InterDigital Inc (IDCC)

[olddog967]

In regard to the 175% bonus payment under the LTCP second cycle what really is needed is more information on what the goals are and how they are measured. From statements made it appears that the 175% bonus was paid on the basis of signing LG and Samsung to PLAs. According to the following information from the 2007 Proxy statement, one of the goals for the second cycle was " to achieve patent licensing/technology solution revenue coverage of 60% of the 3G market on terms consistent with our strategic plan," . Based on all the presentations and statements that have been made, even with Samsung, iIDCC has only achieved a 50% coverage of the 3G market. So rather than exceeding the goal, it appears that the goal was not even met. The Compensation Committee can take other factors into consideration when making an award, but if the LTCP is to have any validity these factors should be disclosed rather than just saying well done for signing LG and Samsung. JMHO


"The second cycle, which originally covered the period January 1, 2005 to January 1, 2008, was revised by the Compensation Committee in June 2005 to cover a three and one-half year period beginning July 1, 2005 and ending December 31, 2008 (Cycle 2). Subsequent cycles are intended to be overlapping three-year cycles, beginning on January 1, 2008 and recurring every other year thereafter. For Cycle 2, the percentages of base salary on which the LTIP award is based for Messrs. Merritt, Bernstein, Fagan, Lemmo, and Shay are 120%, 80%, 90%, 90%, and 80%, respectively. For the next LTIP cycle, target awards will be adjusted to conform to the current RSU targets as a percentage of base salary, as discussed above. The objectives of the goals established for the Cycle 2 cash award are to drive the Company’s strategic plan and complement the Company’s Annual Employee Bonus Plan goals. The goals associated with Cycle 2 are: (i) to achieve patent licensing/technology solution revenue coverage of 60% of the 3G market on terms consistent with our strategic plan, (ii) generate specified free cash flow over the period, and (iii) expand business beyond 3G baseband through execution of additional agreements. The LTIP goals are generally structured to challenge management to achieve results but with a view to achieving results which collectively yield a payout, if a payout is made at all, at or about one hundred percent of target although there tends to be less certainty associated with goals associated with the execution of the patent license and technology agreements within the performance period on terms consistent with the Company’s strategic plan. As discussed above, the payout may exceed or be less than the targeted percentage of base salary, or no payout may be made at all, all of which depends on the Company’s ability to meet the minimum performance goals for the cycle."


http://www.sec.gov/Archives/edgar/data/354913/000119312507096281/ddef14a.htm