Edgar Filing: QUALCOMM INC/DE

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

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SCHEDULE 14A

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QUALCOMM INCORPORATED
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On January 23, 2018, Qualcomm Incorporated (“Qualcomm”) posted the following material to www.qcomvalue.com.

TRANSCRIPT OF “REGULATORY ISSUES” VIDEO

DON ROSENBERG

JANUARY 23, 2018

Don Rosenberg: The Broadcom proposed acquisition will be subjected to very, very close scrutiny by well over a dozen potential agencies, certainly up to a dozen in my opinion and they are very key jurisdictions.

We believe that this is probably going to take something in the range of 18 months or more even, because of the complexity of the two companies’ businesses, because of the enormous overlap in the two companies’ technologies and businesses, and because of the global nature.

There is almost certainly going to be the question of required divestiture of some businesses.

So there is going to be now inherent conflict among regulatory agencies just in terms of what to do, in terms of reducing the concerns about competitive impact, and then how to do it. Mergers supposedly, certainly from a regulator’s perspective, are supposed to be constructive. This merger has all the elements of potentially being quite destructive.

We’ve heard a lot from customers who are quite concerned about the possibility of this merger taking place, largely because Qualcomm has been viewed as a R&D engine for this industry for its 30-plus year existence.

If that R&D engine, that business model that we have constructed is injured, harmed, terminated, or dramatically changed, then the whole competitive picture of this industry and the ability of all these companies to be able to take advantage of the technologies we’ve created starts to disappear.

Agencies around the world who will be reviewing this will ask customers, and competitors how they think the industry might be impacted by a merger of these two major technology companies. So anything that customers, and competitors, and industry participants think is going to definitely be a major part of the analysis that regulatory agencies will go through.

Additional Information

Qualcomm has filed a definitive proxy statement and WHITE proxy card with the U.S. Securities and Exchange Commission (the “SEC”) in connection with its solicitation of proxies for its 2018 Annual Meeting of Stockholders (the “2018 Annual Meeting”). QUALCOMM STOCKHOLDERS ARE STRONGLY ENCOURAGED TO READ THE DEFINITIVE PROXY STATEMENT (AND ANY AMENDMENTS AND SUPPLEMENTS THERETO) AND ACCOMPANYING WHITE PROXY CARD AS THEY CONTAIN IMPORTANT INFORMATION. Stockholders may obtain the proxy statement, any amendments or supplements to the proxy statement and other documents as and when filed by Qualcomm with the SEC without charge from the SEC’s website at www.sec.gov.

Certain Information Regarding Participants

Qualcomm, its directors and certain of its executive officers may be deemed to be participants in connection with the solicitation of proxies from Qualcomm’s stockholders in connection with the matters to be considered at the 2018 Annual Meeting. Information regarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, is set forth in the proxy statement and other materials to be filed with the SEC. These documents can be obtained free of charge from the sources indicated above.

Cautionary Note Regarding Forward-Looking Statements

Any statements contained in this website that are not historical facts are forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. Additionally, statements regarding operating results for future years, growth in operating results and the factors contributing to future operating results; the resolution of licensing disputes and the impact and timing thereof; expected market, industry, geographic and organic growth and trends; future serviceable addressable market size and growth; anticipated contributions from and growth in new opportunities; benefits from planned cost reductions; technology and product leadership and trends; Qualcomm’s positioning to benefit from any of the above; potential benefits and upside to Qualcomm’s stockholders related to any of the above; and the regulatory process and regulatory uncertainty are forward-looking statements. Words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “project,” “predict,” “should,” “will” and similar expressions are intended to identify such forward-looking statements. These statements are based on Qualcomm’s current expectations or beliefs, and are subject to uncertainty and changes in circumstances. Actual results may differ materially from those expressed or implied by the statements herein due to changes in economic, business, competitive, technological, strategic and/or regulatory factors, and other factors affecting the operations of Qualcomm. More detailed information about these factors may be found in Qualcomm’s filings with the SEC, including those discussed in Qualcomm’s most recent Annual Report on Form 10-K and in any subsequent periodic reports on Form 10-Q and Form 8-K, each of which is on file with the SEC and available at the SEC’s website at www.sec.gov. SEC filings for Qualcomm are also available in the Investor Relations section of Qualcomm’s website at www.qualcomm.com. Qualcomm is not obligated to update these forward-looking statements to reflect events or circumstances after the date of such statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates.