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Sony, Philips Lead InterTrust Acquisition

13 Nov, 2002 By: Hive News

Sony Corp., Philips Electronics and other investors have pooled resources as Fidelio Acquisition Co. to acquire digital rights management (DRM) provider InterTrust Technologies Corp. , the partnership announced today.

The most important objective of the transaction is to enable secure distribution of digital content by providing wider access to InterTrust's intellectual property “on a fair and reasonable basis,” said a spokesperson for Fidelio, which will acquire all outstanding common stock of InterTrust for $453 million on a fully diluted basis ($4.25 per share).

"Philips is focused on the right of consumers to fairly access and enjoy digital content," said Gerard Kleisterlee, Philips' president and CEO. "Wider access to InterTrust's DRM Intellectual Property will allow both consumers and content providers to securely access and distribute digital content with their preferred devices. In doing so, barriers to digital content access can be removed to deliver enhanced consumer choice via new services. The deal will lead to a broad platform of DRM and new Philips products with integrated DRM technology."

InterTrust holds 26 U.S. patents and has approximately 85 patent applications pending worldwide. Its patent portfolio covers software and hardware technologies that can be implemented in a broad range of products that use DRM, including digital media platforms, Web services and enterprise infrastructure.

InterTrust's board of directors has unanimously approved the acquisition and has determined that the transaction is advisable and in the best interest of its shareholders. All InterTrust board members owning shares including Victor Shear, founder and chairman of the board, have agreed to tender all their shares of InterTrust common stock, representing approximately 20 percent of the outstanding common stock, in favor of the transaction.

The acquisition, which is subject to customary closing conditions, including regulatory approvals, is expected to close early next year.

"Throughout Sony on a global scale, we operate with a keen awareness that the future growth of the consumer electronics, computer and entertainment industries will be heavily influenced by the ability to transmit digital content in a secure environment," said Nobuyuki Idei, chairman and CEO of Sony Corp. "This acquisition will significantly accelerate the ability to ensure secure delivery of digital content. This in turn will enable the development of many exciting new services for consumers and businesses."

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