-----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, CD8OH3TKXv6c5NqBMmvj7FB8beOzdj7NM2dfVLe6mIbadZ1ejMy5AkY5tox7odtL 4C2TepUrRxxZbv9GyNGDXg== 0000950116-01-000348.txt : 20010307 0000950116-01-000348.hdr.sgml : 20010307 ACCESSION NUMBER: 0000950116-01-000348 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010228 ITEM INFORMATION: FILED AS OF DATE: 20010228 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERDIGITAL COMMUNICATIONS CORP CENTRAL INDEX KEY: 0000354913 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] IRS NUMBER: 231882087 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-11152 FILM NUMBER: 1557863 BUSINESS ADDRESS: STREET 1: 781 THIRD AVE CITY: KING OF PRUSSIA STATE: PA ZIP: 19406-1409 BUSINESS PHONE: 6102787800 MAIL ADDRESS: STREET 1: 781 THIRD AVE STREET 2: 2200 RENAISANCE BLVD STE 105 CITY: KING OF PRUSSIA STATE: PA ZIP: 19406-1409 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL MOBILE MACHINES CORP DATE OF NAME CHANGE: 19920703 8-K 1 0001.txt FORM 8-K 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 28, 2001 INTERDIGITAL COMMUNICATIONS CORPORATION --------------------------------------- (Exact name of registrant 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. ------------ In the second quarter of 2000, we modified our revenue recognition policy in response to Staff Accounting Bulletin (SAB) No. 101, "Revenue Recognition in Financial Statements" that was issued by the Securities and Exchange Commission (SEC) in December 1999. SAB No. 101 expresses the views of the SEC Staff in applying generally accepted accounting principles to certain transactions, including licensing agreements with non-refundable, up-front payments. Historically, we have recorded such fees as revenue upon the signing of the applicable license agreement because we had delivered the license and had no remaining obligations. Following SAB No. 101 guidance, we reflected in our results for the six months ended June 30, 2000, a net after-tax cumulative effect of change in accounting principle of $30.5 million to defer the net portion of upfront royalty payments that represented amounts which had not been exhausted through product sales by licensees as of January 1, 2000. We then recognize revenue related to these amounts as licensee product sales occur. Since the second quarter of 2000, there have been refinements and clarifications of interpretations by the SEC and the accounting profession regarding payments related to SAB No. 101. As a result of these refinements and clarifications, we revised our cumulative effect of change in accounting policy adjustment in the fourth quarter ended December 31, 2000 by $23.4 million, bringing the total full year SAB No. 101 adjustment to $53.9 million. The additional adjustment was to defer revenue as of January 1, 2000 related to fully paid-up licenses in which the licensee makes a single payment for a perpetual patent license. Such payments are now being recognized as revenue over a period of years, based on the life of the products and patents licensed. Based on the overall SAB No. 101 accounting changes, we recognized during the year ended December 31, 2000 approximately $12.5 million and $10.4 million of revenue and earnings, respectively, related to amortization of SAB No. 101 deferred revenue. [Remainder of page intentionally left blank.] The following table reconciles our previously reported quarterly results of operations for the impact of the SAB No. 101 adjustments:
(In thousands, except per share figures, unaudited.) Quarter Ended Quarter Ended Quarter Ended March 31, 2000 June 30, 2000 (1) September 30, 2000 (1) ---------------------------------------------------------------- Revenues: As reported on Form 10Q $ 12,206 $ 11,632 $ 11,486 Impact of the Initial SAB 101 adjustment 1,638 -- -- Impact of fourth quarter SAB No. 101 revision 1,357 1,356 1,357 ----------------------------------------------------------- Adjusted report $ 15,201 $ 12,988 $ 12,843 ----------------------------------------------------------- Net Income (loss) applicable to common shareholders before cumulative effect of change in accounting principle: As reported on Form 10Q $ 417 $ (1,104) $ 60 Impact of the Initial SAB 101 adjustment 1,348 -- -- Impact of fourth quarter SAB No. 101 revision 1,137 1,138 1,139 ----------------------------------------------------------- Adjusted report $ 2,902 $ 34 $ 1,199 ----------------------------------------------------------- Earnings (loss) per share before cumulative effect of cumulative effect of change in accounting principle - diluted: As reported on Form 10Q $ 0.01 $ (0.02) $ -- Impact of the Initial SAB 101 adjustment 0.02 -- -- Impact of fourth quarter SAB No. 101 revision 0.03 0.02 0.02 ----------------------------------------------------------- Adjusted report $ 0.05 $ -- $ 0.02 -----------------------------------------------------------
(1) Results of operation in Form 10-Q for the quarters ended June 30, 2000 and September 30, 2000 reflect the Impact of the Initial SAB No. 101 adjustment, which resulted in additional revenue and operating income of $1.6 million and $1.3 million, respectively, in the quarter ended June 30, 2000 and additional revenue and operating income of $2.5 million and $2.0 million, respectively, in the quarter ended September 30, 2000. 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 28, 2001 By: /s/ Howard E. Goldberg ------------------------------- Howard E. Goldberg Chief Executive Officer -----END PRIVACY-ENHANCED MESSAGE-----