Kudelski committed to OpenTV

From Colin Mann in Geneva

Senior executives from the Kudelski Group have reiterated the company's commitment to OpenTV, despite its failure to take control of convergent media solutions provider.

Kudelski has made a non-binding proposal to acquire all of the Class A ordinary shares of OpenTV not currently owned by Kudelski or its affiliates, for $1.35 per share in cash. A Special Committee of the Board of Directors of OpenTV rejected what it described as an "unsolicited proposal" and inadequate, not being in the best interests of the Company and its stockholders. The Special Committee said it had reached its

conclusion after careful consideration, including a thorough review of OpenTV's business and prospects, and other factors, with its independent financial advisor, UBS.

At the time, Kudelski said it continued to firmly believe that its proposal would deliver superior value to OpenTV shareholders relative to other options currently available to them as stockholders of OpenTV as a stand-alone entity, and said it would advocate through its board representation that OpenTV substantially increase its investment in next-generation solutions, mainly organically but also potentially through acquisitions.

Yves Pitton, senior vice president and head of corporate development, Nagravision, said the rejection didn't change the fact that Nagravision was collaborating with OpenTV as it had been previously. "We have been working over the last six months on daily business activities as we did in the past and it will go on like this," he told a press briefing at the company's Cheseaux, Switzerland headquarters. "We're not interested in selling our stake," he said. "If nothing is done, we really think that OpenTV is at risk. Investments have to be made; things have to change." It was best if this could be done by acquiring 100% of the shares, but there were other ways. "With the voting rights we have, we can enforce changes, particularly in terms of investment for the next generation of products." Kudelski has 74.7 per cent of OpenTV's voting shares, and a 26.7 per cent equity stake

His comments were subsequently reinforced by André Kudelski, Chairman and CEO, who said that his company would continue to find ways to safeguard the company's future.

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