Roxio Completes Acquisition of MGI Software
Combination Creates One of World's Largest Digital Media Software Companies with Installed Base of More Than 100 Million Users
Roxio Brand Now Includes #1 Selling Products for CD Burning, Digital Photo Editing, Digital Video Editing and System Recovery
Milpitas, California - (February 1, 2002) - Roxio, Inc. (Nasdaq: ROXI), The Digital Media Company, today announced that it has completed the acquisition of MGI Software Corporation (TSE: MGI). The intent to acquire was originally announced on December 4, 2001.
Pursuant to the terms of the agreement between the parties, the former shareholders of MGI will receive 0.05050 shares of common stock of Roxio for every one common share of MGI or a total of 2,203,451 shares. Based on Roxio's closing price as of January 31, 2002 and the exchange rate, this amount represents a purchase price of approximately $35.4 million U.S. or C$56.9 million. On a per share basis, this represents a purchase price of approximately $0.81 U.S. or C$1.30.
By adding the best-selling photo and video editing software products, PhotoSuite and VideoWave, to Roxio's best-selling CD burning, Easy
CD Creator and Toast, and system recovery software, GoBack, the
acquisition creates one of the world's largest digital media software
companies with a global installed base of more than 100 million
consumers. Roxio's products are sold by leading retailers worldwide
including Best Buy, CompUSA, Circuit City and Staples, and are bundled
with devices including PCs, PDAs, digital cameras, digital camcorders,
scanners and printers by leading OEMs such as Dell, Toshiba, Sony,
Palm, Olympus, Nikon and Lexmark.
"This acquisition broadens our footprint within the digital
media software space and is key to Roxio's long-term strategy of
providing a world-class suite of integrated digital media products
that is unmatched in the industry," stated Roxio's President
and CEO Chris Gorog. "Roxio is delivering on its vision to
be a one-stop shop, providing everything that consumers and OEMs
need for a fun and successful digital media experience. Our new
products address some of the fastest growing digital media markets
according to International Data Corporation (IDC), which projects
the installed bases of digital cameras and digital video cameras
to reach over 80 million and 35 million, respectively, over the
next five years. Additionally, we now have an opportunity to cross-sell
between the Roxio and MGI installed base and to leverage that user
base when we introduce exciting new products such as DVD recording
Roxio's product portfolio now includes the following top-selling
Easy CD Creator (for Windows)
The #1 selling CD burning software product in the world that enables consumers to burn photo,
music, video and data CDs.
Toast (for Macintosh)
The #1 selling CD burning software
product in the world that enable consumers to burn photo, music,
video and data CDs.
The #1 selling photo editing software that
makes it easy to edit, organize and share your photos.
The #1 selling video editing software tool that
allows business and home users to create videos for the Web, CD,
DVD, VCD and VHS.
The #1 selling system recovery software that allows
user to "go back" in time and recover from system crashes
and virus attacks.
Mid-quarter Conference Call
Roxio plans to issue a press release and hold a conference call
and web cast to discuss the integration of MGI's products and technology
and provide updated financial guidance for investors during the
week of February 25, 2002. Specific details on the conference call
will be forthcoming closer to the date of the call.
Safe Harbor Statement
The matters discussed relating to Roxio in this press release,
in particular matters related to Roxio's OEM relationships, include
forward-looking statements that are subject to certain risks and
uncertainties, including delays in product development, competition
in the software industry, and failure to maintain OEM relationships,
that could cause actual results to differ materially from those
projected. Additional information on these and other factors are
contained in Roxio's reports filed with the Securities and Exchange
Commission (SEC), including the Company's Annual Report on Form
10-K as filed with the SEC on July 1, 2002 and Quarterly Report
on Form 10-Q as filed with the SEC on November 13, 2002, copies
of which are available at the website maintained by the SEC at http://www.sec.gov.
Roxio assumes no obligation to update the forward-looking statements
included in this press release.
Roxio, a division of Sonic Solutions, develops and markets the best-selling digital media software in the world. Roxio offers
award-winning software products for CD/DVD burning, photo editing and video editing and has an installed base of over 150 million
users. Roxio distributes its products globally through strategic partnerships with major hardware manufacturers, through leading
retailers, through Internet partnerships and through direct sales at www.roxio.com. Roxio's
parent company, Sonic Solutions (NASDAQ: SNIC;
http://www.sonic.com) is the leader in digital media software and provides a broad range of software
tools and applications for creative professionals, business and home users and technology partners. Sonic's products range from professional
DVD authoring systems and interactive content delivery technologies that are used to produce the majority of Hollywood movies released on DVD,
to the award-winning Roxio- and Sonic-branded CD and DVD creation, playback and backup applications that have become the premiere solutions
for consumers and business users worldwide. Sonic's AuthorScript® is the de facto standard for CD and DVD burning and formatting and has
been licensed by major software and hardware manufacturers, including Adobe, Broadcom, Microsoft, Scientific-Atlanta, Sony, and many others.
Sonic Solutions is headquartered in Marin County, California.
Sonic, the Sonic logo, Sonic Solutions, Roxio, MyDVD, CineMagic, Plug & Burn, LiveShare, Roxio Easy Media Creator, and
AuthorScript are trademarks or registered trademarks of Sonic Solutions or its subsidiaries in the United States and/or other
countries. Dolby is a trademark of Dolby Laboratories. All other company or product names are trademarks of their respective
owners and, in some cases, are used by Sonic Solutions under license. Specifications, pricing and delivery schedules are subject
to change without notice.