PSPR - CFX - ActiveVideo Acquisition:

ActiveVideo Acquisition: Arris and Charter created a joint venture to purchase ActiveVideo for $135mln, with Arris owning 65% of the jv as it becomes the sales channel for ActiveVideo’s CloudTV platform. The deal is expected to close in 2Q pending customary closing conditions. ActiveVideo is expected to operate as an independent subsidiary, and current management, including CEO Jeff Miller, will continue to lead the unit. “This is a growth-based acquisi-
tion, more than a synergies-based one. This acquisition was about investing in new software talent and skills for Arris and adding a new infrastructure for ActiveVideo to expand,” an Arris spokeswoman said. The joint venture’s board will include both Arris and Charter execs. Venture capitalist Gary Lauder, who’s on ActiveVideo’s board, is leaving, we were told. A key element of the deal is ActiveVideo’s CloudTV technology. Charter, a major ActiveVideo customer, has been touting its ActiveVideo-powered Spectrum Guide, the cloud-based advanced TV user interface. Charter is looking to launch Spectrum Guide on WorldBox, a hybrid IP/QAM video platform announced at CES in Jan, as well as legacy boxes in Charter’s footprint. Cisco is a key supplier of WorldBox through 2015. “ActiveVideo’s CloudTV platform is one of the enabling technologies behind Spectrum Guide. We have worked very closely with ActiveVideo on the develop- ment of this technology, and now, as a 35% shareholder, are uniquely positioned to support the continued innovation and marketplace adoption of ActiveVideo’s solutions,” said Charter pres/CEO Tom Rutledge in a statement. ActiveVi- deo has 39 issued and 64 pending patents on CloudTV, which will complete Arris’ cloud portfolio. The technology enables service providers, content aggregators and consumer electronics vendors to deploy new services by virtual- izing consumer premises equipment (CPE) functions in the cloud. It’s expected to allow the delivery of advanced user interfaces, online content and interactive advertising for TV and across platforms. ActiveVideo’s patents are litigation- proved. Verizon settled with ActiveVideo in a fight over interactive TV and on-demand patents a few years ago, paying the company $260mln. The deal also extends Charter’s relationship with Arris, a key provider of both infrastructure and consumer premises equipment for Charter. ActiveVideo’s other MSO customers include Cablevision, Liberty Global and Time Warner Cable, meaning the joint venture will allow Arris to work more closely with the top pay-TV provid- ers as they go through several pending mergers, including the Comcast-TWC deal and Charter’s proposed takeover of Bright House. The deal also came as Charter continues its all-IP transition. “Arris and Charter are paving the way for an all IP network migration and enabling the software-defined TV experience that will deliver the unified, next-gen content experiences that today’s consumers demand,” Arris chmn/CEO Bob Stanzione said.