Item 8.01. Other Events.
On January 23, 2023, InterDigital, Inc. (the "Company") issued a press release
announcing that it has commenced a modified "Dutch auction" tender offer (the
"Tender Offer") to purchase for cash up to $200 million of its common stock, par
value $0.01 per share (the "Common Stock") at a price per share not less than
$60.00 and not greater than $69.00 less any applicable withholding taxes and
without interest, using available cash on hand. The Tender Offer will expire at
11:59 p.m., New York City time, on February 17, 2023, unless extended or
terminated. A copy of the press release is attached as Exhibit 99.1 hereto and
is incorporated herein by reference.
The information in this report and the exhibit hereto describing the Tender
Offer is for informational purposes only and does not constitute an offer to buy
or the solicitation of an offer to sell shares of Common Stock in the Tender
Offer. The Tender Offer is being made only pursuant to the offer to purchase and
the related materials that the Company is filing with the U.S. Securities and
Exchange Commission (the "SEC"), and will distribute to its stockholders, as
they may be amended or supplemented. Stockholders should read such offer to
purchase and related materials carefully and in their entirety because they
contain important information, including the various terms and conditions of the
Tender Offer. Stockholders of the Company may obtain a free copy of the Tender
Offer statement on Schedule TO, the Offer to Purchase and other documents that
the Company is filing with the SEC from the SEC's website at www.sec.gov.
Stockholders also will be able to obtain a copy of these documents, without
charge, from D.F. King & Co. Inc., the information agent for the Tender Offer,
toll free at (800) 549-6864 or Jefferies LLC toll free at (877) 821-7388.
Stockholders are urged to carefully read all of these materials prior to making
any decision with respect to the Tender Offer. Stockholders and investors who
have questions or need assistance may call D.F. King & Co. Inc.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Description
99.1 InterDigital, Inc. press release, dated January 23, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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