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Technology Stocks : Gemstar Intl (GMST) -- Ignore unavailable to you. Want to Upgrade?

To: NY Stew who wrote (2017)	2/15/2000 11:54:00 PM
From: pompsander	Read Replies (1) \| Respond to of 6516

Re: the TV Guide conference call. Boy, these two companies sound like they are one united enterprise, don't they?

To: NY Stew who wrote (2017)	2/16/2000 11:24:00 AM
From: LBstocks	Read Replies (2) \| Respond to of 6516

Salomon Smith Barney report on TVGIA> TVGIA: Gemstar Merger Likely to Close in Q200; Raising Target to $49 Tv Guide Inc Cl A(TVGIA)* Rating: 3H Salomon Smith Barney ~ February 15, 2000 02/15/00 TV Guide, Inc. (TVGIA $46.93,3-H,Tgt $49.00) Spencer Grimes --SUMMARY:--TV Guide, Inc.--Cable TVGIA reported Q4 EBITDA of $56M, $14M higher than our expectations. Lower operating costs at developing units (IPG, TVG and TV Guide Online) was a key driver. Net of $(.06) versus our $(.03) was due to a $15.2M write-down of the SSDS unit and GMST merger expenses of $4.5M. TV Guide Interactive increased its customer base by 600K to 3.2M at 12/31. The on-screen guide is available in all of the top 25 DMA's and the company is talking with top MSOs about exclusive distribution. Both TV Guide and Gemstar have shareholders' meetings scheduled in March to vote on the merger; an April close is expected. *We are raising our TVGIA target price to $49 to reflect the .6573 share exchange and GMST's $74.81 share price. 02/15/00 TV Guide, Inc. (TVGIA $46.93,3-H,Tgt $49.00) Spencer Grimes --EARNINGS PER SHARE-------------------------------------------------------- FYE 1 Qtr 2 Qtr 3 Qtr 4 Qtr Year Actual 12/98 EPS $N/A $N/A $N/A $N/A $0.63A Previous 12/99 EPS $0.12A $0.06A $0.01A $(0.05)E $0.09E Current 12/99 EPS $0.12A $0.06A $0.01A $(0.05)E $0.09E Previous 12/00 EPS $0.01E $0.03E $0.07E $0.10E $0.21E Current 12/00 EPS $0.01E $0.03E $0.07E $0.10E $0.21E Previous 12/01 EPS $N/A $N/A $N/A $N/A $0.48E Current 12/01 EPS $N/A $N/A $N/A $N/A $0.48E Footnotes: 02/15/00 TV Guide, Inc. (TVGIA $46.93,3-H,Tgt $49.00) Spencer Grimes --FUNDAMENTALS-------------------------------------------------------------- Current Rank........:3H Prior:No Change Price (02/14/00)....:$46.93 P/E Ratio 12/99.....:521.4x Target Price..:$49.00 Prior:79.00 P/E Ratio 12/00.....:223.5x Proj.5yr EPS Grth...:0.0% Return on Eqty 98...:N/A% Book Value/Shr(99)..:9.60 LT Debt-to-Capital(a)29.2% Dividend............:$N/A Revenue (99)........:1268.40mil Yield...............:N/A% Shares Outstanding..:154.0mil Convertible.........:No Mkt. Capitalization.:7227.2mil Hedge Clause(s).....: Comments............:(a) Data as of the most recently reported quarter. Comments............: 02/15/00 TV Guide, Inc. (TVGIA $46.93,3-H,Tgt $49.00) --OPINION:------------------------------------------------------------------ TV Guide announced solid Q4 results of $56M in EBITDA (vs. our estimate of $42M), $318M in revenues (vs. our estimate of $327M) and $(0.06) in net income (vs. our estimate of $(0.03)). Net income is negatively impacted by a $41M amortization charge from the TV Guide Magazine acquisition, a $15.2M write-down of the SSDS consulting business and merger expenses of $4.5M. In addition, the company invested approximately $29.9M on developing units such as TV Guide Interactive, the new TV Guide Channel, TV Guide Online and TVG, the horseracing channel. TV Guide Magazine Group The flagship magazine has pared back its subscriber base from 11.9M in Q498 to 11.0M in Q499, while increasing EBITDA 4% year-over-year through cost initiatives and margin improvement. TV Guide Entertainment Group Although the existing analog EPG (TV Guide Channel) subscriber base remains flat at approximately 50M, sequential ad sales have grown an impressive 27% versus Q399 due in part to the re-branding efforts and more effective cross-platform selling of advertising. TV Guide Online experienced 48M page views/month and 83K unique visitors/day, which equates to a quarter-over-quarter growth rate of 30% and 1.5%, respectively. Moreover, the burgeoning Web site was voted "best TV hub on the Internet" and was ranked in the top 100 of all Internet sites by Yahoo. TV Guide Interactive announced the addition of 600K subscribers in Q4, representing a total of 3.2M, a 23% increase from Q3. The interactive programming guide (IPG) is in all of the top 25 DMAs and carried by 75 MSOs. Management noted daily usage statistics of the IPG--the average user spent 15 minutes/day as well as going to the IPG and flip bar 8 and 15 times, respectively. The company delayed the rollout of Release 15 (software that enables advertisements on the IPG) because of concerns over Y2K and indicated a March launch of the new software. The company will introduce the service in selected markets until it is certain the IPG is operating seamlessly. United Video Group The previously announced strategic alliance with Echostar has converted 30K customers from SNG's large-dish C-band product to Echostar's small-dish product. To recap the terms of the deal, TV Guide received $10M up-front from Echostar as well as $250/customer conversions and a monthly residual royalty. Additionally, UVTV (the superstation business) reported a 52% EBITDA margin compared to our estimate of 47% and a growth rate of 4% from Q498. Lastly, TVG announced that it is in almost 7M homes and is packaged in over 40M. Echostar has included TVG in its basic $19.99 package implying TVG's ubiquity in the continental U.S. Although no subscriber is precluded from seeing the TVG signal, there are only three states in which viewers can currently place wagers; three more states are close to legislative approval (most notably, California and New York). Economics of TVG are favorable for the company (and distribution partners) with breakeven for the service at 200K customers, which is estimated to occur in 2001. Until then, TVG is expected to lose approximately $3M/month or a run-rate of $36M. TV Guide's merger status with Gemstar is on target to close in Q200, with both companies' shareholders meeting in mid-March. It remains conceivable that federal regulators could delay or even prevent the merger from occurring, but we do not foresee this happening. Currently, the arbitrage spread is 7.1%, thus implying a market sentiment that the deal will close. Finally, we are raising our TVGIA target price to $49 to reflect the .6573 share exchange and GMST's $74.81 share price.

To: NY Stew who wrote (2017)	2/17/2000 12:57:00 PM
From: scott	Read Replies (2) \| Respond to of 6516

Don't be surprised if Justice aks to extend the 20 day window to better understand and analze the documents provided. Closing in the late second quarter seemed to be the guidance. Conversion premium now narrowed to 6 1/3%. GMST chart still looks lousy, but it is improving. Chart on TVGIA looks VERY bullish (imho, according to TC2000 charting). IMHO, anyone hesitating regarding an investment in GMST because of TA should actually be looking at the TVGIA chart. The conversion premium has steadily been shrinking. Market seems to be forward looking to a successful merger. This is interesting to watch!!!

To: NY Stew who wrote (2017)	2/18/2000 12:44:00 AM
From: NY Stew	Read Replies (2) \| Respond to of 6516

beta.cdad.com Metabyte, Thomson Form PVR Company by Greg Tarr 16-Feb-2000 As personal video recorder developers TiVo and Replay stare down the barrel of Gemstar patent infringement suits over the use of electronic program guides, Thomson and a Silicon Valley software firm called Metabyte are teaming up on a PVR system of their own. Metabyte announced this month that it is spinning off its MbTV division into an independent company called Metabyte Networks. Thomson and hard drive manufacturer Seagate will be minority investors in the venture, while Metabyte retains controlling interest in the privately held entity. The company will be focused on finding other manufacturers to develop MbTV-enabled devices and on delivering an intuitive "service" that monitors viewing patterns to deliver personalized video programming and advertising in a subscription-free fashion. The company will derive ongoing revenue from advertising programs that will help sponsors swap out their own TV commercials with others that may be deemed more appropriate based on the viewer's profile. Other revenue streams may come from pay-per-view video programming that the system can help store and deliver to the viewer, said Metabyte president Manu Mehta. As reported more than a year ago in TWICE, Metabyte has developed a platform called MbTV, which is designed to operate in a fashion similar to TiVo's current PVRs. The software will monitor viewing habits of users to automatically find and record programs it identifies as a logical fit. Mehta said the technology would go further than TiVo, however, by identifying which person in a household is watching the set at any given time, based on the programming that was selected. This will enable the system to call up commercials it has cached on a hard drive to replace one spot from a particular sponsor with a commercial for another product or service in that company's line. Most importantly, the service was designed to work with any electronic program guide, meaning it will not infringe Gemstar's highly protected EPG patents. Mehta said it would be up to the hardware manufacturers to determine the EPG used in a product, and to make any necessary licensing arrangements. Because Thomson has a large equity stake in Gemstar, it seems logical that a MbTV device using a GuidePlus EPG would follow. Rob Logan, Thomson interactive television division general manager, said his company partnered with MbTV more from a technological standpoint than for the potential for venture capital gain. Although he declined to reveal specific product plans, Logan said the MbTV program is small enough to be used in non-hard drive based products, such as DirecTv receivers. The application would then run in the background on a DirecTv terminal to make programming suggestions to viewers, or to program a separate VCR to make recordings for watchers. Naturally, Thomson could also develop an MbTV-enabled hard disc device, although the company announced at CES that it is working with Microsoft's WebTV on a device with similar functionality. "We are strong believers in the functionality of hard disc recording devices," said Logan. Mehta said the company expects to see an MbTV device from an unnamed manufacturer before the end of the year.