-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UqK0tiHgdL0X2BDgCj7HoyXDhX0EBdapzk1TE/fxKzUA45F7GnrcKEga4pWAcEM0 E0hFbW1uTcab1n7RNUdK1Q== 0000950115-96-000112.txt : 19960213 0000950115-96-000112.hdr.sgml : 19960213 ACCESSION NUMBER: 0000950115-96-000112 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960209 ITEM INFORMATION: Other events FILED AS OF DATE: 19960212 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERDIGITAL COMMUNICATIONS CORP CENTRAL INDEX KEY: 0000354913 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 231882087 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11152 FILM NUMBER: 96515295 BUSINESS ADDRESS: STREET 1: 2200 RENAISSANCE BLVD STE 105 CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 BUSINESS PHONE: 6102787800 MAIL ADDRESS: STREET 2: 2200 RENAISANCE BLVD STE 105 CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL MOBILE MACHINES CORP DATE OF NAME CHANGE: 19920703 8-K 1 CURRENT REPORT 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 Date of Report (Date of earliest event reported): February 9, 1996 INTERDIGITAL COMMUNICATIONS CORPORATION --------------------------------------- (Exact name of issuer as specified in charter) PENNSYLVANIA 1-11152 23-1882087 ------------ ------- ---------- (State or Other Jurisdiction of (Commission (I.R.S. Employer Incorporation or Organization) file number) Identification Number) 781 Third Avenue, King of Prussia, Pennsylvania 19406-1409 ---------------------------------------------------------- (Address of principal executive offices) (610) 878-7800 -------------- (Registrant's telephone number, including area code) Item 5. Other Events InterDigital Communications Corporation and its subsidiary InterDigital Technology Corporation (together referred to as InterDigital(R)) and Siemens AG announced on February 9, 1996 that they have entered into a broad alliance with Samsung Electronics Co., Ltd. InterDigital's UltraPhone(R) digital wireless local loop (WLL) telecommunications products and InterDigital's patents, including its Code Division Multiple Access (CDMA) patents will be licensed to Samsung, together with its proprietary Broadband Code Division Multiple Access(TM) (B-CDMA(TM)) air interface technology. Samsung has agreed to make a financial contribution to InterDigtal in excess of $35 million (of which approximately one-half constitutes royalty prepayments), which after application of certain Korean taxes and transaction costs is expected to result in a net amount of approximately $28 million. Payment and final transaction effectiveness are subject to receipt of Korean regulatory approval, which is anticipated to take approximately forty-five days. Approximately 60% of the total amount is due to be paid upon regulatory approval, with the remaining portion paid on or before June 15, 1996. Samsung will also provide 35 engineering man-years to the alliance for the development of B-CDMA technology. Samsung will participate, together with InterDigital and Siemens AG, in the development of B-CDMA technology and digital wireless access products. An initial objective is to create a B-CDMA based WLL product. The eventual objective is to establish B-CDMA technology as a worldwide standard for Personal Communications Services (PCS). InterDigital defines "True PCS(TM)" to provide bandwidth on demand: from ISDN to multi-media, including high-speed data, high fidelity audio and video. Under a combined B-CDMA patent, know-how and trademark license, Samsung will pay InterDigital a running royalty based on a percentage of the selling price of products that incorporate B-CDMA technology sold by Samsung. UltraPhone technology will also be transferred to Samsung, under a royalty-bearing license, enabling it to manufacture and sell privately labeled systems. InterDigital and Samsung anticipate that with Samsung's expertise in low cost, high quality manufacturing it may become a significant UltraPhone supplier to InterDigital, allowing InterDigital to increase gross profit margins on its own products and sales. Payments by Samsung under other patent licenses were concluded at market rates and on terms and conditions similar to licenses entered into by InterDigital with other companies. InterDigital and Siemens have amended their agreements of December 16, 1994 to include Samsung in the B-CDMA development program and to facilitate the broad technology sharing and close working relationship anticipated by these recent agreements. SIGNATURE --------- 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. INTERDIGITAL COMMUNICATIONS CORPORATION Date: February 12, 1996 By:/s/ Howard E. Goldberg -------------------------------- Howard E. Goldberg Executive Vice President, Secretary and General Counsel -----END PRIVACY-ENHANCED MESSAGE-----