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QUALCOMM Incorporated Extends Stockholders Rights AgreementSAN DIEGO, Sept. 27 /PRNewswire-FirstCall/ -- QUALCOMM Incorporated , a leading developer and innovator of Code Division Multiple Access (CDMA) and other advanced wireless technologies, today announced that its Board of Directors has amended its Stockholder Rights Agreement to extend it through September 25, 2015. In addition, the Board adjusted the exercise price of the Stockholder Rights, added a requirement that a committee of independent directors annually evaluate the Rights Agreement (a so-called "Independent Director Evaluation" provision) and made certain other technical changes. The Stockholder Rights, as amended, represent the right to purchase one one-thousandth of a share of QUALCOMM's Series A Junior Participating Preferred Stock at $180 per Right and become exercisable when a person or group acquires 15% or more of QUALCOMM's Common Stock without prior Board approval. In that event, the Rights permit QUALCOMM stockholders, other than the acquiror, to purchase QUALCOMM Common Stock having a market value of twice the exercise price of the Rights, in lieu of the Preferred Stock. Alternatively, when the Rights become exercisable, the Board of Directors may authorize the issuance of one share of QUALCOMM Common Stock in exchange for each Right that is then exercisable. In addition, in the event of certain business combinations, the Rights permit the purchase of the Common Stock of an acquiror at a 50% discount. Rights held by the acquiror will become null and void in each case. Prior to a person or group acquiring 15%, the Rights can be redeemed for $0.001 each by action of the Board. To view a question and answer document related to this release, please visit http://www.qualcomm.com/ir/. A more complete summary of the terms of the Rights Agreement and respective definitive documents will be filed with the SEC on a Form 8-K. QUALCOMM Incorporated (http://www.qualcomm.com/) is a leader in developing and delivering innovative digital wireless communications products and services based on CDMA and other advanced technologies. Headquartered in San Diego, Calif., QUALCOMM is included in the S&P 500 Index and is a 2005 FORTUNE 500(R) company traded on The Nasdaq Stock Market(R) under the ticker symbol QCOM. QUALCOMM Contact: Bill Davidson Vice President, Investor Relations 1-(858) 658-4813 (ph) 1-(858) 651-9303 (fax) e-mail: [email protected] QUALCOMM Incorporated CONTACT: Bill Davidson, Vice President, Investor Relations of QUALCOMMIncorporated, +1-858-658-4813, or fax, +1-858-651-9303, [email protected] Web site: http://www.qualcomm.com/http://www.qualcomm.com/ir |