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Rovi is to acquire TiVo, for approximately $1.1 billion, creating a self-described '$3 Billion Entertainment Technology Leader'. Rovi will assume the Íconic TiVo brand'.
Rovi will acquire TiVo for $10.70 per share in cash and stock for a total consideration of approximately $1.1 billion. The new company combines two media and entertainment technology innovators with complementary products, services, and intellectual property assets and a common mission to write the next chapter of the consumer entertainment experience. The company will continue to be led by Tom Carson and upon closing of the transaction will adopt the iconic TiVo brand as the new company name.
“Rovi’s acquisition of TiVo, with its innovative products, talented team, and substantial intellectual property portfolio, strengthens Rovi’s position as a global leader in media discovery, metadata, analytics, and IP licensing,” said Tom Carson, CEO of Rovi. “It’s an exciting time as the media and entertainment landscape undergoes a significant evolution. The combined capabilities of TiVo and Rovi place us in a tremendous position to extend services across platforms and to a customer base that includes traditional, over-the-top and emerging players across the globe. By working together, Rovi and TiVo will revolutionize how consumers experience media and entertainment and at the same time build value for our stockholders.”
“We’re proud of TiVo’s strong innovation history and of the ongoing efforts of our team to provide best-in-class products for our loyal consumer and service provider customers,” said Naveen Chopra, Interim CEO and CFO of TiVo. “This transaction is the culmination of those efforts and the logical next step for TiVo. In joining forces with Rovi, our customers, employees and stockholders will benefit from being part of a more diversified industry leader with significantly greater market opportunities. Our combination creates a more influential global player with a commitment to product innovation, which will be incredibly well positioned to redefine television.”
This transaction brings together TiVo’s leadership in user experience and content discovery brings together traditional television, OTT and on-demand content into one experience across devices and Rovi’s strength in guides, personalization, advertising, analytics and cloud services.
On a pro forma basis, for the twelve months ended December 31, 2016, the combined company is estimated to have more than $800 million in revenue after purchase accounting adjustments. The combined company is expected to realize at least $100 million in annual cost synergies, with 65 percent of these synergies recognized in the first 12 months. The expected synergies are in addition to TiVo’s targeted current year $32 million Adjusted EBITDA increase from restructuring and margin improvements. The transaction is expected to be accretive to Rovi’s Non-GAAP EPS within the first 12 months post-close
Rovi and TiVo serve many of the largest pay-TV operators both in the U.S. and around the world. Combined benefits include enhanced global reach, serving nearly 500 service providers across countries, adding more than 10 million TiVo-served households to Rovi’s current base of approximately 18 million households using Rovi guides worldwide. Solutions will be integrated to deliver enhanced customer value and to strengthen relationships with top partners
The combined company will offer the industry’s most powerful analytics platform dedicated to media and entertainment, helping service providers and media companies strengthen consumers’ connections to the content they love.
Post-transaction, current Rovi stockholders will own between 66.8 percent and 72.9 percent of the pro forma shares outstanding in the new holding company, assuming that at Average Rovi Stock Prices between $16.00 and $18.71 Rovi elects to provide more cash consideration rather than incremental shares.
Rovi will acquire TiVo for $10.70 per share in cash and stock for a total consideration of approximately $1.1 billion. The new company combines two media and entertainment technology innovators with complementary products, services, and intellectual property assets and a common mission to write the next chapter of the consumer entertainment experience. The company will continue to be led by Tom Carson and upon closing of the transaction will adopt the iconic TiVo brand as the new company name.
“Rovi’s acquisition of TiVo, with its innovative products, talented team, and substantial intellectual property portfolio, strengthens Rovi’s position as a global leader in media discovery, metadata, analytics, and IP licensing,” said Tom Carson, CEO of Rovi. “It’s an exciting time as the media and entertainment landscape undergoes a significant evolution. The combined capabilities of TiVo and Rovi place us in a tremendous position to extend services across platforms and to a customer base that includes traditional, over-the-top and emerging players across the globe. By working together, Rovi and TiVo will revolutionize how consumers experience media and entertainment and at the same time build value for our stockholders.”
“We’re proud of TiVo’s strong innovation history and of the ongoing efforts of our team to provide best-in-class products for our loyal consumer and service provider customers,” said Naveen Chopra, Interim CEO and CFO of TiVo. “This transaction is the culmination of those efforts and the logical next step for TiVo. In joining forces with Rovi, our customers, employees and stockholders will benefit from being part of a more diversified industry leader with significantly greater market opportunities. Our combination creates a more influential global player with a commitment to product innovation, which will be incredibly well positioned to redefine television.”
This transaction brings together TiVo’s leadership in user experience and content discovery brings together traditional television, OTT and on-demand content into one experience across devices and Rovi’s strength in guides, personalization, advertising, analytics and cloud services.
On a pro forma basis, for the twelve months ended December 31, 2016, the combined company is estimated to have more than $800 million in revenue after purchase accounting adjustments. The combined company is expected to realize at least $100 million in annual cost synergies, with 65 percent of these synergies recognized in the first 12 months. The expected synergies are in addition to TiVo’s targeted current year $32 million Adjusted EBITDA increase from restructuring and margin improvements. The transaction is expected to be accretive to Rovi’s Non-GAAP EPS within the first 12 months post-close
Rovi and TiVo serve many of the largest pay-TV operators both in the U.S. and around the world. Combined benefits include enhanced global reach, serving nearly 500 service providers across countries, adding more than 10 million TiVo-served households to Rovi’s current base of approximately 18 million households using Rovi guides worldwide. Solutions will be integrated to deliver enhanced customer value and to strengthen relationships with top partners
The combined company will offer the industry’s most powerful analytics platform dedicated to media and entertainment, helping service providers and media companies strengthen consumers’ connections to the content they love.
Post-transaction, current Rovi stockholders will own between 66.8 percent and 72.9 percent of the pro forma shares outstanding in the new holding company, assuming that at Average Rovi Stock Prices between $16.00 and $18.71 Rovi elects to provide more cash consideration rather than incremental shares.