Mar 1, 2019
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TiVo prepares to split its business into two as it pursues sale

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DVR maker TiVo is preparing to split its company into two businesses: one, focused on its products like its Bolt family of DVRs, and the other on its licensing and intellectual property businesses. The move will help to address some of the complexities with those businesses, TiVo Interim CEO Raghu Rau, explained, which may make it more attractive to buyers.
By splitting the company into two, TiVo may be able to “facilitate strategic transactions,” with interested parties, Rau said on the company’s Q4 earnings call this week with investors.
The CEO also noted that TiVo was in active discussions with parties interested in each of its product and its IP businesses, but the overall strategic review process — which began a year ago — was taking longer than TiVo had anticipated.
“So we do agree that this process has taken longer than we had hoped, particularly because of the complexity and uniqueness of our two businesses,” Rau told investors. “We’re hoping that we’ll give you another update the next quarter based on the ongoing discussions that we are having. But beyond that, I’m not willing to put a time limit on when this will happen because the interest of the Board and the management is to ensure that we get the best outcome for the shareholders and that’s what this whole review process has been focused on,” he said.
The issue seems to be that potential acquirers may want either the licensing business or the products business, but not both.
According to a report from LightReading, that’s definitely the case with potential buyers, sources told them. In addition, TiVo was described as being reluctant to move forward on anything significant until it knew more about the outcomes of its legal battles with Comcast over licensing and patents.
Rau noted that TiVo hadn’t actually announced that TiVo is separating, only that it’s now working on the various logistics issues that have to be addressed in order to separate the business, like the preparation of historical financials, audits and understanding of tax implications.
The company also said it ruled out a “transformative acquisition” a couple of quarters into its ongoing strategic review process, which began in February 2018.
TiVo itself was acquired by Rovi Corp. for $1.1 billion in 2016, and the combined entity kept the name TiVo. The deal enhanced TiVo’s patent portfolio, and today nine of the top 10 pay TV service providers in the U.S. license its portfolio of IP, except for Comcast, whose license lapsed (which is why it’s in the courts.)
Given the relative recency of that merger, TiVo’s decision to now split the business again strongly hints that it has had trouble finding a deal for the company as it stands today.
TiVo remains a household name, thanks to its line of TiVo-branded DVRs that cater to pay TV subscribers and cord cutters alike. But the company has made some missteps along the way, as it tried to keep up with the increasingly competitive market. For instance, in an effort to differentiate itself, its newer Bolt DVR adopted an odd, angled shape that some found aesthetically displeasing. That matters, of course, because these DVRs have to be on display in your living room. (Unlike, say, Amazon’s new Fire TV Recast, which can be hidden away in a back room of the house.)
In addition, TiVo’s model, which relies on monthly subscriptions (or a larger “lifetime” fee) is harder for consumers to stomach at a time when there’s so much choice among media devices.
Combined with the larger shift away from pay TV and consumer adoption of players like Roku and Amazon Fire TV — even among pay TV subscribers — TiVo’s business is not what it once was.
The company in its earnings reported this Tuesday brought in a loss of $2.33 per share to end fiscal year 2018. In the year-ago quarter, TiVo had posted a profit of 28 cents. Its revenue for the period was $168.46 million, 21 percent down from Q4 2017, and under analysts’ estimates of $173.85 million.

DVR maker TiVo is preparing to split its company into two businesses: one, focused on its products like its Bolt family of DVRs, and the other on its licensing and intellectual property businesses. The move will help to address some of the complexities with those businesses, TiVo Interim CEO Raghu Rau, explained, which may make it more attractive to buyers.

By splitting the company into two, TiVo may be able to “facilitate strategic transactions,” with interested parties, Rau said on the company’s Q4 earnings call this week with investors.

The CEO also noted that TiVo was in active discussions with parties interested in each of its product and its IP businesses, but the overall strategic review process — which began a year ago — was taking longer than TiVo had anticipated.

“So we do agree that this process has taken longer than we had hoped, particularly because of the complexity and uniqueness of our two businesses,” Rau told investors. “We’re hoping that we’ll give you another update the next quarter based on the ongoing discussions that we are having. But beyond that, I’m not willing to put a time limit on when this will happen because the interest of the Board and the management is to ensure that we get the best outcome for the shareholders and that’s what this whole review process has been focused on,” he said.

The issue seems to be that potential acquirers may want either the licensing business or the products business, but not both.

According to a report from LightReading, that’s definitely the case with potential buyers, sources told them. In addition, TiVo was described as being reluctant to move forward on anything significant until it knew more about the outcomes of its legal battles with Comcast over licensing and patents.

Rau noted that TiVo hadn’t actually announced that TiVo is separating, only that it’s now working on the various logistics issues that have to be addressed in order to separate the business, like the preparation of historical financials, audits and understanding of tax implications.

The company also said it ruled out a “transformative acquisition” a couple of quarters into its ongoing strategic review process, which began in February 2018.

TiVo itself was acquired by Rovi Corp. for $1.1 billion in 2016, and the combined entity kept the name TiVo. The deal enhanced TiVo’s patent portfolio, and today nine of the top 10 pay TV service providers in the U.S. license its portfolio of IP, except for Comcast, whose license lapsed (which is why it’s in the courts.)

Given the relative recency of that merger, TiVo’s decision to now split the business again strongly hints that it has had trouble finding a deal for the company as it stands today.

TiVo remains a household name, thanks to its line of TiVo-branded DVRs that cater to pay TV subscribers and cord cutters alike. But the company has made some missteps along the way, as it tried to keep up with the increasingly competitive market. For instance, in an effort to differentiate itself, its newer Bolt DVR adopted an odd, angled shape that some found aesthetically displeasing. That matters, of course, because these DVRs have to be on display in your living room. (Unlike, say, Amazon’s new Fire TV Recast, which can be hidden away in a back room of the house.)

In addition, TiVo’s model, which relies on monthly subscriptions (or a larger “lifetime” fee) is harder for consumers to stomach at a time when there’s so much choice among media devices.

Combined with the larger shift away from pay TV and consumer adoption of players like Roku and Amazon Fire TV — even among pay TV subscribers — TiVo’s business is not what it once was.

The company in its earnings reported this Tuesday brought in a loss of $2.33 per share to end fiscal year 2018. In the year-ago quarter, TiVo had posted a profit of 28 cents. Its revenue for the period was $168.46 million, 21 percent down from Q4 2017, and under analysts’ estimates of $173.85 million.

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