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Form 8-K InterDigital, Inc. For: Feb 19

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February 19, 2015 8:30 AM EST


 
 
 
 
 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 19, 2015
______________

InterDigital, Inc.
(Exact name of registrant as specified in charter)


Pennsylvania
1-33579
23-1882087
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

200 Bellevue Parkway, Suite 300, Wilmington, Delaware
19809-3727
(Address of Principal Executive Offices)
(Zip Code)


Registrant's telephone number, including area code: 302-281-3600

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

£ 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))

 
 
 
 
 





Item 2.02.
Results of Operations and Financial Condition.

On February 19, 2015, InterDigital, Inc. issued a press release announcing its results of operations and financial condition for the fiscal quarter and year ended December 31, 2014. A copy of the press release is attached hereto as Exhibit 99.1.

InterDigital, Inc. does not intend for this Item 2.02 or Exhibit 99.1 to be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or to be incorporated by reference into filings under the Securities Act of 1933, as amended.

Item 9.01.    Financial Statements and Exhibits.

(d)    Exhibits.

99.1

InterDigital, Inc. press release dated February 19, 2015.




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.



                                                                                                  INTERDIGITAL, INC.
 
                                                            By: /s/ Jannie K. Lau
                                                                                                          Jannie K. Lau
Executive Vice President,
General Counsel and Secretary




Dated: February 19, 2015





EXHIBIT INDEX



Exhibit No.                Description

99.1    InterDigital, Inc. press release dated February 19, 2015.





INTERDIGITAL FOURTH QUARTER 2014 FINANCIAL RESULTS DRIVEN BY 38% INCREASE IN RECURRING REVENUE
Full Year 2014 Sees 46% Increase in Recurring Revenue, 173% Increase in Net Income,

WILMINGTON, DE.—February 19, 2015—InterDigital, Inc. (NASDAQ: IDCC), a mobile technology research and development company, today announced results for the fourth quarter and full year ended December 31, 2014.
Fourth Quarter 2014 Financial Highlights
•
Total revenue was $86.1 million, compared to $99.7 million in fourth quarter 2013. Revenue for fourth quarter 2013 included $38.1 million of past sales revenue. Recurring revenue was $85.1 million, consisting of current patent royalties and current technology solutions revenue, representing an increase of 38% compared to $61.6 million in fourth quarter 2013.
•
Fourth quarter 2014 operating expenses were $60.8 million, compared to $61.7 million in fourth quarter 2013. Intellectual property enforcement expenses were $14.5 million, a 22% decrease compared to $18.6 million in fourth quarter 2013.
•
Net income1 was $13.8 million, or $0.36 per diluted share, compared to net income of $14.5 million, or $0.35 per diluted share, in fourth quarter 2013.
•
In fourth quarter 2014, the company generated $43.5 million of free cash flow2 compared to $14.9 million used in fourth quarter 2013. Ending cash and short-term investments totaled $703.9 million. The increase in the company's free cash flow was primarily attributable to the new license agreements entered into during second quarter 2014.
•
During fourth quarter 2014, the company repurchased 1.6 million shares of common stock for $64.6 million. In addition, from January 1, 2015 through February 18, 2015, the company repurchased approximately 48 thousand additional shares at a cost of $2.2 million. Since initiating the $300 million stock repurchase program in June 2014, the company has repurchased a total of 3.6 million shares for $154.8 million
Full Year 2014 Financial Highlights
•
Total revenue was $415.8 million, a 28% increase compared to $325.4 million in 2013. This year-over-year increase in total revenue was primarily attributable to the $88.8 million increase in current patent royalties as a result of new patent license agreements signed in second quarter 2014 and increased shipments by certain of our licensees.
•
Recurring revenue was $288.8 million, representing an increase of 46% compared to $198.3 million in 2013.
•
2014 operating expenses were $246.9 million, compared to $240.6 million in 2013. Intellectual property enforcement expenses were $52.1 million, a 31% decrease compared to $75.0 million in 2013.
•
Net income1 was $104.3 million, or $2.62 per diluted share, compared to net income of $38.2 million, or $0.92 per diluted share, in 2013.
•
In 2014, the company generated $203.0 million of free cash flow2 compared to $179.5 million in 2013.
•
During 2014, the company repurchased 3.6 million shares of common stock for $152.6 million.
“The fourth quarter of 2014 capped a remarkable year that saw dramatic increases in our recurring revenues and net income, cementing our position as a mobile technology leader. We also saw continued research success that positions us strongly in future technologies,” said William J. Merritt, President and CEO of InterDigital. “Our success in driving the top line was matched by our efforts to maintain flat expenses while driving a broader range of




technology research than ever before. Our results for 2014 underscore the strength and scalability of our business model.”
Additional Financial Highlights for Fourth Quarter 2014
•
The slight decrease in fourth quarter 2014 operating expenses compared to fourth quarter 2013 was primarily due to $4.1 million decrease in intellectual property enforcement expenses, driven by lower costs related to the company's USITC proceedings and related actions. This and other decreases were partially offset by a $2.5 million increase in patent amortization primarily related to growth in our patent portfolio, and various other smaller increases.
•
Companies that accounted for ten percent or more of fourth quarter 2014 total revenue were Pegatron Corporation (28%), Samsung Electronics Co., Ltd. (20%) and Sony Corporation of America (12%).
•
The company's fourth quarter effective tax rate was approximately 36 percent as compared to 43 percent during fourth quarter 2013, based on the statutory federal tax rate net of discrete federal and state taxes. The decrease in the effective tax rate between fourth quarter 2014 and fourth quarter 2013 is driven by the impact of lower state tax expenses resulting, in part, from the company's income tax mix between patent licensing royalties and technology solutions revenue.
Additional Financial Highlights for Full Year 2014
•
The increase in 2014 operating expenses compared to 2013 was primarily due to a $13.4 million increase in performance-based incentive compensation and an $8.5 million increase in depreciation and amortization related to growth in our patent portfolio. These and other increases were partially offset by a $22.9 million decrease in intellectual property enforcement expenses, primarily due to lower costs related to the company's USITC proceedings and licensee related actions.
•
Companies that accounted for ten percent or more of 2014 total revenue were Samsung (33%) and Pegatron (18%).
•
The increase in the company’s free cash flow was primarily attributable to cash payments received in 2014 attributable to the new license agreements entered into during second quarter 2014.
•
The company's 2014 effective tax rate was approximately 34 percent as compared to 42 percent during 2013, based on the statutory federal tax rate net of discrete federal and state taxes. The decrease in the effective tax rate between 2014 and 2013 is driven by the impact of lower state tax expenses resulting, in part, from the company's income tax mix between patent licensing royalties and technology solutions revenue. Additionally, net benefits recorded in 2014 attributable to research and development tax credits contributed to the decrease in the effective rate.
Near-Term Outlook
"We expect that sales volumes of our per-unit licensees in fourth quarter 2014 will drive our first quarter 2015 total revenue to a range of between $107 million and $110 million, comprised entirely of recurring revenue," said Richard J. Brezski, Chief Financial Officer. “This expected sequential quarterly increase is based on the same set of licensees and is driven, in part, by second half 2014 product introductions that saw tremendous market success but also introduce a cyclical element to our first quarter guidance. Consistent with our practice, this revenue guidance is based on royalty reports received to date, and does not include the potential impact of any new patent license, technology solutions or patent sale agreements that may be signed, or any arbitration or dispute resolutions that may occur, during the balance of first quarter 2015."

Conference Call Information




InterDigital will host a conference call on Thursday, February 19, 2015 at 10:00 a.m. Eastern Time to discuss its fourth quarter 2014 financial performance and other company matters. For a live Internet webcast of the conference call, visit www.interdigital.com and click on the link to the Live Webcast under the Events section on the homepage. The company encourages participants to take advantage of the Internet option.
For telephone access to the conference, call (888) 802-2225 within the United States or (913) 312-1254 from outside the United States. Please call by 9:50 a.m. ET on February 19 and ask the operator for the InterDigital Financial Call.
An Internet replay of the conference call will be available on InterDigital's website in the Investors section. In addition, a telephone replay will be available from 1:00 p.m. ET February 19 through 1:00 p.m. ET February 24. To access the recorded replay, call (888) 203-1112 or (719) 457-0820 and use the replay code 9689685.

About InterDigital®
InterDigital develops wireless technologies that are at the core of mobile devices, networks, and services worldwide. We solve many of the industry's most critical and complex technical challenges, inventing solutions for more efficient broadband networks and a richer multimedia experience years ahead of market deployment. InterDigital has licenses and strategic relationships with many of the world's leading wireless companies. Founded in 1972, InterDigital is listed on NASDAQ and is included in the S&P MidCap 400® index.
InterDigital is a registered trademark of InterDigital, Inc.

For more information, visit the InterDigital website: www.interdigital.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Such statements include information regarding our current beliefs, plans and expectations, including, without limitation, our current expectations with respect to the company's first quarter 2015 revenue. Words such as "believe," “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “forecast,” and variations of any such words or similar expressions are intended to identify such forward-looking statements.
Forward-looking statements are subject to risks and uncertainties. Actual outcomes could differ materially from those expressed in or anticipated by such forward-looking statements due to a variety of factors, including, without limitation, those identified in this press release, as well as the following: (i) unanticipated delays, difficulties or acceleration in the execution of patent license agreements; (ii) our ability to leverage our strategic relationships and secure new patent license agreements on acceptable terms; (iii) our ability to enter into sales and/or licensing partnering arrangements for certain of our patent assets; (iv) our ability to enter into partnerships with leading inventors and research organizations and identify and acquire technology and patent portfolios that align with InterDigital’s roadmap; (v) our ability to commercialize the company’s technologies and enter into customer agreements; (vi) the failure of the markets for the company’s current or new technologies to materialize to the extent or at the rate that we expect; (vii) unexpected delays or difficulties related to the development of the company’s technologies; (viii) changes in the market share and sales performance of our primary licensees, delays in product shipments of our licensees, delays in the timely receipt and final reviews of quarterly royalty reports from our licensees, delays in payments from our licensees and related matters; (ix) amounts of royalties payable following routine audits, if any, and the timely receipt of such amounts during first quarter 2015; (x) the resolution of current legal proceedings, including any awards or judgments relating to such proceedings, additional legal proceedings, changes in the schedules or costs associated with legal proceedings or adverse rulings in such legal proceedings; (xi) changes or inaccuracies in market projections; and (xii) changes in the company’s business strategy.
We undertake no duty to update publicly any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by applicable law, regulation or other competent legal authority.

Footnotes




1    Throughout this press release, net income (loss) and diluted earnings per share are attributable to InterDigital, Inc. (e.g., after adjustments for noncontrolling interests), unless otherwise stated.
2    Free cash flow is a supplemental non-GAAP financial measure that InterDigital believes is helpful in evaluating the company's ability to invest in its business, make strategic acquisitions and fund share repurchases, among other things. A limitation of the utility of free cash flow as a measure of financial performance is that it does not represent the total increase or decrease in the company's cash balance for the period. InterDigital defines “free cash flow” as net cash provided by operating activities less purchases of property and equipment, technology licenses and investments in patents. InterDigital's computation of free cash flow might not be comparable to free cash flow reported by other companies. The presentation of this financial information, which is not prepared under any comprehensive set of accounting rules or principles, is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with generally accepted accounting principles (“GAAP”). A detailed reconciliation of free cash flow to net cash provided by operating activities, the most directly comparable GAAP financial measure, is provided at the end of this press release.






SUMMARY CONSOLIDATED STATEMENTS OF OPERATIONS
(dollars in thousands except per share data)
(unaudited)




 
For the Three Months Ended December 31,
 
For the Year Ended December 31,
 
2014
 
2013
 
2014
 
2013
REVENUES:
 
 
 
 
 
 
 
Per-unit royalty revenue
$
49,220

 
$
40,994

 
$
157,250

 
$
122,709

Fixed fee amortized royalty revenue
33,358

 
16,917

 
121,903

 
67,658

Current patent royalties
82,578

 
57,911

 
279,153

 
190,367

Past patent royalties
1,050

 
36,388

 
124,236

 
73,808

Total patent licensing royalties
83,628

 
94,299

 
403,389

 
264,175

Patent sales
—

 
—

 
1,999

 
—

Current technology solutions revenue
2,493

 
3,719

 
9,633

 
7,960

Past technology solutions revenue
—

 
1,665

 
800

 
53,226

 
$
86,121

 
$
99,683

 
$
415,821

 
$
325,361

 
 
 
 
 
 
 
 
OPERATING EXPENSES:
 
 
 

 
 
 
 
Patent administration and licensing
34,919

 
36,212

 
133,808

 
143,037

Development
17,440

 
18,491

 
75,300

 
64,729

Selling, general and administrative
8,474

 
7,000

 
37,753

 
31,295

Repositioning
—

 
—

 
—

 
1,544

 
60,833

 
61,703

 
246,861

 
240,605

 
 
 
 
 
 
 
 
Income from operations
25,288

 
37,980

 
168,960

 
84,756

 
 
 
 
 
 
 
 
OTHER EXPENSE (NET)
(4,699
)
 
(13,706
)
 
(15,432
)
 
(23,237
)
Income before income taxes
20,589

 
24,274

 
153,528

 
61,519

INCOME TAX PROVISION
(7,361
)
 
(10,404
)
 
(52,108
)
 
(25,836
)
NET INCOME
$
13,228

 
$
13,870

 
$
101,420

 
$
35,683

Net loss attributable to noncontrolling interest
(562
)
 
(666
)
 
(2,922
)
 
(2,482
)
NET INCOME ATTRIBUTABLE TO INTERDIGITAL, INC.
$
13,790

 
$
14,536

 
$
104,342

 
$
38,165

NET INCOME PER COMMON SHARE — BASIC
$
0.37

 
$
0.35

 
$
2.65

 
$
0.93

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING — BASIC
37,207

 
40,977

 
39,420

 
41,115

NET INCOME PER COMMON SHARE — DILUTED
$
0.36

 
$
0.35

 
$
2.62

 
$
0.92

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING — DILUTED
37,873

 
41,298

 
39,879

 
41,424

CASH DIVIDENDS DECLARED PER COMMON SHARE
$
0.20

 
$
0.10

 
$
0.70

 
$
0.40



Note: Certain reclassifications have been made to prior period amounts to conform to the current period presentation.




SUMMARY CONSOLIDATED CASH FLOWS
(dollars in thousands)
(unaudited)
 
For the Three Months Ended December 31,
 
For the Year Ended December 31,
 
2014
 
2013
 
2014
 
2013
Income before income taxes
$
20,589

 
$
24,274

 
$
153,528

 
$
61,519

Taxes paid
(28,836
)
 
(21,625
)
 
(114,876
)
 
(24,961
)
Non-cash expenses
19,779

 
30,982

 
72,324

 
80,771

Increase in deferred revenue
2,013

 
22,654

 
272,885

 
209,930

Deferred revenue recognized
(43,989
)
 
(38,827
)
 
(163,139
)
 
(174,014
)
Increase (decrease) in operating working capital, deferred charges and other
86,428

 
(18,003
)
 
21,291

 
64,930

Capital spending and capitalized patent costs
(12,506
)
 
(14,379
)
 
(39,027
)
 
(38,648
)
FREE CASH FLOW
43,478

 
(14,924
)
 
202,986

 
179,527

 
 
 
 
 
 
 
 
Tax benefit from share-based compensation
(1,218
)
 
52

 
—

 
815

Acquisition of patents
—

 
(12,000
)
 
(26,300
)
 
(25,013
)
Long-term investments
—

 
445

 
—

 
—

Proceeds from noncontrolling interests
1,276

 
1,276

 
5,101

 
7,652

Dividends paid
(7,609
)
 
(4,121
)
 
(23,729
)
 
(12,354
)
Share repurchases
(64,603
)
 
(29,134
)
 
(152,625
)
 
(29,134
)
Net proceeds from exercise of stock options
33

 
298

 
402

 
1,032

Unrealized loss on short-term investments
(121
)
 
(283
)
 
(358
)
 
(1,353
)
NET INCREASE (DECREASE) IN CASH AND SHORT-TERM INVESTMENTS
$
(28,764
)
 
$
(58,391
)
 
$
5,477

 
$
121,172

 
 
 
 
 
 
 
 





CONDENSED CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
(unaudited)
 
DECEMBER 31, 2014
 
DECEMBER 31, 2013
ASSETS
 

 
 

Cash & short-term investments
$
703,928

 
$
698,451

Accounts receivable (net)
51,702

 
92,830

Current deferred tax assets
54,019

 
26,197

Other current assets
33,530

 
40,036

Property & equipment and patents (net)
278,086

 
215,906

Other long-term assets (net)
73,326

 
39,763

TOTAL ASSETS
$
1,194,591

 
$
1,113,183

 
 
 
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
 
Accounts payable, accrued liabilities, taxes payable & dividends payable
$
80,474

 
$
66,262

Current deferred revenue
124,695

 
60,176

Long-term deferred revenue
293,342

 
243,864

Long-term debt & other long-term liabilities
220,403

 
209,061

TOTAL LIABILITIES
718,914

 
579,363

TOTAL INTERDIGITAL, INC. SHAREHOLDERS' EQUITY
468,328

 
528,650

Noncontrolling interest
7,349

 
5,170

TOTAL EQUITY
475,677

 
533,820

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
$
1,194,591

 
$
1,113,183






RECONCILIATION OF FREE CASH FLOW TO NET CASH
PROVIDED BY OPERATING ACTIVITIES

In the summary consolidated cash flows and throughout this release, the company refers to free cash flow. The table below presents a reconciliation of this non-GAAP financial measure to net cash provided by operating activities, the most directly comparable GAAP financial measure.

 
 
 
 
 
 
 
 
 
 
 
For the Three Months Ended December 31,
 
For the Year Ended December 31,
 
 
2014
 
2013
 
2014
 
2013
Net cash provided (used) by operating activities
 
$
55,984

 
$
(545
)
 
$
242,013

 
$
218,175

Purchases of property, equipment, & technology licenses
 
(3,899
)
 
(1,859
)
 
(7,095
)
 
(4,591
)
Capitalized patent costs
 
(8,607
)
 
(12,520
)
 
(31,932
)
 
(34,057
)
Free cash flow
 
$
43,478

 
$
(14,924
)
 
$
202,986

 
$
179,527






CONTACT:
InterDigital, Inc.:
 
Patrick Van de Wille
 
 
 +1 (858) 210-4814




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