LIBERTY
MEDIA TO ACQUIRE IDT ENTERTAINMENT
Starz’s
top premium television service to join with IDT’s animation and live action
production
and home entertainment distribution business.
Combined
company will produce content for all distribution
platforms.
Englewood,
CO and Newark, NJ – May 16, 2006---
Liberty
Media Corporation (NASDAQ:
LINTA, LCAPA)
and IDT
Corporation (NYSE:
IDT, IDT.C) announced
today that they have entered into a binding term sheet for the sale of IDT
Entertainment to Liberty Media for all of Liberty Media’s interests in IDT, $186
million in cash and the assumption of existing indebtedness. With this
acquisition, Liberty Media’s Starz Entertainment Group will have the capability
to create a wide array of CG animated and live action programming for domestic
and international distribution in all major channels, including broadcast
syndication, premium television, theatrical, and home video/DVD.
Gregory
B. Maffei, CEO of Liberty Media, said “This transaction furthers our strategy of
converting investments into strategic operating businesses that have synergies
with our current companies. IDT Entertainment and Starz is a great combination.
We have appreciated our long friendship with IDT and Howard Jonas and look
forward to the next phase of our partnership.”
“John
Malone has been a great mentor and friend. I anticipate great things from our
continuing business relationship,” said Howard Jonas, IDT’s
Chairman.
“This
is
a union of two companies that have complementary strengths and share the
entrepreneurial spirit essential for success in the rapidly changing world
of
video production and distribution,” said SEG President and CEO Robert B. Clasen.
“With the addition of the dynamic, creative team at IDT Entertainment, our
company will be positioned to capitalize fully on the opportunities afforded
by
the new era of content.”
“In
just
three years, we have built IDT Entertainment into a strong, vertically
integrated entertainment company,” said Jim Courter, IDT’s CEO. “We are
capitalizing on the value we have created in this business in order to allow
us
to generate an attractive return for our shareholders. We believe that Liberty
Media’s Starz Entertainment Group is the right company to realize IDT
Entertainment’s full potential.”
IDT
Entertainment CEO Morris Berger said, “Combining with Starz will provide new
avenues of distribution for our expanding slate of CG animated and live action
content.” IDT Entertainment Chairman Steve Brown added, “Our outstanding
creative team looks forward to bringing the IDT Entertainment experience to
millions of new viewers via the Starz services.”
On
closing, which the parties expect to occur within the next three months, Liberty
Media will pay to IDT $186 million in cash, subject to certain adjustments,
and
all of Liberty Media’s equity interests in IDT and its subsidiaries, including
approximately 17.2 million shares of IDT’s Class B common stock and Liberty
Media’s approximate 5% interest in IDT Telecom. Liberty will also assume IDT
Entertainment’s existing indebtedness. IDT will be entitled to receive
additional consideration from Liberty based upon the appreciation in value
of
IDT Entertainment over the five year period following closing. In addition,
on
closing, IDT Entertainment and Starz will enter into a five year programming
output agreement for the broadcast on Starz’s premium channels certain IDT
Entertainment’s proprietary CG animated theatrical releases and live action
programming. The transaction is subject to certain customary conditions and
contingencies, including the finalization and execution of definitive
documentation and the receipt of regulatory approvals.
Liberty
Media owns a broad range of electronic retailing, media, communications and
entertainment businesses and investments. It owns or has interests in some
of
the world's most recognized and respected brands and companies, including QVC,
Encore, Starz, IAC/InterActiveCorp, Expedia and News Corporation.
Starz
Entertainment Group LLC (SEG) is a premium movie service provider operating
in the United States. SEG offers 16 movie channels including the
flagship Starz® and Encore® brands with approximately 14.6 million and 26.4
million subscribers respectively. Starz Entertainment Group airs more than
1,000
movies per month across its pay TV channels and offers advanced services
including Starz HDTV, Starz On Demand and Vongo(SM). Starz Entertainment
Group is a wholly-owned subsidiary of Liberty Media Corporation that is
attributed to Liberty Capital Group, www.Starz.com.
IDT
Corporation, through its IDT Telecom subsidiary, is a facilities-based,
multinational carrier that provides a broad range of telecommunications services
to retail and wholesale customers worldwide. IDT Telecom, by means of its own
international telecommunications backbone and fiber optic network
infrastructure, provides its customers with integrated and competitively priced
international and domestic long distance and domestic all-distance telephony
and
prepaid calling cards. IDT Entertainment is the IDT subsidiary that is focused
on developing, acquiring, producing and distributing computer-generated and
traditionally animated productions and other productions for the film, broadcast
and direct-to-consumer markets. IDT Capital is the IDT division principally
responsible for IDT’s
initiatives in radio broadcasting, brochure distribution and new technologies.
Net2Phone, Inc., a subsidiary of IDT Corporation, is a provider of high-quality
global retail Voice over IP services and offers a fully outsourced cable
telephony service to cable operators allowing cable operators to provide
residential phone service to their subscribers. IDT Corporation’s
Class B
Common Stock and Common Stock trade on the New York Stock Exchange under the
ticker symbols “IDT”
and
“IDT.C,”
respectively.
Liberty
Media Contact: John Orr (720) 875-5622
Starz
Entertainment Contact: Tom Southwick (720) 852-5821
IDT
Contact: Gil Nielsen (973) 438-3553