ended September 30, 2017. The press release is attached to this report as Exhibit 99.01.


Item 9.01 Financial Statements and Exhibits.
 
(d)
Exhibits.

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: November 2, 2017
 
By:
 
/s/ Nancy Erba
 
 
 
 
Name:
 
Nancy Erba
 
 
 
 
Title:
 
Chief Financial Officer



EX-99.01 2 immr8-k9302017exhibit9901.htm EXHIBIT 99.01 Exhibit


Exhibit 99.01

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Immersion Corporation Reports Third Quarter 2017 Results
SAN JOSE, Calif., November 2, 2017 -- Immersion Corporation (NASDAQ: IMMR), the leading developer and licensor of touch feedback technology, today reported financial results for the third quarter ended September 30, 2017.
Results for the quarter ended September 30, 2017
Total revenues for the third quarter of 2017 were $11.9 million. This compares to total revenues of $26.3 million for the third quarter of 2016, which included a one-time license fee from Samsung of $19.0 million.
Net loss for the third quarter of 2017 was $(5.3) million, or $(0.18) per share. This compares to net income of $7.0 million, or $0.24 per share, for the third quarter of 2016.
Non-GAAP net loss for the third quarter of 2017 was $(2.9) million, or $(0.10) per share, compared with non-GAAP net income of $9.9 million, or $0.34 per share, for the third quarter of 2016. (See attached table for a reconciliation of GAAP to non-GAAP financial measures.)
 
As of September 30, 2017, Immersion’s cash, cash equivalents and short term investments were $48.1 million, down from $89.8 million as of December 31, 2016.

Management Commentary

Chief Executive Officer Vic Viegas of Immersion said, “We continue to make positive progress in furthering the value and adoption of haptics across a growing number of markets, as we added, renewed or expanded numerous licensing engagements during our third quarter of 2017. This is further evidence of the value of our technology, our resolute focus on the execution of our strategy and achievement of our operational objectives even as we aggressively pursue the protection of our intellectual property.”

“We are updating our outlook for revenues for the year to be in the range of $33 to $35 million. This update narrows the range and increases the upper end of our previous revenue guidance. Based on this forecast, we expect to generate improved annual bottom line results of a non-GAAP net loss between $(24) million and $(29) million,” concluded Mr. Viegas.

Recent Business Highlights






Licensed Tencent to use Immersion’s TouchSense technology to deliver next-generation interactive experiences to its mobile QQ and NOW applications. Additionally, Tencent has also licensed Immersion technology to incorporate haptics into its Super NBA game.
Extended TouchSense® Force solution to game developers building on the Unity Technologies (Unity) engine. With the TouchSense Force Haptic Lab, developers can easily design and integrate high-quality touch effects into their games to leverage the advanced capabilities of newer gaming consoles, including those for the Nintendo Switch™ system.
Renewed licensing agreement with Perfect World, a top Chinese game developer/publisher. Immersion expects Perfect World will expand adoption of Immersion's tactile feedback technology in the mobile version of its well-known action role-playing game, Torchlight.
Expanded license agreement with LG Electronics, Inc., one of the world's largest providers of mobile devices, for use of Immersion's TouchSense® technology for high-definition haptics in LG Electronics' premier mobile phones including the LG V30, its next flagship smartphone.

Update on Apple Litigations

On October 31, 2017, Immersion received notification from the Chief Administrative Law Judge (ALJ) at the U.S. International Trade Commission (ITC) that the due date for the initial determination in the ITC’s investigation of Immersion’s infringement allegations against Apple, Inc. has been extended from November 13, 2017 to January 31, 2018. The notification explained that the Chief ALJ has assumed responsibility for the investigations of a retiring judge, and needs to extend the dates in order to afford him an adequate amount of time to complete the additional investigations he is now responsible for, and to draft the initial determination. As a result of this extension, the target date for the completion of the investigation is now expected to be May 31, 2018.
Additionally, Immersion today announces that it has filed a patent infringement lawsuit in the Beijing High People’s Court against Apple Computer Trading (Shanghai) Co., Ltd., Apple Electronic Product Commerce (Beijing) Co., Ltd., and Apple Trading (Shanghai) Co., Ltd alleging that the iPhone 6s, iPhone 6s Plus, iPhone 7, iPhone 7 Plus, iPhone 8 and iPhone 8 Plus infringe Immersion’s Chinese patents ZL02821854.X and ZL200810008845.X. Immersion is seeking a permanent injunction preventing the importation, sale and offering for sale of the iPhone products noted above in China as well as damages.
Conference Call Information
Immersion will host a conference call with company management at 2:00 p.m. Pacific time (5:00 p.m. Eastern time) today to discuss financial results for the third quarter ended September 30, 2017. To participate on the live call, analysts and investors should dial +1 888-312-9863 (conference ID: 7290991) 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 Immersion’s corporate Web site at www.immersion.com.
About Immersion
Immersion Corporation (NASDAQ: IMMR) is the leading innovator of touch feedback technology, also known as haptics. The company provides technology solutions for creating immersive and realistic experiences that enhance digital interactions by engaging users' sense of touch. With more than 2,600 issued or pending patents, Immersion's technology has been adopted in more than 3 billion digital devices, and provides haptics in mobile, automotive, advertising, gaming, medical and consumer electronics products. Immersion is headquartered in San Jose, California with offices worldwide. Learn more at www.immersion.com





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.
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 loss and Non-GAAP net loss per share, because it is useful in understanding the company’s performance as it more closely reflects its expected long-term effective tax rates and excludes certain non-cash expenses and other special charges, such as deferred tax assets valuation allowance, 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. 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, our expectation that revenues for 2017 will be in the range of $33 million to $35 million and non-GAAP net loss for 2017 ranging from $(24) million to $(29) million and statements regarding litigation outcomes.

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, potential and actual claims and proceedings, including litigation involving Immersion’s intellectual property; the impact of litigation developments on existing and potential customers; delay in or failure to achieve commercial demand for Immersion’s or its licensees’ products; unexpected difficulties in monetizing the patent portfolio; the commercial success of applications or devices into which Immersion’s technology is licensed; the continued popularity of mobile games and wearables; potentially lengthy sales cycles and design processes; unanticipated difficulties and challenges encountered in development efforts; unexpected costs; the fact that certain target markets are still relatively nascent; risks associated with doing business internationally; litigation costs in any current or future litigation; failure to retain key personnel; ability to retain personnel; competition; the inherently uncertain nature of litigation which makes future outcomes and timing difficult to predict; the impact of global economic conditions and foreign currency exchange rates 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 Immersion’s Annual Report on Form 10-K for 2016 and its most recent Quarterly Report on Form 10-Q which are on file with the U.S. Securities and Exchange Commission. The forward-looking statements in this press release reflect Immersion’s 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 and TouchSense are trademarks or registered 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)
 
 
 
September 30, 2017
 
December 31, 2016
 
 
(Unaudited)
 
(1)
ASSETS
 
 
 
 
Cash and cash equivalents
 
$
19,263

 
$
56,865

Short-term investments
 
28,860

 
32,907

Accounts receivable, net
 
6,478

 
1,382

Prepaid expenses and other current assets
 
978

 
2,876

Total current assets
 
55,579

 
94,030

Property and equipment, net
 
3,405

 
4,016

Deferred income tax assets
 
437

 
359

Prepaid income taxes
 

 
4,997

Intangibles and other assets, net
 
351

 
365

TOTAL ASSETS
 
$
59,772

 
$
103,767

LIABILITIES
 
 
 
 
Accounts payable
 
$
4,835

 
$
5,951

Accrued compensation
 
1,916

 
4,753

Other current liabilities
 
4,015

 
4,409

Deferred revenue
 
4,885

 
5,909

Total current liabilities
 
15,651

 
21,022

Long-term deferred revenue
 
23,335

 
26,393

Other long-term liabilities
 
937

 
1,012

TOTAL LIABILITIES
 
39,923

 
48,427

STOCKHOLDERS’ EQUITY
 
19,849

 
55,340

TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY
 
$
59,772

 
$
103,767

 
(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 September 30,
 
Nine Months
Ended September 30,
 
 
2017
 
2016
 
2017
 
2016
Revenues:
 
 
 
 
 
 
 
 
Royalty and license
 
$
11,636

 
$
26,049

 
$
27,427

 
$
47,112

Development, services, and other
 
227

 
257

 
690

 
681

Total revenues
 
11,863

 
26,306

 
28,117

 
47,793

Costs and expenses:
 
 
 
 
 
 
 
 
Cost of revenues
 
61

 
52

 
158

 
139

Sales and marketing
 
3,376

 
3,535

 
10,142

 
10,735

Research and development
 
3,116

 
2,951

 
9,138

 
10,229

General and administrative
 
10,753

 
9,654

 
41,885

 
30,745

Total costs and expenses
 
17,306

 
16,192

 
61,323

 
51,848

Operating income (loss)
 
(5,443
)
 
10,114

 
(33,206
)
 
(4,055
)
Interest and other income
 
200

 
664

 
504

 
909

Income (loss) from continuing operations before benefit (provision) for income taxes
 
(5,243
)
 
10,778

 
(32,702
)
 
(3,146
)
Benefit (provision) for income taxes
 
(44
)
 
(3,760
)
 
(295
)
 
1,264

Income (loss) from continuing operations
 
(5,287
)
 
7,018

 
(32,997
)
 
(1,882
)
Income from discontinued operations
 

 

 

 
649

Net income (loss)
 
$
(5,287
)
 
$
7,018

 
$
(32,997
)
 
$
(1,233
)
 
 
 
 
 
 
 
 
 
Basic net income (loss) per share
 
 
 
 
 
 
 
 
         Continuing operations
 
$
(0.18
)
 
$
0.24

 
$
(1.13
)
 
$
(0.07
)
         Discontinued operations
 
$

 
$
0.00

 
$

 
$
0.02

Total
 
$
(0.18
)
 
$
0.24

 
$
(1.13
)
 
$
(0.05
)
Shares used in calculating basic net income (loss) per share
 
29,245

 
28,849

 
29,155

 
28,726

 
 
 
 
 
 
 
 
 
Diluted net income (loss) per share
 
 
 
 
 
 
 
 
         Continuing operations
 
$
(0.18
)
 
$
0.24

 
$
(1.13
)
 
$
(0.07
)
         Discontinued operations
 
$

 
$
0.00

 
$

 
$
0.02

Total
 
$
(0.18
)
 
$
0.24

 
$
(1.13
)
 
$
(0.05
)
Shares used in calculating diluted net income (loss) per share
 
29,245

 
29,298

 
29,155

 
28,726








Immersion Corporation
Reconciliation of GAAP Net Income (loss) to Non-GAAP Net Income (loss)
(In thousands, except per share amounts)
(Unaudited)
 

 
 
Three Months
Ended September 30,
 
Nine Months
Ended September 30,
 
 
2017
 
2016
 
2017
 
2016
GAAP net income (loss)
 
$
(5,287
)
 
$
7,018

 
$
(32,997
)
 
$
(1,233
)
Add: Stock-based compensation
 
1,338

 
1,214

 
4,073

 
4,803

Add: Provision (benefit) for income taxes
 
44

 
3,760

 
295

 
(1,264
)
Less: Non-GAAP benefit (provision) for income taxes on continuing operations (at 19%)
 
996

 
(2,048
)
 
6,213

 
598

Non-GAAP net (income) loss
 
$
(2,909
)
 
$
9,944

 
$
(22,416
)
 
$
2,904

Non-GAAP earnings (loss) per share
 
$
(0.10
)
 
$
0.34

 
$
(0.77
)
 
$
0.10

Shares used in calculating Non-GAAP earnings (loss) per share
 
29,245

 
29,298

 
29,155

 
28,726





Media Contact:
Edelman
Colleen Kuhn
(650) 762-2804
colleen.kuhn@edelman.com

Investor Contact:
The Blueshirt Group
Jennifer Jarman
+1 415.217.5866
jennifer@blueshirtgroup.com