Liberate Announces Dismissal of Bankruptcy Appeal and Effectiveness of Agreement for Sale of North American Business
19 January 2005 - 1:00AM
PR Newswire (US)
Liberate Announces Dismissal of Bankruptcy Appeal and Effectiveness
of Agreement for Sale of North American Business SAN MATEO, Calif.,
Jan. 18 /PRNewswire-FirstCall/ -- Liberate Technologies (Pink
Sheets: LBRT), a leading provider of software for digital cable
systems, today announced that on January 14, 2005, the U.S.
District Court for the Northern District of California issued an
order pursuant to a stipulation by the parties dismissing with
prejudice Liberate's appeal from the U.S. Bankruptcy Court for the
Northern District of California (docketed as Case No.
04-31394-TEC). As previously announced, the asset purchase
agreement pursuant to which Liberate has agreed to sell
substantially all of the assets of its North American business to
Double C Technologies, LLC, a joint venture majority owned and
controlled by Comcast Corporation with a minority investment by Cox
Communications, Inc., would only become effective upon the
dismissal of Liberate's bankruptcy appeal. Accordingly, the asset
purchase agreement and other related transaction documents became
effective as of January 14, 2005. The asset sale is subject to
Liberate shareholder approval, Hart-Scott-Rodino antitrust
approval, and other customary closing conditions. About Liberate
Technologies Liberate Technologies is a leading provider of
software for digital cable systems. Based on industry standards,
Liberate's software enables cable operators to run multiple
services -- including high-definition television, video on demand,
and personal video recorders -- on multiple platforms.
Headquartered in San Mateo, California, Liberate has offices in
Ontario, Canada, and the United Kingdom. Liberate and the Liberate
design are registered trademarks of Liberate Technologies. Other
product names used in association with these registered trademarks
are trademarks of Liberate Technologies. "Safe Harbor" Statement
under the Private Securities Litigation Reform Act of 1995 Those
statements above that involve expectations or intentions (such as
those related to the closing of the transactions contemplated by
the announced agreement) are forward-looking statements, within the
meaning of the U.S. securities laws, that involve risks and
uncertainties and are not guarantees of future performance. You are
cautioned that these statements are only predictions, and that
forward-looking statements are subject to a number of risks,
assumptions and uncertainties that could cause actual results to
differ materially from those projected in such forward-looking
statements. These risks, assumptions and uncertainties include, but
are not limited to: future decisions by the SEC or other
governmental or regulatory bodies; the vote of Liberate's
stockholders; business disruption resulting from the announcement
of the asset sale; uncertainties related to litigation; economic
and political conditions in the U.S. and abroad; and other risks
outlined in Liberate's filings with the Securities and Exchange
Commission, including the annual report on Form 10-K for the year
ended May 31, 2004 and the quarterly report on Form 10-Q for the
fiscal quarter ended November 30, 2004. All forward-looking
statements are only as of the date they are made and Liberate
disclaims any intention or obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise. LIBERATE WILL FILE A PROXY STATEMENT
AND OTHER RELEVANT DOCUMENTS CONCERNING THE PROPOSED TRANSACTION
WITH THE SECURITIES AND EXCHANGE COMMISSION. INVESTORS ARE URGED TO
READ THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE AND ANY OTHER
RELEVANT DOCUMENTS FILED WITH THE SEC BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION ON THE PROPOSED TRANSACTION. YOU WILL BE ABLE
TO OBTAIN THE DOCUMENTS FILED WITH THE SEC FREE OF CHARGE AT THE
WEB SITE MAINTAINED BY THE SEC AT WWW.SEC.GOV. IN ADDITION, YOU MAY
OBTAIN DOCUMENTS FILED WITH THE SEC BY LIBERATE FREE OF CHARGE BY
REQUESTING THEM IN WRITING FROM LIBERATE, 2655 CAMPUS DRIVE, SUITE
250, SAN MATEO, CA 94403, ATTENTION: INVESTOR RELATIONS, OR BY
TELEPHONE AT (650) 645-4000. LIBERATE AND ITS DIRECTORS AND
EXECUTIVE OFFICERS MAY BE DEEMED TO BE PARTICIPANTS IN THE
SOLICITATION OF PROXIES FROM LIBERATE'S STOCKHOLDERS. A LIST OF THE
NAMES OF THOSE DIRECTORS AND EXECUTIVE OFFICERS AND DESCRIPTIONS OF
THEIR INTERESTS IN LIBERATE IS CONTAINED IN LIBERATE'S PROXY
STATEMENT DATED SEPTEMBER 13, 2004, WHICH IS FILED WITH THE SEC.
STOCKHOLDERS MAY OBTAIN ADDITIONAL INFORMATION ABOUT THE INTERESTS
OF THE DIRECTORS AND EXECUTIVE OFFICERS IN THIS TRANSACTION BY
READING THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE. CONTACT:
Greg Wood, Chief Financial Officer, +1-650-645-4003, or ; or
Patrick Nguyen, EVP Corporate Development, +1-650-645-4004, or ,
both of Liberate Technologies. DATASOURCE: Liberate Technologies
CONTACT: Greg Wood, Chief Financial Officer, +1-650-645-4003, or ;
or Patrick Nguyen, EVP Corporate Development, +1-650-645-4004, or ,
both of Liberate Technologies Web site: http://www.liberate.com/
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