Roxio and MGI Software have signed an agreement for Roxio to acquire MGI, a leading global provider of visual media software. Under the terms of the agreement, approximately 2.3 million shares of Roxio stock will be issued to stockholders of MGI at the close of the transaction, yielding an approximate exchange ratio of 0.05269 shares of Roxio for each share of MGI. The transaction is subject to regulatory approval in Canada and approval by MGI shareholders and is expected to close within 90 days.
The combination will result in the creation of one of the world's largest consumer digital media software companies with a product offering to include the number one selling software products for CD burning, consumer digital photo editing, consumer digital video editing and system recovery.
Roxio expects to enhance the leading position of MGI's visual editing products by integrating them into Roxio's expansive marketing and distribution network. Roxio also seeks to benefit from cross-selling and upgrade opportunities via both sets of installed customer bases.
Roxio expects MGI to contribute approximately $25 million in revenues for fiscal 2003 and to be accretive to proforma earnings based on the First Call consensus estimate for Roxio's fiscal 2003 proforma earnings of $0.94 per share. Roxio intends to leverage MGI's world-class research and development group while seeking cost efficiencies throughout the rest of the company where it overlaps with Roxio's organization.