| [August 15, 2011] |
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Scripps Networks Interactive and Virgin Media Agree on UKTV Transaction
KNOXVILLE, Tenn. --(Business Wire)--
Scripps Networks Interactive Inc. (NYSE: SNI) and Virgin Media (News - Alert) Inc.
(NASDAQ: VMED; LSE: VMED) have reached an agreement that will result in
Scripps Networks Interactive acquiring Virgin Media's stake in UKTV, one
of the United Kingdom's leading multi-channel television programming
companies.
Scripps Networks Interactive will pay approximately £239 million to
purchase Virgin Media's 50-percent common equity interest in the UKTV
partnership and also will pay about £100 million to acquire the
outstanding preferred stock and debt owed by UKTV to Virgin Media. BBC
Worldwide, the commercial arm and wholly owned subsidiary of the British
Broadcasting Corp. (BBC), is the other 50-percent stakeholder in UKTV.
Completion of the transaction is contingent on regulatory approvals in
the Republic of Ireland and Jersey.
"UKTV is a significant opportunity for Scripps Networks Interactive to
participate in a thriving multi-channel, dual revenue stream media
business in one of the world's largest television markets," said Kenneth
W. Lowe, chairman, president and chief executive officer of Scripps
Networks Interactive. "Making a solid investment in UKTV and entering
into a strong partnership with BBC Worldwide reinforces our core
international strategy which we believe will create significant
long-term value for our shareholders."
Related to the transaction, Scripps Networks Interactive and BBC
Worldwide are negotiating an agreement whereby, after completion, BBC
Worldwide would have the option, via a combination of cash and a package
of digital rights for UKTV, to increase its shareholding from 50 percent
to a maximum of 60 percent. Scripps Networks Interactive's existing
voting rights and Board representation would be unaffected by this
proposed arrangement, which would be subject to BBC Executive and BBC
Trust approvals.
Formed in 1997, UKTV attracts about 36 million viewers a month across
its portfolio of 10 lifestyle, entertainment and non-fiction (factual)
programming channels. UKTV brands include Home, Good Food, Dave, Watch,
GOLD, Alibi, Eden, Blighty, Yesterday and Really. UKTV also operates
complementary websites for each channel brand.
UKTV channels air award-winning shows from the BBC in addition to
original programming. All of the UKTV channels are available on Sky
Digital and Virgin Media. Dave and Yesterday also are available on
Freeview.
John Smith, chief executive, BBC Worldwide, said: "The launch of UKTV in
1997 created a new secondary platform for content from the BBC and U.K.
independents that has delivered great value back to all stakeholders. We
thank Virgin Media for the part it has played in developing the business
into one of the most successful pay TV companies in the U.K."
"We welcome Scripps Networks Interactive as our new partner and look
forward to working with them to open up further avenues to success. The
new agreement we are developing will bring benefits to UKTV's audiences
in the way they can consume content and will help to sustain UKTV's
track record of growth. It will create the opportunity to drive further
value from digital rights on behalf of our stakeholders, particularly
our shareholder, the BBC."
Neil Berkett, Virgin Media's chief executive officer, said: "We are
pleased to have reached this agreement with Scripps Networks
Interactive. This will allow us to continue to focus on providing a
transformative experience for our customers by developing our core
strategic strength - the U.K.'s leading digital network - alongside our
leading entertainment services."
About BBC Worldwide Ltd
BBC Worldwide Limited is the main commercial arm and a wholly owned
subsidiary of the British Broadcasting Corp. (BBC). The company exists
to maximize the value of the BBC's assets for the benefit of the U.K.
licence fee payer and invest in public service programming in return for
rights. The company has six core businesses: Channels, Content &
Production, Sales & Distribution, Consumer Products, Brands, Consumers &
New Ventures and Magazines, with digital ventures incorporated into each
business area. In 2010/11, BBC Worldwide generated profits of £160
million on sales of £1158 million and returned £182m to the BBC.
About Virgin Media Inc.
Virgin Media is the first provider of all four broadband TV, mobile
phone and home phone services in the U.K. The company delivers ultrafast
broadband connections to over half of all U.K. homes, with speeds up to
100Mb, and is expanding this cable network - the result of a
multi-billion pound investment - to reach thousands more people across
the country. Virgin Media has developed the most advanced interactive
television service, bringing together broadcast TV, thousands of hours
of on-demand programming and the best of the web in a single set-top box
powered by TiVo (News - Alert). The company was the first to offer HDTV and 3D on
demand to millions of U.K. households. Virgin Media also operates the
most popular virtual mobile network in the U.K. which, when launched,
was the world's first such mobile phone service. It is also one of the
largest fixed-line home phone providers in the country.
About Scripps Networks Interactive Inc.
Scripps Networks Interactive is one of the leading developers of
lifestyle-oriented content for television and the Internet, where on-air
programming is complemented with online video, social media areas and
e-commerce components on companion websites and broadband vertical
channels. The company's media portfolio includes popular U.S. lifestyle
television and Internet brands HGTV, Food Network, Travel Channel, DIY
Network, Cooking Channel and country music network Great American
Country.
Forward-looking statements
This press release contains certain forward-looking statements related
to the company's businesses that are based on management's current
expectations. Forward-looking statements are subject to certain risks,
trends and uncertainties, including changes in advertising demand and
other economic conditions that could cause actual results to differ
materially from the expectations expressed in forward-looking
statements. All forward-looking statements should be evaluated with the
understanding of their inherent uncertainty. The company's written
policy on forward-looking statements can be found on page F-3 of its
2010 Form 10-K filed with the Securities and Exchange Commission.
The company undertakes no obligation to publicly update any
forward-looking statements to reflect events or circumstances after the
date the statement is made.

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