Business Context and Reporting Period
Company: Universal Display Corporation
Filing Type: Form 8-K (Current Report)
Date of Report: March 10, 2011
Event Date: March 9, 2011
Context: The filing reports the termination of a material definitive agreement and the acquisition of intellectual property assets.
Key Financial Metrics
This filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on a specific transaction.
Material Changes and Transaction Details
- Termination of Agreement: On March 9, 2011, Universal Display Corporation terminated a License Agreement dated September 29, 2000, with Motorola Solutions, Inc. (formerly Motorola, Inc.).
- Asset Acquisition: The company purchased a portfolio of 74 issued U.S. patents and numerous foreign counterparts (collectively, the "Patent Properties") from Motorola.
- Financial Obligation Change: The transaction eliminates any future obligation for Universal Display to make royalty payments to Motorola under the previous License Agreement.
- Consideration: Universal Display agreed to make a one-time cash payment to Motorola. The specific amount of this payment is not disclosed in this filing.
- Licensing Rights: In exchange, Motorola received a royalty-free, non-exclusive, and non-sublicensable license to use the Patent Properties for its own business operations.
- Legal Rights: The transfer includes all existing and future claims and causes of action for infringement of the Patent Properties.
Guidance, Outlook, and Risks
The filing does not contain forward-looking guidance, management commentary on future outlook, or specific risk factors beyond the details of the transaction itself. The primary implication is the cessation of royalty outflows and the consolidation of patent ownership.
Investor Verification Checklist
- Verify the exact amount of the one-time cash payment made to Motorola, as it is not specified in this 8-K.
- Review the specific list of 74 U.S. patents and foreign counterparts acquired to assess their strategic value.
- Confirm the impact of the terminated royalty obligations on future operating margins in subsequent quarterly reports.
- Check for any related press releases or 10-Q/10-K filings that may provide further financial context regarding the transaction cost.