Replies to post #22584 on InterDigital Inc (IDCC)

[Dishfan]

wireless_wazoo, I think I understand now

I see no reason for management to "grant" the new options before the ASM - because they still have about 5,000,000 shares available from the existing plan.

Besides, if managment pulled that kind of trick - I would be outta here in a heartbeat - and so would most of the institutional owners.

Also, any active effort to manipulate the PPS would violate SEC rules.

Don't you find it interesting (reassuring) the InterDig's Executive Officers received no new options in 2002 (except for 2,250 to Briancon for a patent). Doesn't this seem to indicate that senior management doesn't intend to abuse the proposed 5,000,000 new options? After all, 2002 and 2003 appear to be Interdig's breakout years - if management was as greedy and self-serving as some think - wouldn't they have been keen on getting cheap options in 2002?

[F6]

the "date of grant" of an option is the date on which that option is granted to an employee or director of IDCC

[Learning2vest]

wireless, thought that might be what you were asking about(and it made me wonder if you have some June calls like I do! with expirations a few weeks after the ASM those sure seemed like a good bet when we got the Ericsson settlement news back in March. doing fine so far, but sure would like to see Nokia square up before the ASM).

My guess is that shareholder proposals on the proxy are not effective until the election is certified and made official at the ASM, but let's wait for an answer from somebody who knows the facts. I had another thought about those additional ISO shares. Looking at Ronny's tally on the disposition of IDCC's currently approved share authorization(post 22363), the total allocation looks to be at something like 77.6 million if the extra 5 million being proposed gets approved(jump ball there IMO). Hmmmmm..... if the total authorized is 100 million, that would only leave 22.4 million for other possible placements.

Wonder if any of those shares are being considered for use in an acquistion? Nah, better to use cash for that since InterDigital will have plenty of it(IMO). So, what about the possibility that somebody like Nokia and/or Samsung, Ericsson, Seimens, NEC, whoever, wanted to include an equity partnership in their long term relationship with InterDigital? Not many 5% equity partnerships available with "only" 22.4 million shares still available. Maybe the bidding for something like that is going pretty strong behind the scenes right now, and that is why we see the proposal for an additional 5 million ISO shares on the proxy, i.e., "reserve them now before we sell out".

No question in my mind that all 100 million authorized are going to get issued and sold to somebody at some price at some time, and they have to look pretty good to a lot of folks these days. The interesting question is if one of us was on the InterDigital BOD and were asked what we wanted to do with those remaining "authorized but not issued" shares, what would we say?

Seems like some would say "never issue any more shares because it will dilute the current ownership interest", and others would say "do what you want with them as long as we don't give any more to Harry, Howard, or Ripper T."(LOL!), but I'm sure there are other opinions as well. My favorite would be to see some equity partnerships with industry leaders, especially if those partnerships include seating a well qualified additional board member(i.e., Nokia buying something like 5%, or 5 million IDCC shares at maybe $25 and seating a senior executive on the InterDigital Board of Directors).

[Corp_Buyer]

3G Deals Will WAIT Until ...

... After this ASM and management has granted themselves many more incentive options including the 5M new ISO share increase they hope will be approved at the 2003 ASM.

I predict that management will release just enough good news before the ASM to encourage passage of the 5M new shares (Prop #2). If it passes, then there will be another confusing group insider sale of stock to stop the rally. Then, there will be a flurry of option grants to issue many of the 5.6M currently remaining options plus most of the 5M new options. Then and only then will management finally let loose with long overdue company PR, complete pending 3G contracts, and finally drive the price per share.

Of course management will certainly do all these good things anyway especially if Prop #2 is defeated (as it should be), but shareholders will be far better off if Prop #2 is defeated.

This management behavior is legal, is predictable, and is natural given the actions of shareholders in the past to encourage it, specifically by approving a 2M share ISO increase JUST LAST YEAR in 2002. If you recall, there was some modest good news just before that ASM, resulting in a good mood among shareholders and UNFORTUNATELY passage of the 2M ISO share increase.

Right after the ASM there were confusing insider stock sales. So, if you were wondering "where are the 3G deals, where is the company PR, why is it taking so long for management to drive the stock price, why do insiders sell stock on every rally, why is it taking so long for this company to break out?", just look at the pattern of prior investor votes and management behavior over the past few years. All IMO.

Vote NO on Proposition 2,
Corp_Buyer