e11vk
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK
PURCHASE, SAVINGS AND SIMILAR PLANS
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2010
OR
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For
the transition period from
to
Commission File Number 001-33579
A. Full title of the plan and the address of the plan, if different from that of the issuer named
below:
INTERDIGITAL
SAVINGS AND PROTECTION PLAN
B. Name of issuer of the securities held pursuant to the plan and the address of its principal
executive office:
INTERDIGITAL, INC.
781 Third Avenue, King of Prussia, Pennsylvania 19406-1409
INTERDIGITAL
SAVINGS AND PROTECTION PLAN
C O N T E N T S
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Financial Statements: |
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2 |
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3 |
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4 - 12 |
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Additional Information: |
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13 |
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Other supplemental schedules required by Section 2520.103-10 of the Department of Labor Rules and
Regulations for Reporting and Disclosure under the Employment Retirement Income Security Act of
1974, as amended, have been omitted because they are not applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors
InterDigital, Inc.
Savings and Protection Plan
King of Prussia, Pennsylvania
We have audited the accompanying statements of net assets available for benefits of the
InterDigital Savings and Protection Plan (the Plan) as of December 31, 2010 and 2009, and the
related statements of changes in net assets available for benefits for the years then ended. These
financial statements are the responsibility of the Plans management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material misstatement. The
Plan is not required to have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audit included consideration of internal control over financial reporting
as a basis for designing audit procedures that are appropriate in the circumstances, but not for
the purpose of expressing an opinion on the effectiveness of the Plans internal control over
financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31, 2010 and 2009, and
changes in its net assets available for benefits for the years then ended, in conformity with
accounting principles generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the basic financial statements
taken as a whole. The supplemental schedule of assets held at end of year at December 31, 2010 is
presented for the purpose of additional analysis and is not a required part of the basic financial
statements but is supplementary information required by the Department of Labors Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974,
as amended. This supplemental schedule is the responsibility of the Plans management. The
supplemental schedule has been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
/s/ Morison Cogen LLP
Bala Cynwyd, Pennsylvania
June 23, 2011
1
INTERDIGITAL
SAVINGS AND PROTECTION PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2010 AND 2009
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2010 |
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2009 |
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Investments at fair value (see Notes 2 and 3) |
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$ |
53,025,706 |
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$ |
41,237,155 |
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Cash |
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2,806 |
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525 |
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Employer profit sharing receivable |
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469,765 |
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Notes receivable from participants |
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210,495 |
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261,499 |
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NET ASSETS AVAILABLE FOR BENEFITS AT FAIR VALUE |
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$ |
53,239,007 |
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$ |
41,968,944 |
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Adjustment from fair value to contract value for fully
benefit-responsive investment contracts |
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(218,847 |
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(15,849 |
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NET ASSETS AVAILABLE FOR BENEFITS |
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$ |
53,020,160 |
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$ |
41,953,095 |
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The accompanying notes are an integral part of these financial statements.
2
INTERDIGITAL
SAVINGS AND PROTECTION PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 2010 AND 2009
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2010 |
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2009 |
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ADDITIONS |
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Investment income |
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Dividend income |
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$ |
603,529 |
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$ |
487,315 |
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Interest from notes receivable from participants |
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13,586 |
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19,694 |
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Net appreciation in fair value of investments |
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7,243,088 |
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5,987,847 |
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Total investment income |
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7,860,203 |
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6,494,856 |
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Contributions |
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Employer |
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972,107 |
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1,473,093 |
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Participants |
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3,209,493 |
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3,409,781 |
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Rollover |
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1,025,140 |
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67,125 |
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Total contributions |
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5,206,740 |
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4,949,999 |
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TOTAL ADDITIONS |
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13,066,943 |
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11,444,855 |
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DEDUCTIONS |
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Payment of benefits |
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1,990,207 |
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2,376,478 |
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Other deductions |
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9,671 |
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600 |
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TOTAL DEDUCTIONS |
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1,999,878 |
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2,377,078 |
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NET INCREASE |
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11,067,065 |
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9,067,777 |
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NET ASSETS AVAILABLE FOR BENEFITS BEGINNING OF YEAR |
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41,953,095 |
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32,885,318 |
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NET ASSETS AVAILABLE FOR BENEFITS END OF YEAR |
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$ |
53,020,160 |
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$ |
41,953,095 |
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The accompanying notes are an integral part of these financial statements.
3
INTERDIGITAL
SAVINGS AND PROTECTION PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1 DESCRIPTION OF THE PLAN
The following description of the InterDigital Savings and Protection Plan (the Plan) is provided
for general information purposes. Plan participants should refer to the Plan agreement for a more
complete description of the Plans provisions.
General
The Plan is a defined contribution 401(k) plan of InterDigital, Inc. and its participating
subsidiaries (the Company or InterDigital) for its eligible employees. For purposes of
before-tax contributions and matching contributions, an eligible employee will be eligible to
participate in the Plan in the next payroll period, or as soon as administratively possible,
following the date the eligible employee attained age 18 and completed one month of service with
the Company. For purposes of discretionary profit sharing contributions, an eligible employee will
be eligible to participate in the Plan on the next payroll period, or as soon as administratively
possible, following the date the eligible employee attained age 18 and completed 93 consecutive
days of service with the Company.
The following individuals are not eligible to participate in the Plan: (i) individuals employed by
the Company as part of an academic course of study, such as a work-study program, co-op program or
similar arrangements; (ii) collective bargaining employees; (iii) leased employees within the
meaning of Internal Revenue Code (IRC) Sections 414(n)(2) and 414(o)(2); and (iv) nonresident
aliens who receive no earned income that constituted income from sources within the United States.
The Plan was established effective February 1, 1985, restated January 1, 1997, and restated January
1, 2007, when the Plan name was changed from InterDigital Communications Corporation Savings &
Protection Plan to InterDigital Savings & Protection Plan, and most recently amended and restated
effective January 1, 2010. The Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974, as amended (ERISA). State Street Bank & Trust is the trustee of the Plan.
Diversified Investment Advisors (Diversified) is the Plan custodian and third party administrator
of the Plans assets.
Contributions
All participant contributions are made on a before-tax basis. Each participant may invest from 1%
to 100% of annual compensation as a basic contribution subject to state, local, and certain Federal
taxes. The total of the basic and supplemental contributions cannot exceed IRC limitations for each
plan year. For both the 2010 and 2009 plan years, such limit was $16,500. In addition, participants
who have attained the age of 50 may make pre-tax contributions that exceed the IRC limitations. In
both 2010 and 2009, the maximum additional annual contribution was $5,500 for individuals who have
attained the age of 50. If a participants annual contributions exceed the dollar limitation set by
the IRC, thereby requiring a distribution of such excess contributions, the participant will
forfeit any employer matching contributions related to the distribution amount. Amounts forfeited
will be used by the Company to reduce future employer matching contributions.
The Company may, at its sole discretion, contribute to the Plan through matching contributions
and/or discretionary employer contributions. The Company currently matches 50% of the first 6% of
each participants contribution, as defined by the Plan. From January 1, 2008 to May 31, 2009 the
Company match was directed by the Company to the InterDigital Stock Fund under the Plan. The
participant could immediately transfer the stock match to other investment alternatives. Beginning
June 1, 2009, the Company match was distributed in cash deposited into participants accounts
according to their elected fund investments. Through
December 31, 2009, the Company also made
discretionary employer contributions in the form of lump sum payments as determined from time to
time by the Board of Directors of the Company. As of
December 31, 2009, the Company accrued a
$469,765 discretionary payment related to 2009. This contribution was associated with the Companys
performance in 2009. The Plan recorded a related receivable at December 31, 2009. There was no
such contribution or related receivable associated with the year ended December 31, 2010.
The IRC limits the amount of pay that may be used to determine participants discretionary
contributions. The limit was $245,000 in both 2010 and 2009. The IRC also limits the amount of all
contributions that can be made for or by a participant to the Plan in a given year. The limit was
the lesser of 100% of pay or $49,000 for both 2010 and 2009.
Employee rollover contributions from other qualified retirement plans are permitted; such
contributions are subject to the conditions and procedures set forth in the Plan.
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Participant Accounts
Each participants account is credited with that participants contributions, allocations of the
Companys matching contributions, discretionary employer contributions, and Plan earnings and
losses. Allocations of discretionary employer contributions are based on a percentage of a
participants eligible annual base compensation as determined by the Board of Directors of the
Company. The benefit to which a participant is entitled is the benefit that can be provided from
the participants vested account. Terminated participants forfeit unvested Company contributions.
Forfeitures are used to reduce future employer matching contributions.
Vesting
Rollover contributions and participants before-tax contributions are 100% vested and
nonforfeitable. Plan participants who were credited with an Hour of Service (as defined in the
Plan) prior to January 1, 2004 shall be vested in their discretionary matching and employer
contributions as follows:
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Periods of Service |
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Percentage |
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Less than 1 year |
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33 |
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At least 1, less than 2 years |
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67 |
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2 or more years |
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100 |
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All other participants shall be vested in their discretionary matching and employer contributions
as follows:
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Periods of Service |
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Percentage |
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Less than 1 year |
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0 |
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At least 1, less than 2 years |
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33 |
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At least 2, less than 3 years |
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67 |
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3 or more years |
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100 |
% |
Participants who die while an employee of InterDigital or retire at their normal retirement age
(age 65) are 100% vested in their account, regardless of their length of service.
On March 30, 2009, the Company announced a repositioning plan that included the cessation of
further product development of its SlimChip® modem technology. The repositioning resulted in a
reduction in force of approximately 100 employees across the Companys three locations, the
majority of which were terminated effective April 3, 2009. The employees affected by the
repositioning had their discretionary matching and employer contributions vest 100% upon
termination, regardless of their length of service.
Notes Receivable from Participants
Any participant who is an active employee may apply for a secured loan provided the request does
not exceed the lesser of 50% of their vested account balance or $50,000. The minimum loan amount
was $500 during 2010 and 2009. Only one loan per participant may be made every 365 days and all
loans are subject to approval by the Company as Plan Administrator. Loan terms are limited to five
years set at the inception of each loan. Interest rates are set at an annual rate of prime + 1%.
The rates of outstanding loans at December 31, 2010 and 2009 ranged between 4.25% and 9.25%.
Interest paid by the participant is credited to the participants account. If a participants
balance remains unpaid for more than 90 days after it is due, the loan will be in default on the
outstanding loan amount and the participants vested account will be reduced by the amount of the
unpaid principal and interest. The unpaid amount is treated as a taxable withdrawal and is subject
to federal income taxes. Loans in default, in principle plus interest, at December 31, 2010 and
2009 were $0 and $28,491, respectively. Outstanding loans become due and payable in full 60 days
after the related participant ceases to be an employee and a party-in-interest, as defined by
ERISA, or after complete termination of the Plan.
When a participant receives a distribution from the Plan, any outstanding principal plus accrued
interest will be deducted from the amount of the distribution. A participant may then either
default on the loan or make arrangements to continue loan repayments beyond when they become
entitled to a distribution as long as their remaining interest in the Plan exceeds their
outstanding loan balance.
Payment of Benefits
If a participant retires, dies, becomes permanently disabled, or otherwise separates from the
Company, the participant or participants beneficiary is entitled to the vested amount of their
account as valued on the applicable valuation date. In the event of a participants death,
distribution of their account will be made as soon as administratively practicable upon the receipt
of appropriate documentation from their designated beneficiary. Distributions for reasons of
retirement, permanent disability or termination will be made upon written request. Distributions
from a participants account are made in a single lump sum payment. Employees may defer payment of
their account under the Plan.
Plan Termination
The Company may amend or suspend the Plan and may terminate the Plan at any time subject to the
provisions of ERISA; although there is no present intent to do so. However, no such action may
cause the Plans assets to be used for purposes other
5
than the exclusive benefit of the
participants and their beneficiaries. If the Plan is terminated, all such participants accounts
shall become fully vested and all accounts of participants shall be distributed as soon as
administratively possible.
Investment Options
Prior to June 1, 2009, all investments were participant-directed except for the Companys matching
and discretionary employer contributions, which by the terms of the Plan were directed by the
Company to the InterDigital Stock Fund. Participants, however, were permitted to reallocate their
holdings among available investment options at any time. Beginning June 1, 2009, all investments
are participant-directed including the Company matching and discretionary employer contributions.
Fund descriptions below were obtained from fund brochures and other Plan documents:
SHORT-TERM BONDS:
Federated U.S. Treasury Cash Reserves, Institutional Service Shares Fund
The fund seeks to provide conservative investors with current income consistent with stability of
principal and liquidity.
Stable Pooled Fund
This fund seeks to provide positive income with reduced return volatility through investment in a
diversified portfolio of high quality fixed income securities. The fund invests in stable value
fixed income instruments, including Guaranteed Investment Contracts (GICs), Bank Investment
Contracts (BICs), as well as GIC alternatives, such as synthetic GICs.
INTERMEDIATE/LONG-TERM BONDS:
JPMorgan Core Bond A Fund
The investment seeks to maximize total return. The fund is designed to maximize total return by
investing in a portfolio of investment grade intermediate and long-term debt securities. As a
matter of fundamental policy, the fund will invest at least 80% of assets in bonds. The funds
average weighted maturity will ordinarily range between 4 and 12 years.
T. Rowe Price Corporate Income Fund
The investment seeks to provide high income and some capital growth. The fund normally invests at
least 80% of net assets in corporate debt securities. It may invest in other securities in an
effort to enhance income and achieve capital growth. These include: convertible securities,
preferred stock, and equities, together limited to no more than 10% of total assets; mortgage and
asset-backed securities, including some mortgage derivatives, together limited to no more than 5%
of total assets. In addition, the fund may invest up to 10% of total assets in non-U.S.
dollar-denominated fixed income securities.
LARGE-CAP STOCKS:
Black Rock Equity Dividend I Fund
The investment seeks long-term total return and current income. The fund invests primarily in a
portfolio of equity securities. It normally invests at least 80% of assets in equity securities and
at least 80% of assets in dividend paying securities. The fund may invest in securities of
companies with any market capitalization, but will generally focus on large cap securities. It may
invest up to 25% of total assets in securities of foreign issuers and may invest in securities from
any country. The fund may invest in securities denominated in both U.S. dollars and non-U.S.
dollar currencies.
Transamerica Partners Institutional Stock Index Fund
This fund seeks its objective by investing in the stocks comprising the Standard & Poors 500 Stock
Index. The fund invests approximately the same percentage of its assets in each stock as the stock
represents in the S&P 500 Index. Under normal market conditions, the fund invests at least 90% of
its net assets in securities comprising the S&P 500 Index and related investments.
Transamerica Diversified Equity P Fund
The investment seeks to maximize long-term growth. This fund primarily invests at least 80% of net
assets in domestic equity securities. It invests primarily in common stocks of growth-oriented
companies. Each stock is evaluated and ranked on a consistent set of growth, valuation and quality
criteria and the fund will seek diversified sources of return from these criteria. The fund may
invest to a lesser extent in derivatives. It may invest in cash, cash equivalent securities or
short-term debt securities.
SMALL/MID-CAP STOCKS:
Baron Small Cap Fund
The investment seeks capital appreciation. The fund normally invests 80% of net assets in equity
securities in the form of common stock of small-sized growth companies with market capitalizations
of less than $2.5 billion at the time of purchase selected for their capital appreciation
potential. It seeks to purchase securities that BAMCO, Inc., the adviser, expects could increase in
value by 50% within two years.
6
Columbia Acorn Fund
The investment seeks long-term capital appreciation. The fund normally invests a majority of net
assets in small and mid-sized companies with market capitalizations under $5 billion at the time of
investment. It invests the majority of assets in U.S. companies, but also may invest up to 33% of
total assets in foreign companies in developed markets and emerging markets.
Diamond Hill Small Cap Fund, Class A
The investment seeks long-term capital appreciation. The fund normally invests at least 80% of its
net assets in common stocks of U.S. companies with small capitalization that the adviser believes
are undervalued. Small cap companies are companies with market capitalizations, at the time of
purchase, below $2.5 billion or in the range of those market capitalizations of companies included
in the Russell 2000 index.
Invesco Real Estate Institutional Funds
The investment seeks high total return through growth of capital and current income. The fund
normally invests at least 80% of assets in securities of real estate and real estate-related
companies, including real estate investment trusts (REITs). It primarily invests in equity
securities. The fund may invest in equity and debt securities of issuers unrelated to the real
estate industry that the portfolio managers believe are undervalued and have potential for growth
of capital. It may invest in non-investment grade debt securities of real estate and real
estate-related issuers.
Keeley Small-Cap Value Fund, Class A
The investment seeks capital appreciation. The fund invests in companies with a small market
capitalization, which is currently defined as $3.5 billion or less. It normally invests at least
80% of net assets plus the amount of any borrowings for investment purposes in common stocks and
other equity type securities (including preferred stock, convertible debt securities and warrants)
of companies with small market capitalization. As long as an investment continues to meet its other
criteria, the fund may choose to hold such securities even if the company grows beyond the $3.5
billion capitalization level.
Transamerica Partners Mid Value Fund
The fund invests primarily in stocks of medium sized companies which the funds advisers believe
have below market valuations and present an opportunity for earnings improvement. Under normal
circumstances, the fund invests at least 80% of its net assets in securities of medium sized (or
mid-cap) companies and related investments.
INTERNATIONAL STOCKS:
American Funds EuroPacific Growth R4 Fund
The investment seeks to provide long-term growth of capital. The fund invests primarily in common
stock of issuers in Europe and the Pacific Basin that the investment adviser believes have the
potential for growth. It normally invests at least 80% of net assets in securities of issuers in
Europe and the Pacific Basin. The fund may invest a portion of its assets in common stocks and
other securities of companies in countries with developing economies and/or markets and may also
hold cash, money market instruments and fixed-income securities.
MULTI-ASSET/OTHER:
Vanguard Target Retirement 2010 Fund
The investment seeks to provide growth of capital and current income. The fund primarily invests in
other Vanguard mutual funds according to an asset allocation strategy designed for investors
planning to retire within a few years of 2010. It allocates approximately 50% of assets to stocks
and 50% to bonds and money market instruments. The funds asset allocation will become more
conservative over time, meaning that the percentage of assets allocated to stocks will decrease as
the percentage of assets in bonds and other fixed income investments increases. Within seven years
after 2010, its asset allocation should resemble the Target Retirement Income Fund.
Vanguard Target Retirement 2020 Fund
The investment seeks to provide growth of capital and current income. The fund primarily invests in
other Vanguard mutual funds according to an asset allocation strategy designed for investors
planning to retire in or within a few years of 2020. It allocates approximately 67% of assets to
stocks and 33% to bonds and money market instruments. The funds asset allocation will become more
conservative over time, meaning that the percentage of assets allocated to stocks will decrease as
the percentage of assets in bonds and other fixed income investment increases. Within seven years
after 2020, its asset allocation should resemble the Target Retirement Income Fund.
Vanguard Target Retirement 2030 Fund
The investment seeks to provide growth of capital and current income. The fund primarily invests in
other Vanguard mutual funds according to an asset allocation strategy designed for investors
planning to retire within a few years of 2030. It allocates approximately 82% of assets to stocks
and 18% to bonds and money market instruments. The funds asset allocation will become more
conservative over time, meaning that the percentage of assets allocated to stocks will decrease as
the percentage of assets in bonds and other fixed income investments increases. Within seven years after 2030, its asset
allocation should resemble the Target Retirement Income Fund.
7
Vanguard Target Retirement 2040 Fund
The investment seeks to provide growth of capital and current income. The fund primarily invests in
other Vanguard mutual funds according to an asset allocation strategy designed for investors
planning to retire in or within a few years of 2040. It allocates approximately 90% of assets to
stocks and 10% to bonds. The funds asset allocation will become more conservative over time,
meaning that the percentage of assets allocated to stocks will decrease as the percentage of assets
in bonds and other fixed income investments increases. Within seven years after 2040, its asset
allocation should resemble the Target Retirement Income Fund.
Vanguard Target Retirement 2050 Fund
The investment seeks to provide growth of capital and current income. The fund primarily invests in
other Vanguard mutual funds according to an asset allocation strategy designed for investors
planning to retire within a few years of 2050. It allocates approximately 90% of assets to stocks
and 10% in bonds. The funds asset allocation will become more conservative over time, meaning that
the percentage of assets allocated to stocks will decrease as the percentage of assets in bonds and
other fixed income investments increases. Within seven years after 2050, its asset allocation
should resemble the Target Retirement Income Fund.
InterDigital Stock Fund
This fund invests in the common stock of InterDigital, Inc.
NOTE 2 SUMMARY OF ACCOUNTING POLICIES
The following accounting policies, which conform with accounting principles generally accepted in
the United States(GAAP), have been used consistently in the preparation of the Plans financial
statements.
Basis of Accounting
Accounting records are maintained by the custodian on the cash basis of accounting. The financial
statements of the Plan reflect all material adjustments to place the financial statements on the
accrual basis of accounting.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make
estimates and assumptions that affect the reported amounts of assets and liabilities and
disclosures of contingent assets and liabilities at the date of the financial statements, as well
as reported amounts of additions and deductions during the reporting period. Actual results could
differ from those estimates.
Investment Contracts
As described in Financial Accounting Standards Board Staff Position, FSP AAG INV-1 and AICPA
Statement of Position 962 (formerly 94-4-1) , Reporting of Fully Benefit Responsive Investment
Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and
Defined Contribution Health and Welfare and Pension Plans (the FSP), investment contracts held by
a defined contribution plan are required to be reported at fair value. However, contract value is
the relevant measurement attribute for that portion of the net assets available for benefits of a
defined contribution plan attributable to fully benefit-responsive investment contracts because
contract value is the amount participants would receive if they were to initiate permitted
transactions under the terms of the plan. As required by the FSP, the Statement of Net Assets
Available for Benefits presents the fair value of the investment contracts as well as the
adjustment of the fully benefit-responsive investment contracts from fair value to contract value.
The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value
basis.
Investment Valuation and Income Recognition
Shares of registered investment companies are valued at quoted market prices that represent the net
asset value of shares held by the Plan at year-end. The InterDigital Stock Fund is valued at its
year-end unit closing price (comprised of common stock market price plus uninvested cash position).
The fair value of the guaranteed investment contracts are calculated by discounting the related
cash flows based on current yields of similar investments with comparable durations.
Purchases and sales of investments are recorded on a trade-date basis. Interest income is accrued
when earned. Dividend income is recorded on the ex-dividend date. Capital gain distributions are
included in dividend income.
Notes Receivable from Participants
Notes receivable from participants are measured at their unpaid principal balance plus any accrued
but unpaid interest. Delinquent participant loans are reclassified as distributions based upon the
terms of the plan document.
Payment of Benefits
Benefits are recorded when paid.
8
Forfeited Accounts
At December 31, 2010 and 2009, forfeited non-vested accounts totaled $23,000 and $43,588,
respectively. These forfeited accounts were fully utilized to reduce employer matching
contributions in 2010 and 2009.
Recent Accounting Pronouncements
In January 2010, the Financial Accounting Standards Board (FASB) issued ASU No. 2010-06, Fair
Value Measurements and Disclosures (Topic 820): Improving Disclosures about Fair Value
Measurements. This update provides amendments to ASC Topic 820 that will provide more robust
disclosures about (1) the different classes of assets and liabilities measured at fair value, (2)
the valuation techniques and inputs used, (3) the activity in Level 3 fair value measurements, and
(4) the transfers between Levels 1, 2, and 3. This standard is effective for interim and annual
reporting periods beginning after December 15, 2009, except for the disclosures about purchases,
sales, issuances, and settlements in the roll forward of activity in Level 3 fair value
measurements. Those disclosures are effective for fiscal years beginning after December 15, 2010,
and for interim periods within those fiscal years. The Plan adopted the disclosures required as of
January 1, 2010.
In September 2010, the FASB issued ASU No. 2010-25, Plan Accounting Defined Contribution Pension
Plans (Topic 962): Reporting Loans to Participants by Defined Contribution Pension Plans.
Participant loans were previously classified as investments. The amendments in this update require
that participant loans be classified as notes receivable from participants, which are segregated
from plan investments and measured at their unpaid balance plus any accrued but unpaid interest.
The amendments in this update should be applied retrospectively to all prior periods presented,
effective for fiscal years ending after December 15, 2010. The Plan adopted the amendments to this
update retrospectively and the financial statements reflect participant loans as notes receivable
rather than as investments.
Recently Issued Accounting Pronouncements Not Yet Adopted
As of December 31, 2010, there are no recently issued accounting standards not yet adopted that
would have a material effect on the Plans financial statements.
Reclassifications
Certain
reclassifications were made to the 2009 financial statements in order
to conform to the 2010 financial statement presentation.
NOTE 3 FAIR VALUE MEASUREMENTS
FASB ASC 820, Fair Value Measurements (formerly FASB Statement No. 157), establishes a framework
for measuring fair value. The framework provides a fair value hierarchy that prioritizes the inputs
to valuation techniques used to measure fair value. The hierarchy gives the highest priority to
unadjusted quoted prices in active markets for identical assets or liabilities (level 1
measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three
levels of the fair value hierarchy under FASB ASC 820 are described below:
Level 1
Inputs to the valuation methodology are unadjusted quoted prices for identical assets or
liabilities in active markets that the Plan has the ability to access;
Level 2
Inputs to the valuation methodology include:
-Quoted prices for similar assets or liabilities in active markets;
-Quoted prices for identical or similar assets or liabilities in inactive markets;
-Inputs other than quoted prices that are observable for the asset or liability;
-Inputs that are derived principally from or corroborated by observable market data by
correlation or other means.
If the asset or liability has a specified (contractual) term, the Level 2 input must be observable
for substantially the full term of the asset or liability;
Level 3
Inputs to the valuation methodology are unobservable and significant to the fair value measurement.
The assets or liabilitys fair value measurement level within the fair value hierarchy is based on
the lowest level of any input that is significant to the fair value measurement. Valuation
techniques used need to maximize the use of observable inputs and minimize the use of unobservable
inputs.
Following is a description of the valuation methodologies used for assets measured at fair value.
There have been no changes in the methodologies used at December 31, 2010 and 2009.
Common stocks, corporate bonds and U.S. government securities: Valued at the closing price reported
on the active market on which the individual securities are traded.
Registered investment companies: Valued at the net asset value (NAV) of shares held by the plan
at year-end.
9
Guaranteed investment contract: Valued at fair value by discounting the related cash flows based on
current yields of similar instruments with comparable durations considering the credit worthiness
of the issuer.
The methods described above may produce a fair value calculation that may not be indicative of net
realizable value or reflective of future fair values. Furthermore, while the Plan believes its
valuation methods are appropriate and consistent with other market participants, the use of
different methodologies or assumptions to determine the fair value of certain financial instruments
could result in a different fair value measurement at the reporting date.
The following tables sets forth by level, within the fair value hierarchy, the Plans assets at
fair value as of December 31, 2010 and December 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets at Fair Value as of December 31, 2010 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Registered investment companies |
|
$ |
43,575,288 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
43,575,288 |
|
Common stocks |
|
|
|
|
|
|
5,911,439 |
|
|
|
|
|
|
|
5,911,439 |
|
Guaranteed investment contract |
|
|
|
|
|
|
|
|
|
|
3,538,979 |
|
|
|
3,538,979 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets at fair value |
|
$ |
43,575,288 |
|
|
$ |
5,911,439 |
|
|
$ |
3,538,979 |
|
|
$ |
53,025,706 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assets at Fair Value as of December 31, 2009 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Registered investment companies |
|
$ |
32,729,587 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
32,729,587 |
|
Common stocks |
|
|
|
|
|
|
5,548,597 |
|
|
|
|
|
|
|
5,548,597 |
|
Guaranteed investment contract |
|
|
|
|
|
|
|
|
|
|
2,958,971 |
|
|
|
2,958,971 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets at fair value |
|
$ |
32,729,587 |
|
|
$ |
5,548,597 |
|
|
$ |
2,958,971 |
|
|
$ |
41,237,155 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The tables below set forth a summary of changes in the fair value of the Plans level 3 assets for
the years ended December 31, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
Guaranteed Investment Contract |
|
|
|
2010 |
|
|
2009 |
|
|
|
|
|
|
|
|
Balance, beginning of year |
|
$ |
2,958,971 |
|
|
$ |
1,902,657 |
|
Unrealized gains relating to
instruments still held at the reporting
date |
|
|
72,545 |
|
|
|
72,942 |
|
Purchases, sales, issuances and settlements
(net) |
|
|
507,463 |
|
|
|
983,372 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, end of year |
|
$ |
3,538,979 |
|
|
$ |
2,958,971 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The amounts of total gains or losses for the
period attributable to the change in
unrealized gains or losses relating to
assets still held at the reporting date |
|
|
72,545 |
|
|
|
72,942 |
|
|
|
|
|
|
|
|
10
NOTE 4 INVESTMENTS
The following presents investments that represented five percent or more of the Plans net assets
at December 31, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
Transamerica Partners Institutional Stock Index Fund |
|
$ |
6,100,278 |
|
|
$ |
5,150,564 |
|
InterDigital Stock Fund |
|
|
5,911,439 |
|
|
|
5,548,597 |
|
American Funds EuroPacific Growth R4 Fund |
|
|
4,565,565 |
|
|
|
3,968,063 |
|
Transamerica Diversified Equity P Fund** |
|
|
4,528,115 |
|
|
|
3,582,291 |
|
Transamerica Partners Mid Value Fund |
|
|
4,053,676 |
|
|
|
3,152,008 |
|
Stable Pooled Fund |
|
|
3,538,979 |
|
|
|
2,958,971 |
|
JPMorgan Core Bond A Fund |
|
|
3,241,195 |
|
|
|
2,587,053 |
|
Black Rock Equity Dividend I Fund |
|
|
3,150,664 |
|
|
|
2,444,583 |
|
Federated U.S. Treasury Cash Reserves,
Institutional Service Shares Fund |
|
|
2,875,143 |
|
|
|
2,501,726 |
|
|
|
|
** |
|
Formerly the Transamerica Premier Diversified Equity Investment Fund through November 13, 2009. |
At December 31, 2010 and 2009, the Plans investments, including gains and losses on investments
bought and sold, as well as held during the year, appreciated (depreciated) in value as follows:
|
|
|
|
|
|
|
|
|
|
|
2010 |
|
|
2009 |
|
Investment in common trusts |
|
$ |
72,545 |
|
|
$ |
72,942 |
|
Registered investment companies |
|
|
4,658,637 |
|
|
|
6,071,603 |
|
InterDigital Stock Fund |
|
|
2,511,906 |
|
|
|
(156,698 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
7,243,088 |
|
|
$ |
5,987,847 |
|
|
|
|
|
|
|
|
The Plan invests in various investment securities. Investment securities are exposed to various
risks such as interest rate, market, and credit risks. Due to the level of risk associated with
certain investment securities, it is at least reasonably possible that changes in the values of
investment securities will occur in the near term and that such changes could materially affect
participants account balances and the amounts reported in the Statement of Net Assets Available
for Benefits.
NOTE 5 NONPARTICIPANT-DIRECTED INVESTMENTS
Beginning
June 1, 2009, all investments are participant-directed including the Company matching and
discretionary employer contributions. Information about the components of and significant changes
in net assets relating to the Plans nonparticipant-directed investments at December 31, 2009 are
as follows:
|
|
|
|
|
|
|
2009 |
|
Net Assets |
|
|
|
|
InterDigital Stock Fund |
|
$ |
5,548,597 |
|
|
|
|
|
|
|
|
|
|
Changes in Net Assets |
|
|
|
|
Contributions |
|
$ |
1,195,504 |
|
Net appreciation (depreciation) in fair value of investments |
|
|
(156,698 |
) |
Distributions |
|
|
(364,372 |
) |
Transfers |
|
|
(1,690,417 |
) |
Forfeitures and other |
|
|
(23,414 |
) |
|
|
|
|
|
|
|
|
|
|
|
$ |
(1,039,397 |
) |
|
|
|
|
NOTE 6 GUARANTEED INVESTMENT CONTRACTS AND SECURITY-BACKED CONTRACTS
In 2004, the Plan entered into a benefit-responsive investment contract with the Stable Pooled Fund
(the Fund). The Fund primarily invests in traditional GICs and security-backed contracts issued
by insurance companies and other financial institutions. The Funds principal objective is to
protect principal while providing a higher rate of return than shorter maturity investments, such
as money market funds or certificates of deposit. The account is credited with earnings on the
underlying investments and charged for participant withdrawals and administrative expenses.
As described in Note 2, because the GICs are fully benefit-responsive, contract value is the
relevant measurement attribute for that portion of the net assets available for benefits
attributable to the guaranteed investment contract. Contract value, as reported to the Plan by
Diversified, represents contributions made under the contract, plus earnings, less participant
withdrawals and
11
administrative expenses. Participants may ordinarily direct the withdrawal or
transfer of all or a portion of their investment at contract value.
Risks arise when entering into any investment contract due to the potential inability of the issuer
to meet the terms of the contract. In addition, security-backed contracts have the risk of default
or the lack of liquidity of the underlying portfolio assets. There are no reserves against contract
value for credit risk of the contract issuer or otherwise. The crediting interest rate is
based on a formula agreed upon with the issuer. Such interest rates are reviewed on a
quarterly basis for resetting.
NOTE 7 RELATED PARTY TRANSACTIONS
The Plan invests in shares of the Companys common stock through the InterDigital Stock Fund. In
2010 and 2009, the Plan also invested in funds managed by Diversified. Transactions in such
investments qualify as party-in-interest transactions that are exempt from the prohibited
transaction rules.
NOTE 8 PLAN EXPENSES
All costs and expenses incurred in the administration of the Plan (i.e., trustee and recordkeeper
fees) are currently paid by the Company.
NOTE 9 TAX STATUS
The Internal Revenue Service (IRS) has determined and informed the Company by letter dated June
13, 2005 that the Plan satisfies the qualification requirements under IRC Section 401(a) and that
the trust maintained in connection with the Plan satisfies the requirements for exemption under IRC
Section 501(a). The Company believes the Plan is designed and is currently being operated in
compliance with the applicable requirements of the IRC.
GAAP requires Plan management to evaluate tax positions taken by the Plan and recognize a tax
liability (or asset) if the Plan had taken an uncertain position that more likely than not would
not be sustained upon examination by the IRS. The Plan administrator has analyzed the tax
positions taken by the Plan, and has concluded that, as of December 31, 2010, there are no
uncertain positions taken or expected to be taken that would require recognition of a liability (or
asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing
jurisdictions; however, there are currently no audits for any tax periods in progress. The Plan
administrator believes it is no longer subject to income tax examinations for years prior to 2007.
12
INTERDIGITAL
SAVINGS AND PROTECTION PLAN
EIN 23-1882087
SCHEDULE H, PART IV(i) SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2010
|
|
|
|
|
|
|
|
|
|
|
Current/Contract |
|
Identity of Issue |
|
Investment Type |
|
Value |
|
State Street Bank & Trust* |
|
Cash |
|
$ |
2,806 |
|
Federated
U.S. Treasury Cash Reserves, Institutional Service Shares Fund |
|
Registered investment companies |
|
|
2,875,143 |
|
JP Morgan Core Bond A Fund |
|
Registered investment companies |
|
|
3,241,195 |
|
Transamerica Partners Mid Value Fund* |
|
Registered investment companies |
|
|
4,053,676 |
|
Vanguard Target 2010 Retirement Fund |
|
Registered investment companies |
|
|
1,091,496 |
|
Vanguard Target 2020 Retirement Fund |
|
Registered investment companies |
|
|
1,607,805 |
|
Vanguard Target 2030 Retirement Fund |
|
Registered investment companies |
|
|
2,351,356 |
|
Vanguard Target 2040 Retirement Fund |
|
Registered investment companies |
|
|
287,354 |
|
Vanguard Target 2050 Retirement Fund |
|
Registered investment companies |
|
|
160,646 |
|
Invesco Real Estate Institutional Funds |
|
Registered investment companies |
|
|
1,865,347 |
|
American Funds EuroPacific Growth R4 Fund |
|
Registered investment companies |
|
|
4,565,565 |
|
Baron Small Cap Fund |
|
Registered investment companies |
|
|
2,462,649 |
|
Black Rock Equity Dividend I Fund |
|
Registered investment companies |
|
|
3,150,664 |
|
Columbia Acorn Fund |
|
Registered investment companies |
|
|
1,703,235 |
|
Diamond Hill Small Cap Fund, Class A |
|
Registered investment companies |
|
|
717,533 |
|
Keeley Small-Cap Value Fund, Class A |
|
Registered investment companies |
|
|
1,819,137 |
|
T. Rowe Price Corporate Income Fund |
|
Registered investment companies |
|
|
994,095 |
|
Transamerica Diversified Equity P Fund* |
|
Registered investment companies |
|
|
4,528,115 |
|
Transamerica Partners Institutional Stock Index Fund* |
|
Registered investment companies |
|
|
6,100,278 |
|
|
|
|
|
|
Registered Investment Companies Total |
|
$ |
43,575,288 |
|
|
|
|
|
|
|
|
Stable Pooled Fund* |
|
Investments in common trusts |
|
|
3,320,132 |
** |
|
|
|
|
|
Collective Trust Fund Total |
|
$ |
3,320,132 |
|
|
|
|
|
|
|
|
InterDigital Stock Fund* |
|
Employer Stock Fund |
|
$ |
5,911,439 |
|
|
|
|
|
|
|
|
Notes Receivable from Participant Loans* |
|
Notes Receivable with Interest
Rates of 4.25% to 9.25% |
|
$ |
210,495 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS HELD AT END OF YEAR |
|
|
|
$ |
53,020,160 |
|
|
|
|
|
|
|
|
|
|
* |
|
transaction with party in interest |
|
** |
|
fair value is $3,538,979 |
Cost is not required for participant-directed investments.
13
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other
persons who administer the employee benefit plan) have duly caused this annual report to be signed
on its behalf by the undersigned hereunto duly authorized.
|
|
|
|
|
|
INTERDIGITAL SAVINGS AND PROTECTION PLAN
|
|
By: |
InterDigital, Inc., in its capacity as Plan Sponsor and Plan Administrator
|
|
|
|
|
Date: June 23, 2011 |
By: |
/s/ Richard J. Brezski
|
|
|
|
Richard J. Brezski |
|
|
|
Chief Accounting Officer |
|
14
EXHIBIT INDEX
The following is a list of Exhibits filed as part of this Annual Report on Form 11-K:
|
|
|
Exhibit |
|
Exhibit |
Number |
|
Description |
23.1
|
|
Consent of Morison Cogen LLP |
15