News....
Sonic Solutions to Acquire Roxio's Consumer Software Division for $80 Million
NOVATO, Calif. and SANTA CLARA, Calif., Aug 9, 2004 (BUSINESS WIRE) -- Sonic
Solutions (NASDAQ: SNIC) and Roxio (NASDAQ: ROXI) today announced a definitive
agreement for Sonic to acquire the consumer software division of Roxio for a
total purchase price of $80 million. Under the terms of the transaction, Roxio
will receive $70 million in cash and shares of Sonic common stock valued at $10
million.
Sonic believes the acquisition will provide Sonic with a well-recognized set of
consumer software brands; access to long-standing distribution channels; strong
product marketing expertise; and key relationships with top-tier retail outlets.
Roxio plans to focus its business on the digital music market and will change
its corporate name to Napster and trade under the ticker "NAPS" on NASDAQ,
assuming the successful completion of this transaction.
"This combination will create an extremely strong provider of digital media
creation software," said Bob Doris, president and chief executive officer of
Sonic. "We believe the acquisition of Roxio's consumer software division
increases our reach with a proven brand; a tremendous sales and support
platform; and a strong retail channel with national retailers such as Best Buy,
CompUSA and Fry's Electronics. We'll be able to augment our Sonic team with the
highly professional and experienced members of the Roxio software organization
resulting in a truly world class organization in terms of technology
development, major OEM delivery, and retail distribution. With the growth that
we will unlock in the Roxio product line, and the many ways in which the two
organizations complement each other, we will be able to drive shareholder value
through strong revenue growth and profitability."
"With the successful completion of the transaction, Napster will emerge as a
well-positioned pure-play in the fast-growing digital music sector with a
substantially enhanced balance sheet that will support our growth plans," said
Chris Gorog, Roxio's chairman and chief executive officer.
Under the terms of the deal, Sonic will purchase essentially the entire Roxio
software operation including Roxio's CD and DVD recording, authoring, photo and
video editing application products including Easy Media Creator, PhotoSuite,
VideoWave, Easy DVD Copy and Toast. Sonic expects to retain most of the current
employees of the Roxio organization. Sonic intends to continue the Roxio brands,
and current distribution and OEM relationships.
Completion of the acquisition, which is expected to close in the fourth quarter
of calendar year 2004, is subject to the approval of Roxio stockholders,
expiration or termination of the applicable Hart-Scott-Rodino waiting periods,
and other regulatory and customary conditions.
Conference Call
Sonic will hold a conference call to discuss details of the acquisition on
Monday, August 9, 2004 at 1:30 pm PT/ 4:30 pm ET. Investors are invited to
listen by dialing (913) 981-5592 or via webcast on the investor section of the
Sonic Web site at www.sonic.com. A replay of the call will also be available by
dialing (719) 457-0820 with passcode 927034 and via Webcast at www.sonic.com.
About Sonic Solutions (NASDAQ: SNIC)
Based in Marin County, California, Sonic Solutions (NASDAQ: "SNIC")
(http://www.sonic.com/) is the world's leading supplier of DVD creation software
for professional, industrial and consumer applications. The majority of major
film releases on DVD have been produced on Sonic's professional DVD authoring
systems in studios around the world. Sonic's MyDVD(R) and DVDit(R) are the most
widely used DVD creation applications by consumers and video enthusiasts and are
the solutions of choice among the key PC and after-market drive suppliers.
Sonic's RecordNow(TM) is a leading solution for audio and data mastering.
InterActual, a subsidiary of Sonic Solutions, is the leading provider of
software and services that enable cutting-edge DVD interactivity in computers
and next-generation home entertainment platforms. Sonic's AuthorScript(R), the
DVD and CD formatting and burning engine that underlies Sonic's applications, is
the most widely deployed DVD software engine and has been licensed by Adobe,
Microsoft, Sony and many others.
Sonic, the Sonic logo, Sonic Solutions, AuthorScript, AutoDVD, Backup MyPC,
CinePlayer, DVD Fusion, DVDit, DVD Producer, Edit-on-DVD, HyperMux DL,
InterActual, MyDVD, NoNOISE, OpenDVD, PrePlay, RecordNow, ReelDVD, Scenarist,
Simple Backup, Sonic DVD Creator, Sonic JumpSafe, Sonic PrimeTime, and Sonic
SmartBalance, are trademarks or registered trademarks of Sonic Solutions in the
U.S. and/or other countries. All other company or product names are trademarks
of their respective owners and, in some cases, are used by Sonic under license.
Specifications, pricing and delivery schedules are subject to change without
notice.
About Roxio
Roxio, Inc. provides the best selling digital media software in the world and
owns Napster, the world's most recognized brand in online music. Roxio makes
award-winning software products for CD/DVD burning, photo editing and video
editing. Roxio's family of products includes category-leading products Roxio
Easy Media Creator, Easy CD & DVD Creator, Digital Media Suite(R), Easy CD
Creator(R) (Windows) and Toast(R) (Macintosh) for CD/DVD burning, PhotoSuite for
digital photography, and VideoWave for digital video. Roxio's current installed
base is in excess of 100 million users. Roxio distributes its products globally
through strategic partnerships with major hardware manufacturers, in stores with
the leading worldwide retailers, through Internet partnerships and also sells
its products direct at www.roxio.com.
Copyright (C) 2004 Roxio, Inc. All rights reserved . Roxio, the Roxio tagline,
Roxio Easy Media Creator, Easy CD & DVD Creator, Digital Media Suite, Easy CD
Creator, PhotoSuite, VideoWave, Toast, and Napster are either trademarks or
registered trademarks of Roxio, Inc. or its subsidiaries in the United States
and/or other countries. All other trademarks used are owned by their respective
owners.
The above paragraphs of this press release may contain forward looking
statements that are based upon current expectations. Actual results could differ
materially from those projected in the forward looking statements as a result of
various risks and uncertainties including, among others, the possibility that
the proposed acquisition will not close, the reaction of customers of Sonic and
Roxio to the acquisition, Sonic's ability to integrate Roxio's business and
technology with its own, Sonic's ability to retain Roxio's key employees and
other factors, including those discussed in the Company's annual and quarterly
reports on file with the Securities and Exchange Commission. This press release
should be read in conjunction with the Company's most recent annual report on
Form 10-K, Form 10-Q and Registration Statement on file with the Securities and
Exchange Commission, which contain a more detailed discussion of the Company's
business including risks and uncertainties that may affect future results. The
Company does not undertake to update any forward looking statements.
SOURCE: Sonic Solutions |
