3 unchanged sentences
Three Months Ended
−Removed: Nine Months Ended
−Removed: September 30,
−Removed: September 30,
−Removed: September 30,
−Removed: September 30,
(in thousands, except per-share data)
5 unchanged sentences
Total operating expenses
−Removed: Operating income
+Added: Operating income (loss)
Interest expense
Other non-operating expense, net
−Removed: Income before income tax
+Added: Income (loss) before income tax
Income tax expense (benefit)
−Removed: Net income per share
+Added: Net income (loss)
+Added: Net income (loss) per share
Weighted average number of shares:
3 unchanged sentences
Three Months Ended
−Removed: Nine Months Ended
−Removed: September 30,
−Removed: September 30,
−Removed: September 30,
−Removed: September 30,
(in thousands)
+Added: Net income (loss)
Other comprehensive income (loss):
1 unchanged sentence
Other comprehensive income (loss)
−Removed: Comprehensive income
+Added: Comprehensive income (loss)
See accompanying Notes to the Condensed Consolidated Financial Statements (unaudited)
1 unchanged sentence
Condensed Consolidated Balance Sheets
−Removed: September 30,
(in thousands, except par value and share amounts)
19 unchanged sentences
Common stock, $ 0.001 par value - 25,000,000 shares authorized;
−Removed: 16,043,808 and 15,475,504 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively
+Added: 16,244,625 and 16,168,147 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively
Additional paid-in capital
6 unchanged sentences
Condensed Consolidated Statements of Cash Flows
−Removed: Nine Months Ended
−Removed: September 30, 2021
−Removed: September 30, 2020
+Added: Three Months Ended
+Added: March 31, 2022
+Added: March 31, 2021
(in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES
−Removed: Adjustments to reconcile net income to net cash provided by operating activities:
+Added: Net income (loss)
+Added: Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization
5 unchanged sentences
Provision for obsolete inventory
−Removed: Increase in fair value of contingent consideration
Changes in operating assets and liabilities, net of acquisitions:
12 unchanged sentences
Repayment of revolving credit facilities
−Removed: Proceeds from sale of equity securities
Proceeds from exercise of stock options and warrants
Repurchase of common stock to satisfy employee tax withholding obligations
−Removed: Repurchase of common stock
−Removed: Net cash cash used for financing activities
+Added: Net cash provided by financing activities
Effect of exchange rate changes on cash and cash equivalents
14 unchanged sentences
Issuance of restricted stock
−Removed: Repurchase of common stock and retirement of related treasury shares
Stock options exercised
1 unchanged sentence
Balance at March 31, 2022
−Removed: Other comprehensive income, net of tax
−Removed: Issuance of restricted stock
−Removed: Repurchase of common stock and retirement of related treasury shares
−Removed: Stock options exercised
−Removed: Stock-based compensation
−Removed: Balance at June 30, 2021
−Removed: Other comprehensive income, net of tax
−Removed: Issuance of restricted stock
−Removed: Repurchase of common stock and retirement of related treasury shares
−Removed: Common stock buyback
−Removed: Stock options exercised
−Removed: Stock-based compensation
−Removed: Balance at September 30, 2021
Comprehensive
8 unchanged sentences
Balance at March 31, 2021
−Removed: Other comprehensive income, net of tax
−Removed: Issuance of restricted stock
−Removed: Repurchase of common stock and retirement of related treasury shares
−Removed: Stock options exercised
−Removed: Stock-based compensation
−Removed: Balance at June 30, 2020
−Removed: Other comprehensive income, net of tax
−Removed: Issuance of restricted stock
−Removed: Repurchase of common stock and retirement of related treasury shares
−Removed: Proceeds of sales of equity securities
−Removed: Stock options exercised
−Removed: Stock-based compensation
−Removed: Balance at September 30, 2020
See accompanying Notes to the Condensed Consolidated Financial Statements (unaudited)
4 unchanged sentences
Turtle Beach is a worldwide leader of feature-rich headset solutions for use across multiple platforms, including video game and entertainment consoles, handheld consoles, personal computers (“PC”), tablets and mobile devices.
−Removed: Under the ROCCAT brand, the Company creates award-winning keyboards, mice, headsets, mousepads, and other computer accessories.
−Removed: The recently acquired Neat brand creates high-quality USB and analog microphones for gamers, streamers, and professionals that embrace cutting-edge technology and design.
+Added: ROCCAT is a gaming keyboards, mice and other accessories brand focused on the PC peripherals market.
+Added: Neat Microphones is a microphones brand focused on using cutting edge technology and design to create high quality USB and analog microphones for gamers, streamers, and professionals.
VTB Holdings, Inc.
−Removed: (“VTBH”), a wholly-owned subsidiary of Turtle Beach and the owner of Voyetra Turtle Beach, Inc.
+Added: (“VTBH”), a wholly-owned subsidiary of Turtle Beach Corporation and the owner of Voyetra Turtle Beach, Inc.
(“VTB”), was incorporated in the state of Delaware in 2010.
−Removed: VTB, the owner of TBC Holding Company LLC and Turtle Beach Europe Limited (“TB Europe”), was incorporated in the state of Delaware in 1975 with operations principally located in White Plains, New York.
−Removed: TB Europe, the owner of TB Germany GmbH, was incorporated in the United Kingdom in 1999.
+Added: VTB, the owner of Turtle Beach Europe Limited (“TB Europe”), was incorporated in the state of Delaware in 1975 with operations principally located in White Plains, New York.
Basis of Presentation
8 unchanged sentences
Use of estimates :
−Removed: The preparation of accompanying unaudited consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions about future events.
+Added: The preparation of accompanying unaudited consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions about future events.
These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited consolidated financial statements and reported amounts of revenues and expenses during the reporting period.
8 unchanged sentences
There have been no material changes to the critical accounting policies and estimates from the information provided in Note 1 of the notes to our consolidated financial statements in our Annual Report.
−Removed: Neat Microphones
−Removed: On January 12, 2021, the Company acquired certain assets related to the Neat Microphones business of Stray Electrons LLC, a California limited liability company (“Neat Microphones”) for a purchase price of $ 2.5 million and up to $ 2.3 million in potential earn-outs based on revenues and earnings targets for the year ended December 31, 2021, as provided in the asset purchase agreement.
−Removed: The closing payment was funded from cash on the Company’s balance sheet.
−Removed: In addition, business transaction costs incurred in connection with the acquisition of $ 39,000 and $ 0.3 million for the three and nine months ended September 30, 2021, respectively, were recorded as a component of “General and administrative” expenses in the Company’s Condensed Consolidated Statements of Operations.
−Removed: Neat Microphones creates, manufactures, and sells high-quality digital USB and analog microphones that embrace cutting-edge technology and design.
−Removed: The goodwill from the acquisition of Neat Microphones, which is fully deductible for tax purposes, consists largely of synergies and economies of scale expected from adding the operations of Neat Microphones’ and the Company’s existing business and supply channels.
−Removed: The fair value of Neat Microphone’s identifiable intangible assets was determined primarily using the “income approach,” which requires a forecast of all expected future cash flows either through the use of the multi-period excess earnings method or the relief-from-royalty method.
−Removed: Some of the more significant assumptions inherent in the development of intangible asset values include:
−Removed: the amount and timing of projected future cash flows, the discount rate selected to measure the risks inherent in the future cash flows, the assessment of the intangible asset’s life cycle, as well as other factors.
−Removed: The following table summarizes key information underlying intangible assets related to the Neat Microphones acquisition:
−Removed: (In thousands)
−Removed: Developed technology
−Removed: Customer relationships
−Removed: In addition, the Company recorded $ 1.9 million fair value of contingent consideration associated with the potential $ 2.3 million earn-outs as a component of “Other Current Liabilities” within the Condensed Consolidated Balance Sheet.
Fair Value Measurement
7 unchanged sentences
Financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, debt instruments and certain warrants.
−Removed: As of September 30, 2021 and December 31, 2020, the Company had not elected the fair value option for any financial assets and liabilities for which such an election would have been permitted .
−Removed: The following is a summary of the carrying amounts and estimated fair values of our financial instruments as of September 30, 2021 and December 31, 2020 .
−Removed: September 30, 2021
+Added: As of March 31, 2022 and December 31, 2021, the Company had not elected the fair value option for any financial assets and liabilities for which such an election would have been permitted .
+Added: The following is a summary of the carrying amounts and estimated fair values of our financial instruments as of March 31, 2022 and December 31, 2021 .
+Added: March 31, 2022
December 31, 2021
2 unchanged sentences
Cash and cash equivalents
−Removed: Contingent consideration liabilities
Cash equivalents are stated at amortized cost, which approximates fair value as of the consolidated balance sheet dates, due to the short period of time to maturity;
and accounts receivable and accounts payable are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment.
−Removed: The Company values contingent consideration related to business combinations using a weighted probability calculation of potential payment scenarios discounted at rates reflective of the risks associated with the expected future cash flows.
Allowance for Sales Returns
1 unchanged sentence
Three Months Ended
−Removed: Nine Months Ended
−Removed: September 30,
−Removed: September 30,
(in thousands)
5 unchanged sentences
Inventories consist of the following:
−Removed: September 30,
(in thousands)
4 unchanged sentences
Property and equipment, net, consists of the following:
−Removed: September 30,
(in thousands)
9 unchanged sentences
Other current liabilities consist of the following:
−Removed: September 30,
(in thousands)
Accrued royalty
−Removed: Accrued marketing
−Removed: Accrued freight
Accrued employee expenses
−Removed: Contingent consideration
−Removed: Accrued customer fees
+Added: Accrued freight
+Added: Accrued marketing
Accrued expenses
2 unchanged sentences
Acquired Intangible Assets
−Removed: Acquired identifiable intangible assets, and related accumulated amortization, as of September 30, 2021 and December 31, 2020 consist of:
−Removed: September 30, 2021
+Added: Acquired identifiable intangible assets, and related accumulated amortization, as of March 31, 2022 and December 31, 2021 consist of:
+Added: March 31, 2022
(in thousands)
10 unchanged sentences
In connection with the October 2012 acquisition of TB Europe, the acquired intangible assets related to customer relationships is being amortized over an estimated useful life of thirteen years with the amortization being included within sales and marketing expense.
−Removed: In May 2019, the Company acquired the business and assets of ROCCAT.
−Removed: The acquired intangible assets of ROCCAT relating to developed technology, customer relationships and trade name are subject to amortization.
−Removed: In January 2021, the Company acquired the business and assets of Neat Microphones.
−Removed: The acquired intangible assets of Neat Microphones related to developed technology, customer relationships and trade name are subject to amortization.
−Removed: Refer to Note 3, “Acquisitions” for additional information related to Neat Microphone’s identifiable intangible assets.
−Removed: Amortization expense related to definite lived intangible assets of $ 0.3 million and $ 0.9 million was recognized for the three and nine months ended September 30, 2021, respectively, and $ 0.2 million and $ 0.7 million for the three and nine months ended September 30, 2020, respectively.
−Removed: As of September 30, 2021, estimated annual amortization expense related to definite lived intangible assets in future periods is as follows:
−Removed: (in thousands)
−Removed: Changes in the carrying values of goodwill for the nine months ended September 30, 2021 are as follows:
+Added: In May 2019, the Company completed its acquisition of the business and assets of the ROCCAT business, and in January 2021, the Company completed its acquisition of the business and assets of the Neat Microphones business.
+Added: The respective acquired intangible assets relating to developed technology, customer relationships and trade names are subject to amortization.
+Added: Amortization expense related to definite lived intangible assets was $ 0.3 million for each of the three months ended March 31, 2022 and March 31, 2021.
+Added: As of March 31, 2022, estimated annual amortization expense related to definite lived intangible assets in future periods is as follows:
(in thousands)
−Removed: Balance as of January 1, 2021
−Removed: Neat Microphones acquisition
−Removed: Balance as of September 30, 2021
+Added: There were no changes in the carrying values of goodwill for the three months ended March 31, 2022 from the balance as of December 31, 2021.
Revolving Credit Facility and Long-Term Debt
−Removed: The Company had no outstanding balance related to its revolving credit facility as of September 30, 2021 and December 31, 2020.
−Removed: Total interest expense, inclusive of amortization of deferred financing costs, on long-term debt obligations was $ 0.1 million and $ 0.3 million for the three and nine months ended September 30, 2021, respectively, and $ 0.1 million and $ 0.4 million for the three and nine months ended September 30, 2020, respectively.
−Removed: Amortization of deferred financing costs for both the three and nine months ended September 30, 2021 and 2020, was $ 47,000 and $ 0.1 million, respectively.
+Added: The Company had no outstanding balance related to its revolving credit facility as of March 31, 2022 and December 31, 2021.
+Added: Total interest expense, inclusive of amortization of deferred financing costs, on long-term debt obligations was $ 0.1 million for each of the three months ended March 31, 2022 and March 31, 2021.
+Added: Amortization of deferred financing costs was $ 47,000 for each of the three months ended March 31, 2022 and March 31, 2021.
Revolving Credit Facility
2 unchanged sentences
The Credit Facility, which expires on March 5, 2024 , provides for a line of credit of up to $ 80 million inclusive of a sub-facility limit of $ 12 million for TB Europe, a wholly-owned subsidiary of Turtle Beach.
−Removed: In addition, the Credit Facility provides for a $ 40 million accordion feature and the ability to increase the borrowing base with a FILO Loan of up to $ 6.8 million.
+Added: In addition, the Credit Facility provides for a $ 40 million accordion feature and the ability to increase the borrowing base with a “first-in, last-out” loan (a “FILO Loan”) of up to $ 6.8 million.
On May 31, 2019, the Company amended the Credit Facility to provide for, amongst other items, (i) the addition of TBC Holding Company LLC, a wholly-owned subsidiary of VTB, as an obligor and (ii) the ability to make investments in TB Germany GmbH, a wholly-owned subsidiary of TB Europe, of up to $ 4 million in connection with the acquisition of the business of ROCCAT and up to an additional $ 4 million annually.
5 unchanged sentences
In addition, Turtle Beach is required to pay a commitment fee on the unused revolving loan commitment at a rate ranging from 0.25 % to 0.50 % and letter of credit fees and agent fees.
−Removed: As of September 30, 2021, interest rates for outstanding borrowings were 3.75 % for base rate loans and 3.00 % for LIBOR rate loans.
−Removed: As of September 30, 2021, there were no outstanding borrowings under the Credit Facility.
+Added: As of March 31, 2022, interest rates for outstanding borrowings were 4.00 % for base rate loans and 3.00 % for LIBOR rate loans.
+Added: As of March 31, 2022, there were no outstanding borrowings under the Credit Facility.
The Company is subject to quarterly financial covenant testing if certain availability thresholds are not met or certain other events occur (as defined in the Credit Facility).
2 unchanged sentences
Obligations under the Credit Facility are secured by a security interest and lien upon substantially all of the Company’s assets.
−Removed: As of September 30, 2021, the Company was in compliance with all financial covenants under the Credit Facility, as amended, and excess borrowing availability was approximately $ 54.6 million.
+Added: As of March 31, 2022, the Company was in compliance with all financial covenants under the Credit Facility, as amended, and excess borrowing availability was approximately $ 48.7 million.
In order to determine the quarterly provision for income taxes, the Company uses an estimated annual effective tax rate, which is based on expected annual income and statutory tax rates in the various jurisdictions.
3 unchanged sentences
Three Months Ended
−Removed: Nine Months Ended
−Removed: September 30,
−Removed: September 30,
(in thousands)
1 unchanged sentence
Effective income tax rate
−Removed: Income tax benefit for the three months ended September 30, 2021 was $ 1.8 million at an effective tax rate of ( 226.2 %) and income tax benefit for the nine months ended September 30, 2021 was $ 0.3 million at an effective tax rate of ( 2.6 %).
−Removed: Income tax expense for the three and nine months ended September 30, 2020 was $ 6.4 million at an effective tax rate of 26.5 % and $ 7.9 million at an effective tax rate of 26.0 %, respectively.
−Removed: The effective tax rate for the three and nine months ended September 30, 2021 was primarily impacted by discrete stock-based compensation related tax benefits of $ ( 2.3 ) million attributable to stock option exercises and restricted stock vestings, Research and Development (“R&D”) credits and the reduced tax rate on our Foreign Derived Intangible Income (“FDII”).
−Removed: These tax benefits were partially offset by the impact of disallowed compensation and state income tax expense on the estimated annual effective tax rate.
−Removed: During the third quarter of 2021, we substantially completed a federal R&D study for the 2018-2020 tax years, recognizing tax benefits of $ 0.5 million, net of reserves.
−Removed: In addition, we completed an analysis of our foreign sales and recognized a tax benefit of $ 0.8 million on our FDII.
+Added: Income tax benefit for the three months ended March 31, 2022 was $ 2.6 million at an effective tax rate of 29.0 % and income tax expense for the three months ended March 31, 2021 was $ 2.8 million at an effective tax rate of 23.8 %.
+Added: The effective tax rate for the three months ended March 31, 2022 was primarily impacted by certain non-deductible costs and state income tax expense, offset by the deduction for foreign derived intangible income and stock option exercises.
The Company is subject to income taxes domestically and in various foreign jurisdictions.
2 unchanged sentences
Interest and penalties associated with income tax matters are included in the provision for income taxes in the condensed consolidated statements of operations.
−Removed: As of September 30, 2021, the Company had uncertain tax positions of $ 3.8 million, inclusive of $ 1.2 million of interest and penalties.
+Added: As of March 31, 2022, the Company had uncertain tax positions of $ 3.8 million, inclusive of $ 1.1 million of interest and penalties.
The Company files U.S., state and foreign income tax returns in jurisdictions with various statutes of limitations.
The federal tax years open under the statute of limitations are 2018 through 2020, and the state tax years open under the statute of limitations are 2017 through 2020.
−Removed: The Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was enacted in March 2020.
−Removed: The CARES Act includes several U.S.
−Removed: income tax provisions related to, among other things, net operating loss carrybacks, alternative minimum tax credits, modifications to the net interest deduction limitations, and technical amendments regarding the income tax depreciation of qualified improvement property placed in service after December 31, 2017.
−Removed: The CARES Act is not expected to have a material impact on the Company’s financial results.
Stock-Based Compensation
1 unchanged sentence
Three Months Ended
−Removed: Nine Months Ended
−Removed: September 30,
−Removed: September 30,
(in thousands)
4 unchanged sentences
Total stock-based compensation
−Removed: The following table presents the stock activity and the total number of shares available for grant as of September 30, 2021:
+Added: The following table presents the stock activity and the total number of shares available for grant as of March 31, 2022:
(in thousands)
Balance at December 31, 2021
−Removed: Plan Amendment
−Removed: Options granted
Options cancelled
1 unchanged sentence
Forfeited/Expired restricted stock added back
−Removed: Performance-Based restricted stock granted
−Removed: Balance at September 30, 2021
+Added: Balance at March 31, 2022
Stock Option Activity
4 unchanged sentences
Options Forfeited
−Removed: Outstanding at September 30, 2021
−Removed: Vested and expected to vest at September 30, 2021
−Removed: Exercisable at September 30, 2021
+Added: Outstanding at March 31, 2022
+Added: Vested and expected to vest at March 31, 2022
+Added: Exercisable at March 31, 2022
Stock options are time-based and the majority are exercisable within 10 years of the date of grant, but only to the extent they have vested.
6 unchanged sentences
Aggregate intrinsic value represents the difference between the estimated fair value of the underlying common stock and the exercise price of outstanding, in-the-money options.
−Removed: The aggregate intrinsic value of options exercised was $ 11.1 million for the nine months ended September 30, 2021.
+Added: The aggregate intrinsic value of options exercised was $ 0.5 million for the three months ended March 31, 2022.
The Company uses the Black-Scholes option-pricing model to estimate the fair value of options granted as of the grant date.
−Removed: The following are the assumptions for options granted during the nine months ended September 30, 2021 :
−Removed: Expected term (in years)
−Removed: Risk-free interest rate
−Removed: Expected volatility
−Removed: Dividend rate
−Removed: Each of these inputs is subjective and generally requires significant judgment to determine.
−Removed: The weighted average grant date fair value of options granted during the nine months ended September 30, 2021 was $ 14.89 .
−Removed: The total estimated fair value of employee options vested during the nine months ended September 30, 2021 was $ 2.1 million.
−Removed: As of September 30, 2021, total unrecognized compensation cost related to non-vested stock options granted to employees was $ 3.9 million, which is expected to be recognized over a remaining weight average vesting period of 2.1 years.
+Added: There were no new options granted during the three months ended March 31, 2022.
+Added: The total estimated fair value of employee options vested during the three months ended March 31, 2022 was $ 3.1 million.
+Added: As of March 31, 2022, total unrecognized compensation cost related to non-vested stock options granted to employees was $ 2.5 million, which is expected to be recognized over a remaining weight average vesting period of 1.8 years.
Restricted Stock Activity
1 unchanged sentence
Shares forfeited
−Removed: Nonvested restricted stock at September 30, 2021
−Removed: As of September 30, 2021, total unrecognized compensation costs related to the nonvested restricted stock awards was $ 11.4 million, which will be recognized over a remaining weighted average vesting period of 2.6 years.
+Added: Nonvested restricted stock at March 31, 2022
+Added: As of March 31, 2022 , total unrecognized compensation cost s related to the nonvested restricted stock awards was $ 10.2 million , which will be recognized over a remaining weighted average vesting period of 2.3 years .
Performance-Based Restricted Share Units
−Removed: As of September 30, 2021, the Company had 134,000 performance-based restricted share units outstanding.
+Added: As of March 31, 2022, the Company had 134,000 performance-based restricted share units outstanding.
The vesting of performance-based restricted share units is determined over a three-year period based on (i) the amount by which revenue growth exceeds a defined baseline market growth each year and (ii) the achievement of specified tiers of adjusted EBITDA as a percentage of net revenue each year, with the ability to earn and vest into such units ranging from 0 % to 200 %.
−Removed: Stockholder’s Equity
−Removed: At-the-Market Common Stock Issuance
−Removed: On August 7, 2020, the Company entered into an ATM Equity Offering Sales Agreement (the “Sales Agreement”) with BofA Securities, Inc.
−Removed: (the “Sales Agent”).
−Removed: Pursuant to the terms of the Sales Agreement, the Company may sell from time to time through the Sales Agent shares of the Company’s common stock, par value $ 0.001 per share, having an aggregate offering price of up to $ 30 million.
−Removed: The Company intends to use the net proceeds from the offering, after deducting the Sales Agent’s commissions and the Company’s offering expenses, to support its strategic growth plans, as well as for general corporate purposes.
−Removed: During the year ended December 31, 2020, the Company sold a total of 237,813 shares of its common stock under the Sales Agreement in the open market at an average gross selling price of $ 18.39 per share for net proceeds of $ 4.4 million.
−Removed: During the nine months ended September 30, 2021, the Company had no sales of its common stock under the Sales Agreement.
−Removed: Net Income Per Share
+Added: Net Income (Loss) Per Share
The following table sets forth the computation of basic and diluted net income per share of common stock attributable to common stockholders:
Three Months Ended
−Removed: Nine Months Ended
−Removed: September 30,
−Removed: September 30,
(in thousands, except per-share data)
+Added: Net income (loss)
Weighted average common shares outstanding — Basic
4 unchanged sentences
Weighted average common shares outstanding — Diluted
−Removed: Net income per share:
+Added: Net income (loss) per share:
Incremental shares from stock options and restricted stock awards are computed using the treasury stock method.
2 unchanged sentences
Three Months Ended
−Removed: Nine Months Ended
−Removed: September 30,
−Removed: September 30,
(in thousands)
4 unchanged sentences
Three Months Ended
−Removed: Nine Months Ended
−Removed: September 30,
−Removed: September 30,
(in thousands)
North America
−Removed: United Kingdom
+Added: Europe and Middle East
Total net revenues
29 unchanged sentences
Plaintiff has filed a notice of their intent to appeal the judgment.
−Removed: Defendants have pending motions to obtain their costs and fees in successfully defending against the claims, which will be heard in November 2021.
−Removed: Commercial Dispute :
−Removed: On July 20, 2016, BigBen Interactive S.A.
−Removed: (“BigBen”) filed a statement of claim against VTB before the Regional Court of Berlin, Germany.
−Removed: The statement of claim alleged that VTB’s termination of a distribution agreement by and between BigBen and VTB breached the terms thereof and was invalid, and that BigBen was entitled to damages as a result.
−Removed: On September 30, 2020, the Company and BigBen mutually agreed to resolve this claim.
+Added: Defendants have pending motions to obtain their costs and fees in successfully defending against the claims, which were heard in December 2021.
Employment Litigation:
7 unchanged sentences
Judgment was entered in favor of the Company on October 27, 2021.
−Removed: Settlement of Disputes :
−Removed: On May 5, 2020, Jöllenbeck GmbH and First Wise Media GmbH, two of our distributors and affiliates of the sellers of the ROCCAT business, filed for insolvency in Germany.
−Removed: On June 30, 2020, the Company entered into a Settlement Agreement with those companies and the sellers of the ROCCAT business pursuant to which, among other things, the Company received a payment for certain outstanding claims and accounts receivable.
−Removed: On July 1, 2020, the insolvency proceedings for the two companies formally commenced.
−Removed: The Company has filed a claim in those proceedings for approximately € 130,000 with respect to the remaining outstanding accounts receivable.
+Added: On December 20, 2021, the former employee filed a notice of appeal of the judgment.
Intellectual Property Dispute:
3 unchanged sentences
On March 31, 2021, ABP filed an application for summary judgement.
−Removed: If the application is unsuccessful, the next stage in the proceedings will be a Case Management Conference (date to be set) at which the Court will give directions for each stage to trial.
−Removed: The trial is expected to be set for late-2022.
+Added: The summary judgment application was heard by the Court in November 2021 and was dismissed.
+Added: The next stage in the main proceedings will be a Case Management Conference on June 13, 2022 at which the Court will give directions for each stage to trial.
+Added: The trial is expected to be set for late 2022/early 2023.
The Company will continue to vigorously defend itself in the foregoing unresolved matters.
1 unchanged sentence
Accordingly, the Company cannot predict the outcome of these matters.
−Removed: The Company has not recorded any accrual at September 30, 2021 for contingent losses associated with these matters based on its belief that losses, while possible, are not probable.
+Added: The Company has not recorded any accrual at March 31, 2022 for contingent losses associated with these matters based on its belief that losses, while possible, are not probable.
Further, any possible range of loss cannot be reasonably estimated at this time.
6 unchanged sentences
Three Months Ended
−Removed: Nine Months Ended
−Removed: September 30,
−Removed: September 30,
(in thousands)
9 unchanged sentences
Balance Sheet Classification
−Removed: September 30, 2021
+Added: March 31, 2022
(in thousands)
7 unchanged sentences
Weighted-average discount rate
−Removed: During the nine months ended September 30, 2021, the Company recognized approximately $ 1.1 million of lease costs in operating expenses and approximately $ 0.9 million of operating cash flows from operating leases.
−Removed: Approximate future minimum lease payments for the Company’s right of use assets over the remaining lease periods as of September 30, 2021, are as follows:
+Added: During the three months ended March 31, 2022, the Company recognized approximately $ 0.4 million of lease costs in operating expenses and approximately $ 0.2 million of operating cash flows from operating leases.
+Added: Approximate future minimum lease payments for the Company’s right of use assets over the remaining lease periods as of March 31, 2022, are as follows:
(in thousands)
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.