Enters Into $715M Term Loan AgreementSignificant Milestone for Potential SeparationReaffirms 2019 Full Year Outlook
Significant Milestone for Potential Separation
Reaffirms 2019 Full Year Outlook
TiVo Corporation (NASDAQ: TIVO), TiVoCorporation (NASDAQ: TIVO), the company that brings entertainment together, today announced that on November 22, 2019, the Company entered into a new $715.0 million five year Term Loan Credit Agreement with HPS Investment Partners, LLC as administrative and collateral agent, plus a $60M Revolving Loan Credit Agreement with Morgan Stanley SeniorFunding, Inc. and Wells Fargo Bank, National Association. TiVo used the proceeds of the newTerm Loan Credit Agreement to repay loans under its existing term loan B facility and add cash to the balance sheet in anticipation of the spin-off of its Product business. TiVo Corporation intends to pay-off the remaining balance of its exiting 2020 Convertible Senior Notes when they mature with cash on hand, and the Revolving Loan Credit Agreement provides additional flexibility to facilitate the separation of the two businesses.
“This is significant progress for TiVo as we prepare for a separation of our IP Licensing andProduct businesses. Getting the right capital structure in place for both businesses was a critical factor to the separation, and the agreement we are announcing today is a major milestone towards TiVo becoming two independent businesses,” commented Dave Shull, TiVo president and chief executive officer. “We are also reaffirming the 2019 Full Year Outlook provided on our last quarterly earnings call on November 7, 2019 as the terms of the new Term Loan CreditAgreement were contemplated in providing such estimates. TiVo remains actively involved in strategic discussions, while also preparing for a separation into two independent companies byApril of 2020.”
Adeia is a leading R&D and intellectual property (IP) licensing company that accelerates the adoption of innovative technologies in the media and semiconductor industries. Adeia’s fundamental innovations underpin technology solutions that are shaping and elevating the future of digital entertainment and electronics. Adeia’s IP portfolios power the connected devices that touch the lives of millions of people around the world every day as they live, work and play. For more, please visit www.adeia.com.
This press release contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on information available to the Company as of the date hereof, as well as the Company’s current expectations, assumptions, estimates and projections that involve risks and uncertainties. In this context, forward-looking statements often address expected future business, financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “could,” “seek,” “see,” “will,” “may,” “would,” “might,” “potentially,” “estimate,” “continue,” “target,” similar expressions or the negatives of these words or other comparable terminology that convey uncertainty of future events or outcomes. All forward-looking statements by their nature address matters that involve risks and uncertainties, many of which are beyond the Company’s control, and are not guarantees of future results.
Forward-looking statements are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements and, therefore, you should not place undue reliance on any such statements and caution must be exercised in relying on forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: the Company’s ability to implement its business strategy; the Company’s ability to enter into new and renewal license agreements with customers on favorable terms; the Company’s ability to retain and hire key personnel; uncertainty as to the long-term value of the Company’s common stock; legislative, regulatory and economic developments affecting the Company’s business; general economic and market developments and conditions; the Company’s ability to grow and expand its patent portfolios; changes in technology and development of new technology in the industries in which in which the Company operates; the evolving legal, regulatory and tax regimes under which the Company operates; unforeseen liabilities and expenses; risks associated with the Company’s indebtedness; unpredictability and severity of catastrophic events, including, but not limited to, acts of terrorism or outbreak of war or hostilities, natural disasters and global health pandemics, each of which may have an adverse impact on the Company’s business, results of operations, and financial condition. These risks, as well as other risks associated with the Company’s business, are more fully discussed in the Company’s filings with the U.S. Securities and Exchange Commission (“SEC”), including the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. While the list of factors presented here is, and the list of factors presented in the Company’s filings with the SEC are, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements.
Causes of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, failure to complete licensing arrangements on anticipated terms and timeline, failure to prevail in litigation we may bring against third parties, financial loss, legal liability to third parties and similar risks, and failure to attract or retain employees, any of which could have a material adverse effect on the Company’s consolidated financial condition, results of operations, liquidity or trading price of common stock. The Company does not assume any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.
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