Transactions

Sale of Grouper Networks to Sony Pictures Entertainment

Sony Pictures Entertainment Acquires Grouper

Wednesday, August 23, 2006 12:01 am EST

CULVER CITY, CA - August 23, 2006 (PRNewswire) - Sony Pictures Entertainment (SPE) has acquired Grouper, the fast-growing user-generated video site on the Internet, it was announced today by Michael Lynton, SPE Chairman and Chief Executive Officer.

Grouper.com, which is the second largest independent video community, enables its members to watch, share and create video o the Web. Under the terms of the $65 million deal, the Sausalito-based company will retain its current management, working closely with a team at Sony Pictures.

"Consumers are spending more and more time on sites like Grouper, and as one of the world's largest creators of entertainment, we want to be where the audiences are," said Lynton. "This acquisition demonstrates the breadth of involvement of Sony Corporation in the field of digital online entertainment. Many people in the Grouper community use Sony cameras to create videos and Sony VAIO computers and mobile devices to store and view them. It makes sense to complete the circle by having Grouper be a part of Sony Pictures Entertainment, which itself creates so much content for people around the world.

"When you pair Grouper's innovative video sharing platform on the web and the desktop with Sony's connected devices and copyrighted media you create a dynamic and exciting environment for consumers," said Grouper CEO and co-founder Josh Felser. "We have an opportunity, as part of the Sony family, to bring together user-generated and copyrighted content across platforms and devices for the first time."

Grouper's primary mission is to give its users the flexibility to take their videos with them across site and platform. Grouper users can browse videos and easily post them to a wide variety of third-party Web sites, such as their personal pages on MySpace, Blogger and Friendster. Grouper's portability is anchored by its robust peer-to-peer video sharing network, which facilitates downloads of high quality uncut original video shared by its members. Its users can download from Grouper.com to connected mobile devices like the PSP and iPod. Grouper also provides members with easy-to-use video editing tools so that videos can be quickly uploaded from cameras, camcorders and webcams.

Lynton said that he is impressed by the experience of Grouper's managment team. "Grouper is not only one of the leaders in a new wave of content development, it is also a major innovator in empowering users to participate in a dynamic on-line community," Lynton said.

Lynton said that acquisition of Grouper is a strategice initiative in the field of digital entertainment and consistent with Sony Pictures' vision of making entertainment accessible to consumers whenever, wherever and however they want. No immediate changes are planned for the site. Over time, Lynton said there is a potential for development of ad-supported and premium content businesses. "Grouper gives us a strong platform for growth," Lynton said.

In addition, he noted that there is a value in conecting an enormous amount of imaginative content with a studio that is always interested in finding new ideas and talent for the movies, television shows and games it creates for audiences around the world. "A site like Grouper allows people to showcase their creativity to a vast audience," Lynton said. "It's like a vitual, global audition, and a great source of entertainemnt," Lynton said.

Sony Pictures Entertainment has been a longtime leader in the arena of digital entertainment. It was one of the first studios in the DVD business and the first to sell television shows online and movies for mobile devices. SPE is also one of the pioneers in digital downloading, with more than 100 of its movies available for purchase on several internet sites. Sony Pictures also includes Sony Online Entertainment, a worldwide leader in massively multiplayer online games, with hundreds of thousands of subscribers around the globe.

Case Study

Summary

- Grouper Networks is a leader in the rapidly-growing online video sharing market. Grouper members can browse videos on Grouper.com and add them to their personal pages on MySpace, Blogger and Friendster or download them to their desktop, iPod, and Sony PSP.

- Grouper was experiencing exponential growth and significant industry traction. It was approached by financial investors and strategic acquirers.

- Grouper retained Montgomery to advise on potential acquirers based on Montgomery’s domain expertise, strong industry relationships and transaction experience.

- Montgomery quickly prepared marketing materials and went out to a select number of potential strategic acquirers.  Montgomery was able to find the most valuable partner in less than two months and closed the transaction 30 days thereafter.

Montgomery created a "win-win" situation:

- Montgomery’s strong relationship with key strategic players in the online media space enabled a swift and discrete process while providing high transaction certainty.

- Montgomery was able to maximize value for Grouper’s shareholders and secure a place for Grouper management as leaders of Sony’s digital media strategy going forward.