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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K/A
(AMENDMENT NO. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of earliest event reported): September 1, 2005
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InterDigital Communications Corporation
(Exact name of registrant as specified in its charter)
Pennsylvania 1-11152 23-1882087
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
781 Third Avenue, King of Prussia, PA 19406-1409
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: 610-878-7800
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))
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Explanatory Note
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We are filing this Amendment No. 1 to our Current Report on Form 8-K
originally filed with the Securities and Exchange Commission on September 8,
2005, to amend the Item Number from Item 1.01 to Item 8.01 and certain portions
of the original text of the Form 8-K. There have been no changes to the patent
license agreement referred to below.
Item 8.01. Other Events.
On September 1, 2005, InterDigital Communications Corporation's patent
holding subsidiaries (collectively, "InterDigital") entered into a worldwide,
non-transferable, non-exclusive, patent license agreement with Kyocera Wireless
Corp., and its parent corporation, Kyocera Corporation, (collectively,
"Kyocera"). The five-year 3G patent license agreement covers the sale of
terminal units compliant with cdma2000(R) technology and its extensions
commencing July 1, 2004. InterDigital Technology Corporation, a wholly-owned
subsidiary of InterDigital Communications Corporation, and Kyocera Corporation
are also parties to a TDMA-technology patent license agreement, which remains in
place.
Under the terms of the new patent license agreement and subject to a
Kyocera option to convert the license to a royalty-bearing basis, Kyocera is
obligated to pay InterDigital a license fee of $50 million, which covers
licensed product sales up to a specified threshold dollar amount. The $50
million fee is payable in four installments, including an initial payment of $20
million which we received in third quarter 2005. Subject to Kyocera's right to
exercise its option, Kyocera is obligated to pay three additional $10 million
installments due no later than the third quarters of 2006, 2007, and 2008,
respectively.
cdma2000(R) is a registered trademark of the Telecommunications Industry
Association (TIA-USA).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
INTERDIGITAL COMMUNICATIONS CORPORATION
By: /s/ Lawrence F. Shay
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Lawrence F. Shay
General Counsel
Dated: March 10, 2006
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