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InterDigital Announces Convertibility of 3.50% Senior Convertible Notes Due 2027

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InterDigital, Inc. announces the convertible status of its 3.50% Senior Convertible Notes due 2027, with a conversion rate of 12.9041 shares per $1,000 principal amount. The company will pay cash or shares for any conversion obligation exceeding the principal amount. Call spread transactions aim to reduce the net number of shares issued upon conversion.
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The announcement by InterDigital regarding the convertibility of its Senior Convertible Notes offers a strategic financial maneuver that could influence the company's capital structure. The conversion rate of 12.9041 shares per $1,000 indicates a mechanism for investors to transition from debt holders to equity stakeholders, which could potentially dilute existing shareholders' value if a significant number of notes are converted. The cash payment up to the principal amount ensures debt obligation fulfillment, while the option to pay the excess with cash, stock, or a combination thereof provides InterDigital with flexibility in managing its cash reserves and equity distribution.

The call spread transactions mentioned are a form of financial hedging. By effectively raising the economic conversion price, InterDigital has positioned itself to reduce potential dilution from the conversion of the notes. This indicates a proactive approach to financial management, aiming to balance the interests of both debt and equity holders while controlling the impact on share price. Investors might view this as a positive signal of the company's financial prudence and strategic planning.

InterDigital's decision to allow conversion of its Senior Convertible Notes may reflect broader market conditions and strategic positioning within the technology sector. The conversion option period coincides with a calendar quarter end, which could be timed to align with market expectations and investor sentiment. The technology sector is often subject to rapid changes in valuation due to innovation and market dynamics and the flexible conversion mechanism could be a way for InterDigital to capitalize on favorable market conditions or to provide an exit strategy for investors should the sector face downturns.

Furthermore, the conversion terms and conditions, including the adjusted economic conversion price due to call spread transactions, may influence investor perceptions of risk and return. If the market price of InterDigital’s stock is favorable, the conversion could be seen as an attractive option, potentially increasing demand for the company's stock. On the other hand, if the stock is trading below the conversion price, the notes might be less likely to be converted, which could impact the liquidity and market perception of both the notes and the stock.

From a legal perspective, the adherence to the terms set forth in the Indenture is important for InterDigital's compliance with financial regulations. The company's obligation to fulfill the conversion in accordance with the predetermined terms ensures transparency and fairness for all parties involved. It is important for investors to refer to Footnote 10 of the Financial Statements in InterDigital’s Form 10-K to understand the implications of the call spread transactions and the adjusted economic conversion price. This information is vital for assessing the legal and financial nuances of the conversion option, which could significantly impact the decision-making process for current and potential investors.

Additionally, the company's election to pay the conversion obligation in excess of the principal amount with cash, stock, or a combination of both, while legally permissible, requires careful communication to avoid any misunderstandings or disputes. This flexibility on the part of InterDigital must be exercised in a manner that is consistent with the terms of the Indenture and the expectations set forth to the investors at the time of the notes' issuance.

WILMINGTON, Del., April 04, 2024 (GLOBE NEWSWIRE) -- InterDigital, Inc. (Nasdaq: IDCC), a mobile and video technology research and development company, announced today that, pursuant to the terms of the Indenture governing its 3.50% Senior Convertible Notes due 2027 (the “Notes”), the Notes are convertible during its calendar quarter ending June 30, 2024. The current conversion rate of the Notes is 12.9041 shares of InterDigital’s Common Stock per $1,000 principal amount of the Notes.

Upon the conversion of any Notes, InterDigital will pay cash up to the aggregate principal amount of the Notes to be converted, and will pay cash, shares of its Common Stock or a combination of cash and shares of its Common Stock for any conversion obligation in excess of the aggregate principal amount being converted, if any, at InterDigital’s election, as set forth in the Indenture governing the Notes.

At the time InterDigital issued the Notes, InterDigital entered into call spread transactions that together were designed to have the economic effect of reducing the net number of shares that will be issued in the event of conversion of the Notes by, in effect, increasing the conversion price of the Notes from InterDigital’s economic standpoint from $77.49 to $106.35. Refer to Footnote 10 of the Financial Statements from InterDigital’s Form 10-K for the year ended December 31, 2023 for more information.

About InterDigital

InterDigital is a global research and development company focused primarily on wireless, video, artificial intelligence (“AI”), and related technologies. We design and develop foundational technologies that enable connected, immersive experiences in a broad range of communications and entertainment products and services. We license our innovations worldwide to companies providing such products and services, including makers of wireless communications devices, consumer electronics, IoT devices, cars and other motor vehicles, and providers of cloud-based services such as video streaming. As a leader in wireless technology, our engineers have designed and developed a wide range of innovations that are used in wireless products and networks, from the earliest digital cellular systems to 5G and today’s most advanced Wi-Fi technologies. We are also a leader in video processing and video encoding/decoding technology, with a significant AI research effort that intersects with both wireless and video technologies. Founded in 1972, InterDigital is listed on Nasdaq.

InterDigital is a registered trademark of InterDigital, Inc.

For more information, visit: www.interdigital.com.

CONTACT:InterDigital, Inc.
 Email: investor.relations@interdigital.com
  +1 (302) 300-1857


FAQ

What is the current conversion rate of InterDigital's 3.50% Senior Convertible Notes due 2027?

The current conversion rate is 12.9041 shares of InterDigital's Common Stock per $1,000 principal amount of the Notes.

How will InterDigital pay for any conversion obligation exceeding the aggregate principal amount of the Notes?

InterDigital will pay cash, shares of its Common Stock, or a combination of both for any conversion obligation in excess of the aggregate principal amount being converted.

What was the conversion price of the Notes from InterDigital's economic standpoint after the call spread transactions?

The conversion price of the Notes from InterDigital's economic standpoint increased from $77.49 to $106.35 due to the call spread transactions.

Where can more information about the call spread transactions be found?

Refer to Footnote 10 of the Financial Statements from InterDigital's Form 10-K for the year ended December 31, 2023 for more information.

InterDigital, Inc.

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interdigital develops fundamental wireless technologies that are at the core of mobile devices, networks, and services worldwide. advanced solutions from interdigital support the development of more efficient wireless networks, a richer multimedia experience, and new mobile broadband capabilities for billions of consumers globally. interdigital is addressing the wireless bandwidth crunch and network optimization by focusing on three comprehensive areas of bandwidth innovations: spectrum optimization, cross-network connectivity and mobility, and intelligent data delivery techniques. interdigital invites market participants in the wireless eco-system to collaborate on integrating its advanced enabling technologies into products and services for field testing and commercial deployment.