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

November 3, 2021

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.)

330 Townsend Street, Suite 234, San Francisco, CA 94107

(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 Select 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 November 3, 2021, Immersion Corporation (the “Company”) issued a press release regarding financial results for the third quarter ended September 30, 2021. 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, 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 Securities Exchange Act of 1934, as amended.

Item 9.01 Financial Statements and Exhibits.

a.Exhibits.

Exhibit No.	Exhibit Title
99.1	Press Release dated November 3, 2021 (regarding financial results for the third quarter ended September 30, 2021)

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 3, 2021	By:	/s/ AARON AKERMAN
		Name:	Aaron Akerman
		Title:	Chief Financial Officer

EX-99.1

Exhibit 99.1

Immersion Corporation Reports Third Quarter 2021 Results 

SAN FRANCISCO, November 3, 2021 – Immersion Corporation (NASDAQ: IMMR), the leading developer and provider of technologies for haptics, today reported financial results for the third quarter ended September 30, 2021.

Third Quarter Financial Summary:

•    Total revenues of $7.2 million, compared to $7.6 million in the third quarter of 2020. Royalty and license revenues were $7.1 million, compared to $7.5 million in the third quarter of 2020.

•    GAAP operating expenses of $3.5 million declined 30% from $5.0 million in the third quarter of 2020. Non-GAAP operating expenses of $2.8 million declined 22% from non-GAAP operating expenses of $3.5 million in the third quarter of 2020. (See attached table for a reconciliation of GAAP to non-GAAP financial measures.)

•    GAAP net income was $3.8 million, or $0.12 per diluted share, compared to GAAP net income of $2.9 million, or $0.11 per diluted share, in the third quarter of 2020.

•    Non-GAAP net income was $4.7 million, or $0.15 per diluted share, compared to non-GAAP net income of $4.1 million, or $0.15 per diluted share in the third quarter of 2020.

About Immersion

Immersion Corporation (NASDAQ: IMMR) is the 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 (loss) and Non-GAAP net income (loss) 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, such as deferred tax assets valuation allowance, 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. The Company has not reconciled the non-GAAP financial measures guidance to the corresponding GAAP measures on a forward-looking basis due to the uncertainty and the potential variability of many of the costs and expenses that may be incurred in the future. Accordingly, reconciliations of the Company’s forward-looking non-GAAP financial measures to the corresponding GAAP measures are not available without unreasonable effort.

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, and include statements regarding the anticipated impact of the expansion of our channel licensing program, and other statements regarding the future prospects and opportunities for the Company’s business.

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 effects of the COVID-19 global pandemic on the Company and its business, and on the business of its suppliers and customers; unanticipated changes in the markets in which the Company operates; the effects of the current macroeconomic climate (especially in light of the ongoing adverse effects of the COVID-19 global pandemic); 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 2020 and its most recent Quarterly Report on Form 10-Q which are on file 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)

	September 30, 2021		December 31, 2020
	(Unaudited)		(1)
ASSETS
Cash, cash equivalents and short-term marketable securities	$	118,629	$	59,522
Accounts and other receivables	4,171		2,218
Prepaid expenses and other current assets	11,739		12,610
Total current assets	134,539		74,350
Property and equipment, net	220		209
Long-term deposits	11,928		12,571
Other assets	13,836		9,000
TOTAL ASSETS	$	160,523	$	96,130
LIABILITIES
Accounts payable	$	117	$	149
Accrued compensation	729		1,001
Other current liabilities	4,962		2,457
Deferred revenue	4,914		5,173
Total current liabilities	10,722		8,780
Long-term deferred revenue	17,859		21,334
Other long-term liabilities	1,153		2,035
TOTAL LIABILITIES	29,734		32,149
STOCKHOLDERS’ EQUITY	130,789		63,981
TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY	$	160,523	$	96,130
(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,
	2021		2020		2021		2020
Revenues:
Royalty and license	$	7,068	$	7,531	$	25,017	$	19,306
Development, services, and other	105		65		325		215
Total revenues	7,173		7,596		25,342		19,521
Costs and expenses:
Cost of revenues	8		32		78		138
Sales and marketing	443		1,096		2,743		4,067
Research and development	803		920		3,442		3,932
General and administrative	2,246		2,963		7,106		14,406
Total costs and expenses	3,500		5,011		13,369		22,543
Operating income (loss)	3,673		2,585		11,973		(3,022)
Interest and other income (loss), net	438		174		162		334
Income (loss) before benefit from (provision for) income taxes	4,111		2,759		12,135		(2,688)
Benefit from (provision for) income taxes	(340)		96		(987)		3
Net income (loss)	$	3,771	$	2,855	$	11,148	$	(2,685)
Basic net income (loss) per share	$	0.12	$	0.11	$	0.36	$	(0.09)
Shares used in calculating basic net income (loss) per share	32,474		26,898		30,693		28,507
Diluted net income (loss) per share	$	0.12	$	0.11	$	0.36	$	(0.09)
Shares used in calculating diluted net income (loss) per share	32,612		27,134		31,065		28,507

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,
	2021		2020		2021		2020
GAAP net income (loss)	$	3,771	$	2,855	$	11,148	$	(2,685)
Add: Provision for (benefit from) income taxes	340		(96)		987		(3)
Less: Non-GAAP provision for income taxes	(95)		(56)		(139)		(47)
Add: Stock-based compensation	415		1,339		1,997		3,433
Add: Restructuring expense	186		66		612		590
Add: Depreciation and amortization of property and equipment	25		40		75		1,003
Add: Other non-recurring charges	$	100	$	—	$	100	$	—
Non-GAAP net income	$	4,742	$	4,148	$	14,780	$	2,291
Non-GAAP net income per diluted share	$	0.15	$	0.15	$	0.48	$	0.08
Dilutive shares used in calculating Non-GAAP net income per share	32,612		27,134		31,065		28,507

Immersion Corporation

Disaggregated Revenue Information

(In thousands)

(Unaudited)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Fixed fee license revenue	$	1,247	$	1,243	$	4,346	$	3,821
Per-unit royalty revenue	5,821		6,288		20,671		15,485
Total royalty and license revenue	7,068		7,531		25,017		19,306
Development, services, and other revenue	105		65		325		215
Total revenue	$	7,173	$	7,596	$	25,342	$	19,521

Immersion Corporation

Revenue by Line of Business

(Unaudited)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Mobility	62	%	74	%	63	%	76	%
Gaming	27	%	14	%	23	%	12	%
Automotive	11	%	12	%	14	%	11	%
Other	—	%	—	%	—	%	1	%
Total	100	%	100	%	100	%	100	%

Immersion Corporation

Reconciliation of GAAP Operating Expenses to Non-GAAP Operating Expenses

(In thousands)

(Unaudited)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021	2020
GAAP operating expenses	$	3,492	$	4,979	13,291	22,405
Adjustments to non-GAAP operating expenses:
Stock-based compensation expense - S&M	(141)		(205)		(678)	(593)
Stock-based compensation expense - R&D	(118)		(233)		(653)	(653)
Stock-based compensation expense - G&A	(156)		(901)		(666)	(2,187)
Restructuring expense	(186)		(66)		(612)	(590)
Depreciation and amortization of property and equipment	(25)		(40)		(75)	(1,003)
Other non-recurring charges	(100)		—		(100)	—
Non-GAAP operating expenses	$	2,766	$	3,534	10,507	17,379

Investor Contact:

Aaron Akerman

Immersion Corporation

514-987-9800 ext. 5110

aakerman@immersion.com

XML

Cover	Nov. 03, 2021
Cover [Abstract]
Document Type	8-K
Document Period End Date	Nov. 03, 2021
Entity Registrant Name	IMMERSION CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	001-38334
Entity Tax Identification Number	94-3180138
Entity Address, Address Line One	330 Townsend Street, Suite 234
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94107
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
Title of 12(b) Security	Common Stock, $0.001 par value per share
Trading Symbol	IMMR
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001058811
Amendment Flag	false
Document Information [Line Items]
Entity Registrant Name	IMMERSION CORPORATION
Entity Addresses [Line Items]
Entity Address, Address Line One	330 Townsend Street, Suite 234