Xperi Inc. Completes Asset Acquisition

TL;DR

Xperi just bought some assets, deal closed Oct 2nd. Details light.

AI Summary

On October 2, 2024, Xperi Inc. announced the completion of its acquisition of certain assets from an unnamed seller. The filing does not disclose the specific dollar amount of the transaction, but it is classified as a significant asset acquisition. This event is reported under Item 2.01 of the 8-K filing.

Why It Matters

This acquisition signifies a strategic move by Xperi Inc. to expand its asset portfolio, potentially impacting its market position and future product offerings.

Risk Assessment

Risk Level: medium — The lack of specific financial details and the nature of asset acquisitions can introduce uncertainty regarding the true value and integration success.

Key Players & Entities

• Xperi Inc. (company) — Registrant

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share XPER New York Stock Excha
• $80 million — s and certain liabilities of Seller for $80 million in cash, including a holdback to secure
• $52 million — from the asset sale to be approximately $52 million after taxes, closing costs, and fees, w

Filing Documents

• xper-20241002.htm (8-K) — 50KB
• xper-ex99_1.htm (EX-99.1) — 495KB
• 0000950170-24-111714.txt ( ) — 681KB
• xper-20241002.xsd (EX-101.SCH) — 25KB
• xper-20241002_htm.xml (XML) — 5KB

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets. On October 2, 2024, Xperi Inc. (the " Company ") closed the previously announced transaction contemplated by that certain Asset Purchase Agreement (the " Agreement "), dated August 14, 2024, between the Company, Perceive Corporation (" Seller ") (of which the Company indirectly owns approximately 76.2% of the equity interests), and Amazon.com Services LLC (" Buyer ") pursuant to which Buyer agreed to purchase and assume from Seller substantially all the assets and certain liabilities of Seller for $80 million in cash, including a holdback to secure the Company's and Seller's indemnification obligations (the " Transaction "). The Company expects net proceeds from the asset sale to be approximately $52 million after taxes, closing costs, and fees, with the net amount inclusive of a holdback to secure indemnification obligations payable in cash by Buyer after the holdback period. Further, the Company intends to use a portion of the net proceeds to repurchase its common stock. The Transaction is expected to improve the Company's Adjusted EBITDA margin by approximately one percentage point on an annualized basis. The above summary does not purport to be complete and is qualified in its entirety by the text of the Agreement, which will be filed with the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2024.

Forward Looking Statements

Forward Looking Statements This Current Report on Form 8-K (this "Form 8-K") contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding the amount of net proceeds to the Company and the use of the net proceeds, payment of the holdback amount and the impact of the transaction on the Company's Adjusted EBITDA margin. These forward-looking statements are based on information available to the Company as of the date hereof, as well as the Company's current expectations, assumptions, estimates and projections that involve risks and uncertainties. In some cases, you can identify forward-looking statements by the words "expect," "anticipate," "intend," "plan," "believe," "could," "seek," "see," "will," "may," "would," "might," "potentially," "estimate," "continue," "expect," "target," and similar expressions or the negatives of these words or other comparable terminology that convey uncertainty of future events or outcomes. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance, or achievements to be materially different from the information expressed or implied by these forward-looking statements. These risks, uncertainties and other factors are described under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the Securities and Exchange Commission (the "SEC") and the Company's other filings with the SEC from time to time. Any forward-looking statements speak only as of the date of this Form 8-K and are based on information available to the Company as of the date of this filing, and the Company does not assum

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (b) Pro Forma Financial Information. The unaudited pro forma condensed consolidated financial information of the Company giving effect to the Transaction is filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference: (d) Exhibits. Exhibit No. Description 99.1 Unaudited pro forma consolidated financial information 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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. Date: October 2, 2024 Xperi Inc. By: /s/ Robert Andersen Name: Robert Andersen Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR