The deal will effectively scrap TiVo’s earlier announced move to split its product and licencing divisions into two separate companies.
The company will adopt the Xperi name, but continue to sell products under the TiVo branding while Xperi’s DTS, HD Radio and IMAX Enhanced brands will also remain intact.
While the company will be known as Xperi, TiVo shareholders will be in the majority at 53.5% with Xperi shareholders owning 46.5% of the new business.
Between them, Xperi and TiVo own more than 10,000 patents and applications, with a press release saying that there is “minimal overlap” and that it will create “one of the largest licensing companies in the world.”
Dave Shull, TiVO CEO, said: “TiVo’s management team and board have engaged in a comprehensive review of TiVo’s businesses over the past year, and we are confident that this combination with Xperi is the right path forward for all our stakeholders. While we previously planned to separate our product and IP licensing businesses in April 2020, we believe today’s combination with Xperi will enable us to create even more value for our shareholders in both the near and long term by allowing each to go to market with greater financial and operational scale.”
Jon Kirchner, CEO of Xperi added: “This landmark combination brings together two highly complementary companies poised to set the industry standard for user experiences across the digital value chain. Together, we will be able to integrate TiVo’s leading content aggregation, metadata, discovery, and recommendation capabilities with our home, automotive, and mobile technology solutions to help our customers create experiences that excite and delight consumers.
“Additionally, the combined company will continue to unlock the value of our strategic and sizable patent portfolios by bringing together our deep industry expertise and powerful innovation engines. Through greater scale and diversity, we will deliver attractive and sustainable long-term cash flow and shareholder value.”
Following the completion of the transaction – expected to be in the first half of 2020 – Kirchner will serve as the CEO while Shull will take up the role of strategic advisor. Xperi CFO Robert Andersen will assume the role of the new company. The company’s board will have seven directors, with three appointed by each company.
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