ma(c)rovision
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EXHIBIT 99.1
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PRESS RELEASE
FOR IMMEDIATE RELEASE
MACROVISION(R) TO ACQUIRE INSTALLSHIELD(R) SOFTWARE CORPORATION
SANTA CLARA, CALIF., & SCHAUMBURG, ILL.--JUNE 16, 2004--Macrovision(R)
Corporation (Nasdaq: MVSN) today announced it has signed a definitive agreement
to acquire the assets and operations of privately-held InstallShield(R) Software
Corporation of Schaumburg, Illinois, for $76 million in a cash transaction. An
additional payment of up to $20 million is contingent upon post-acquisition
performance. InstallShield is the leading provider of software installation
tools, and has innovative solutions in deployment and update services.
This acquisition enables Macrovision to expand its product portfolio in the
Software Value Management category (see XXX.XXXXXXXXXXX.XXX/XXXXXXXXXXXXXX) and
to reach InstallShield's large software developer customer base. Macrovision
also expects to benefit from InstallShield's market leadership and strong brand
equity.
"Our software developer customers have told us that they want seamless solutions
that will allow them to price, package, protect, deliver, install and update
their software, allowing them to focus on development and release of their
products," stated Xxxx Xxxxxxx, president and CEO of Macrovision. "The combined
Macrovision and InstallShield offerings provide these Software Value Management
solutions that allow software developers to optimize revenues and assist their
customers with cost effective digital lifecycle management."
"Macrovision's acquisition of InstallShield brings together leaders in their
respective markets with complementary solutions that will deliver greater value
to customers," stated Xxxxxx Xxxxxx, CEO and co-founder of InstallShield. "We
consider Macrovision's FLEXnet(TM) platform to be the DE FACTO standard in
software licensing and InstallShield to be the DE FACTO standard in installation
tools. Together they form an invaluable combination to help software developers
and enterprise system administrators better manage the post-development software
lifecycle."
The acquisition of InstallShield is expected to close in the third quarter of
2004. The acquisition has been approved by the board of directors of each
company and is subject to various closing conditions, including expiration or
termination of the applicable waiting period under the Xxxx-Xxxxx-Xxxxxx
Antitrust Improvements Act of 1976. Macrovision expects the acquisition to be
pro forma earnings per share neutral in 2004 and to be accretive to 2005 pro
forma earnings per share.
Upon closing of the acquisition, InstallShield Software Corporation will become
part of Macrovision's Software Technologies Group. Macrovision plans to continue
full-scale development and expansion of InstallShield's existing product lines.
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KEY BENEFITS OF ACQUISITION:
The solutions of both companies will help software publishers and
enterprises maximize the value of their software throughout its lifecycle
from development through end user deployment, administration and updating;
and substantially expand Macrovision's available market. In addition,
Xxxxxxxxxxx believes that the acquisition will:
o Provide software developers with market leading solutions for all
post-development revenue generation activities, reducing
time-to-market and implementation costs
o Provide CIOs with one-stop vendor for multi-platform solutions that
manage enterprise software deployment, compliance and license
distribution
o Expand both companies' sales teams, distribution partners and
development resources.
o Increase mass and market momentum for Macrovision to accelerate
penetration of its FLEXnet platform
o Establish Macrovision as the leader in software value management tools
A Macrovision Investor/Analyst Webinar to discuss the acquisition of
InstallShield is scheduled for June 17, 2004 at 5:00 p.m. EDT. The webinar can
be accessed online at XXX.XXXXXXXXX.XXX/XX/XXXXXXXXXXX--xxxxx Meeting ID
"MVSN-IS Investor Webinar", followed by Meeting Key "687645" to attend and view
the webinar presentation. For audio dial-in, please call 0-000-000-0000 (or
international x0 000-000-0000). For web technical support during the live
webinar session, please call 0-000-000-0000 (or x0 000-000-0000 for
international participants).
The archived webinar on-demand replay will be available until June 24, 2004, on
Macrovision's website at
XXX.XXXXXXXXXXX.XXX/XXXXXXX/XXXXXXXX/XXXXXXXXX_XXXX.XXXXX.
ABOUT INSTALLSHIELD SOFTWARE CORPORATION
InstallShield Software Corporation is the acknowledged leader in software
installation, deployment packaging, and updating solutions. InstallShield has
become the standard solution for securely installing software, reaching more
than 69,000 developer organizations and 500 million computer desktops worldwide.
The company offers a wide range of products and services that provide the
successful distribution, management and setup of applications for independent
software vendors, systems administrators and end users. InstallShield was
founded in 1987, has 200 employees and is headquartered near Chicago in
Schaumburg, Ill., with European headquarters in Bristol, England. For more
information, visit XXX.XXXXXXXXXXXXX.XXX.
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ABOUT MACROVISION
Macrovision Corporation (Nasdaq: MVSN) is the market leader in electronic
licensing, copy protection, and digital rights management ("DRM") technologies.
Macrovision's FLEXnet, the world's only universal licensing platform, enables
customers to easily price, package and protect their software. More than 3000
software publishers have shipped FLEXenabled(TM) software, and hundreds of
Fortune 1000 companies use Macrovision technologies to better manage their
software licenses. The company holds over 700 software licensing, DRM and
content protection patents worldwide and has been ranked by Business 2.0 as one
of the top 100 Tech Companies for three consecutive years. Headquartered in
Santa Clara, California, Macrovision has international offices in London,
Frankfurt, Amsterdam, Tel Aviv, Tokyo, Taipei, Hong Kong and Seoul. More
information about Macrovision can be found at XXX.XXXXXXXXXXX.XXX.
This press release contains "forward-looking" statements as that term is defined
in the Private Securities Litigation Reform Act of 1995, including the
quotations attributed to Messrs. Xxxxxxx and Xxxxxx regarding the expected
benefits and synergies of the transactions. These forward-looking statements
include statements regarding the completion and financial effects of the
expected acquisition of InstallShield, the business strategies and product plans
of both companies, the advantages of the acquisition for both companies, the
features and benefits of the products of both companies, and the cooperative
efforts to be undertaken by both companies. A number of factors could cause
Macrovision's actual results to differ from anticipated results expressed in
such forward-looking statements, including the possibility that the transaction
cannot be completed; the ability of Macrovision to integrate the operations and
administration of the companies effectively and efficiently; the ability of the
companies to achieve operational and other business synergies; the risks
associated with the integration of geographically dispersed operations; the
effect of the acquisition on the suppliers, customers and other business
partners of the companies; and the costs associated with integration; and the
timely development and market acceptance of new and updated products. Other
factors are addressed in Macrovision's filings with the Securities and Exchange
Commission (available at XXX.XXX.XXX). Macrovision assumes no obligation to
update any forward-looking statements.
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INVESTOR CONTACT: MEDIA CONTACTS:
Xxx Xxxxxxx Xxxx Xxxxxx Xxxxx Xxxxxxx or Xxxxx Xxxxx
Macrovision Corporation Macrovision Corporation LaunchSquad
Phone x0 (000) 000 0000 Phone x0 (000) 000 0000 Phone x0 (000) 000-0000
XX-XXXX@XXXXXXXXXXX.XXX XXXXXXX@XXXXXXXXXXX.XXX XXXX@XXXXXXXXXXX.XXX
