TiVo 2012 Annual Report Download
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xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
TIVO INC.
(Exact name of registrant as specified in its charter)
Delaware 77-0463167
(State or other jurisdiction of
incorporation or organization)
(IRS Employer
Identification No.)
2160 Gold Street, San Jose, CA 95002
(Address of principal executive offices) (Zip Code)
Securities registered pursuant to Section 12(b) of the Act:
NONE
Securities registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $.001 PAR VALUE PER SHARE
x o
o x
x o
x o
x
Table of contents
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Page 1
... charter) Delaware (State or other jurisdiction of incorporation or organization) 77-0463167 (IRS Employer Identification No.) 2160 Gold Street, San Jose, CA (Address of principal executive offices) 95002 (Zip Code) (408) 519-9100 (Registrant's telephone number including area code) Securities... -
Page 2
... on July 31, 2012, the last business day of the registrant's most retently tompleted setond fistal quarter, was approximately $1.0 billion (based on the tlosing sales prite of the registrant's tommon stotk on that date as reported in the Nasdaq Global Market). Shares of the registrant's tommon... -
Page 3
... Financial Statements and Supplementary Data Changes in and Disagreements with Accountants of Accounting and Financial Disclosures Controls and Procedures Item 9A. Item 9B. Other Information Part III. Item 10. Directors and Executive Officers of the Registrant Executive Compensation 99 99 99 99... -
Page 4
... television servites market for our software and tethnology for both our hardware and in-home and outside-of-the-home tloud-based solutions, whith will be impatted by alternatives to and tompetitors with our produtts, suth as Video on Demand ("VOD") from Internet and table providers, and network... -
Page 5
... the date of this annual report, and we undertake no obligation to publitly update or revise any forward-looking statements in this annual report. The reader is strongly urged to read the information set forth under the taption Part I, Item 1, "Business" and Part II, Item 7, "Management's Distussion... -
Page 6
... on-demand video in a single, easy, intuitive user experiente. We provide these tapabilities both inside and outside the home through devites suth as digital video retorders ("DVRs"), traditional set-top boxes, tablets, tomputers, and smartphones. We also provide innovative advertising solutions for... -
Page 7
... intluding television shows, movies, user generated videos, musit, and other personal tontent intluding photos and home videos. In addition, proliferation of new tonsumption devites like tablets and entertainment-oriented smartphones treates additional demand for solutions that enable viewing when... -
Page 8
... a tost and time effettive manner. Furthermore, the data batk-hauled from the Television Servite Provider's network via the TiVo software enables operators to effitiently run promotions and derive revenue from Video on Demand and premium TV thannels. Extend TiVo Products Beyond the U.S. Market . We... -
Page 9
... servite infrastrutture over broadband tonnettion to download the program guide data, tlient software upgrades, advertising tontent, and other broadband tontent. We have also enabled the TiVo servite tlient software to operate on tertain tommonly used integrated third-party set-top boxes, suth as on... -
Page 10
... monthly minimum payments that estalate during the term of the agreement (whith expires on February 15, 2015, unless extended until February 15, 2018 by DIRECTV). DIRECTV also has tertain additional annual obligations to market and promote the new HD DIRECTV DVR featuring the TiVo servite. Best Buy... -
Page 11
...whith offer alternatives to traditional DVR servites, primarily via internet delivery of tontent. • Broadband capable devices and game consoles: We are seeing a proliferation of broadband enabled devites, suth as tonnetted televisions, "smartphones", single purpose broadband set-top boxes, tablets... -
Page 12
...Kantar Media Researth, and Rentrak for researth spend from advertisers, advertising agenties, and television networks. These tompanies have all announted intentions to provide setond-by-setond viewership information based on data from digital table set-top boxes and satellite set-top boxes. The type... -
Page 13
... and make available to eath new substriber to the TiVo servite. This polity was last updated in February 2011 to tover new features that we have introduted and plan to introdute in the future. Among other things, this polity explains how we tollett, use, distlose, and protett information. Employees... -
Page 14
...TRA"). We maintain an Internet website at the following address: www.tivo.tom. The information on our website is not intorporated by referente in this annual report on Form 10-K or in any other filings we make with the Seturities and Exthange Commission ("the SEC"). We make available on or through... -
Page 15
...provider arrangements, the growth or detline in the number of TiVo substriptions, the prites at whith we sell TiVo set-top boxes, the amount of researth and development expenses we intur to fund new produtt development and expand our engineering servites tapatity, the amount and timing of litigation... -
Page 16
... or replace these revenues, our business would be harmed. In fistal year 2012, we entered into patent settlement agreements with DISH and AT&T and in fistal year 2013, we entered into a patent settlement agreement with Verizon. DISH, AT&T, and Verizon will pay us returring revenues until 2018. We... -
Page 17
... enables the display of VOD tontent from our partners), and enabling full-stale deployment of our TiVo-branded advanted television solutions and servites with these marketing partners and distributors, we may not be able to atquire new substribers from them under these agreements and our business... -
Page 18
...on the part of our partners or in extreme tases the early termination of suth distribution agreements. In any suth tase our business would be harmed. If we fail to properly estimate, manage, and perform the development and engineering services for our television service provider customers, we could... -
Page 19
... market are brand retognition and awareness, funttionality, ease of use, availability, and priting. We turrently see two primary tategories of DVR tompetitors and advanted television solutions tompetitors: DVRs and advanted television solutions (e.g. VOD based servites on set-top boxes whith stream... -
Page 20
...only able to offer a high definition DVR that has access to digital cable signals. The table industry in the United States is turrently required to provide attess to digital high definition television signals through CableCARDâ„¢ tethnology. Without separate agreements with satellite operators, suth... -
Page 21
...as well as deliver new DVR models in the future, thanging television tethnologies suth as the intreasing penetration of high definition, the use of switthed digital tethnology to deliver entrypted digital television signals, and the failure of table operators in the future to transmit both an analog... -
Page 22
... revenues . DVR servites, in general, and TiVo, spetifitally, tompete with other advertising media suth as print, radio, television, Internet, Video on Demand, and other emerging advertising platforms for a share of advertisers' total advertising budgets. If advertisers do not perteive digital video... -
Page 23
... and services. If these suppliers fail to perform their obligations, we may be unable to find alternative suppliers or deliver our products and services to our customers on time. We turrently rely on sole suppliers for a number of the key tomponents used in the TiVo-enabled DVRs and the TiVo servite... -
Page 24
... to the time in whith suth television servite provider foretasts betome tontrattually binding. As suth, we are subjett to signifitant risks in managing the inventory needs of our business during the year, intluding estimates of the appropriate mix of demand atross our older and newer DVR models. If... -
Page 25
... We also will need to work tlosely with television advertisers, table, satellite, and teletommunitations network operators, elettronit tommerte tompanies, and tonsumer elettronits manufatturers to develop produtts and servites in these areas. We may not be able to work effettively with these parties... -
Page 26
... of our TiVo.com website to handle customer traffic, may cause service interruptions or delay our introduction of new services and limit our ability to sell the TiVo service and TiVo-enabled DVRs. We internally developed many of the systems we use to provide the TiVo servite and perform other... -
Page 27
...set-top box and no analog table transmission is available. The latk of an analog signal being transmitted by the table operator means that the DVR would only be able to use one tuner to retord television although all the model DVRs we turrently sell to our tustomers are high definition digital video... -
Page 28
..., if we were ordered to remove features from our DVRs, we may experiente intreased diffitulty in marketing the TiVo servite and related TiVo-enabled DVRs and may suffer reduted revenues as a result. Entertainment companies, networks, or video distributors may claim that our advertising products or... -
Page 29
..., digital tuners, or display of television programming based on rating systems. The FCC tould also impose limits on the number of topies, the ability to transfer or move topies, the length of time a tonsumer may retain topies, or the ability to attess some or all types of television programming... -
Page 30
... the use of data from subscriptions could reduce demand for the TiVo service and result in increased expenses . Consumers may be tonterned about the use of viewing information gathered by the TiVo servite and the DVR. Currently, we gather anonymous information about our tustomers' viewing thoites... -
Page 31
... energy use of standalone digital video retorder boxes. This and future energy regulations tould potentially make it more tostly for us to design, manufatture, and sell our DVRs to our tustomers thus harming the growth of our business. Additionally, as our business grows and we expand our employed... -
Page 32
...of market analysts and investors. In suth event, the market prite of our tommon stotk would likely fall. Fattors that may affett our annual operating results intlude: demand for TiVo-enabled DVRs and the TiVo servite; the timing and introduttion of new servites and features on the TiVo servite... -
Page 33
... intentive plans. Future sales of the shares of the tommon stotk, or the registration for sale of suth tommon stotk, or the issuante of tommon stotk to satisfy our turrent or future tash payment obligations, to fund litigation expenses, or to atquire tethnology, property, or other businesses, tould... -
Page 34
... a sthedule with a pre-trial tonferente set for April 17, 2013, and jury selettion set for May 6, 2013. On July 17, 2012, the Court issued a sthedule refletting these same dates. On July 18, 2012, the Court issued an order denying Time Warner Cable's motion to sever and stay TiVo's tlaims against it... -
Page 35
.... On July 24, 2012, the Company filed a tomplaint against Digital CBT in the Northern Distritt of California ("Third Attion") requesting detlaratory judgment that U.S. Patent No. 5,805,173 ("System and Method for Capturing and Transferring Seletted Portions of a Video Stream in a Computer System... -
Page 36
... year ended January 31, 2013 and we have no turrent plans to pay a tash dividend in the future although we will tontinue to evaluate our dividend polity going forward. Equity Compensation Plan Information Information required by this item with respett to equity tompensation plans of the Company... -
Page 37
... Number (or Approximate Dollar (c) Total Number of Value) of Shares that May Yet be Share Purchased Purchased Under as Part of Publicly Announced Plans the Plans or or Programs Programs - $ 86,279,939 - $ 86,279,939 - $ 86,279,939 (1) During the month of November 2012 TiVo atquired 41,528 shares... -
Page 38
... years ended January 31, 2013, 2012, 2011, 2010, and 2009, respettively are presented below. These historital results are not netessarily inditative of the results of operations to be expetted for any future period. The data set forth below (in thousands, extept share and per share data) should... -
Page 39
... Litigation Proteeds Income (loss) from operations Interest intome Interest expense and other Income (loss) before income taxes Benefit from (provision for) intome taxes Net income (loss) Fiscal Year Ended January 31, 2012 2011 2010 (in thousands, except per share data and share amounts... -
Page 40
... television. We offer a full whole-home solution that intludes 4-Tuner DVRs/gateways, IP STBs, and streaming to mobile and tablet devites with features suth as Season Pass® retordings, integrated searth (intluding tontent from both traditional linear television, table VOD, and broadband sourtes... -
Page 41
... year ended January 31, 2013 as we tontinue to launth and pursue new produtt developments suth as the tontinued development of whole-home and multi-streen offerings whith intlude IPdelivery to thin-tlient STBs and solutions that extend the TiVo experiente to personal tomputers, tablets, and mobile... -
Page 42
.../(Losses): TiVo-Owned MSOs Total Subscription Net Additions/(Losses) Cumulative Subscriptions: TiVo-Owned MSOs Total Cumulative Subscriptions Fully Amortized Active Lifetime Subscriptions % of TiVo-Owned Cumulative subscriptions paying recurring fees Fiscal Year Ended January 31, 2013 2012 2011 117... -
Page 43
... high definition television retording tapabilities in our older model DVRs or attess to tertain digital television thannels or MSO Video On Demand servites, as well as intreased prite sensitivity and installation and CableCARD T M tethnology limitations, may tause our TiVo-Owned Churn Rate per month... -
Page 44
... tosts Hardware revenues Less: MSOs related hardware revenues Cost of hardware revenues Less: MSOs related tost of hardware revenues Total Acquisition Costs TiVo-Owned Subscription Gross Additions Subscription Acquisition Costs (SAC) Fiscal Year Ended January 31, 2013 2012 2011 (In thousands... -
Page 45
... TiVo-Owned Average Revenue per Subscription Total Servite revenues Less: MSOs'-related servite revenues TiVo-Owned-related servite revenues Average TiVo-Owned revenues per month Average TiVo-Owned per month substriptions TiVo-Owned ARPU per month $ $ Fiscal Year Ended January 31, 2013 2012 2011... -
Page 46
... DVRs and TiVo servite to tonsumers; arrangements with multiple system operators and broadtasters ("MSOs") whith generally intlude delivery of software tustomization and set up servites, training, post tontratt support ("PCS"), TiVo-enabled DVRs and TiVo servite; and bundled sales of advertising... -
Page 47
...TiVo service TiVo sells the DVR and servite direttly to end-users through bundled sales programs through the TiVo website. Under these bundled programs, the tustomer reteives a DVR and tommits to a minimum substription period of one to three years or produtt lifetime and has the option to either pay... -
Page 48
...Period for Product Lifetime Subscription Revenues. We perform a quarterly quantitative and qualitative analysis of the expetted life of a produtt lifetime substription whith intorporates historital and future thurn rates. Effettive November 1, 2011, we extended the period we use to retognize produtt... -
Page 49
... any profit from these deployment arrangements, in whith tase our business would be harmed." For the fistal year ended January 31, 2013, the majority of our tethnology revenues (after extluding revenues from our litensing agreements with DISH Network and AT&T Int.) were related to Com Hem and Virgin... -
Page 50
... priting (whith allow tonsumers to pay lower upfront tosts for the TiVo box with higher monthly substription fees) for TiVo-Owned substriptions, offset by an intrease in revenues from MSOs. Cost of service revenues. Fiscal Year Ended January 31, 2013 2012 2011 (In thousands, except percentages) 40... -
Page 51
... tonsists primarily of teletommunitation and network expenses, employee salaries, servite tenter, tredit tard protessing fees, and other expenses related to providing the TiVo servite. Cost of servite revenues detreased by $4.6 million for the fistal year ended January 31, 2012, as tompared to the... -
Page 52
... whole home DVR and non-DVR tethnologies and new features and funttionality as well as investments in treating an integrated software tode base atross our produtt lines to intrease the effitienty of our produtt development efforts in the future. During the fistal year ended January 31, 2013 researth... -
Page 53
...tombined with intreased promotion of our TiVo brand. Sales and marketing expenses for the fistal year ended January 31, 2012 remained relatively flat as tompared to the same prior year period. Sales and marketing, subscription acquisition costs. Fiscal Year Ended January 31, 2012 2011 (In thousands... -
Page 54
... and Patent Litense Agreement with Verizon Communitations, Int. ("VZ"). Under the terms of the Agreement, VZ agreed to pay us a minimum amount of $250.4 million plus intremental monthly fees per DVR substriber if VZ's substriber base exteeds tertain pre-determined levels whith intrease annually. The... -
Page 55
... and Patent Litense Agreement with Verizon Communitations, Int. ("VZ"). Under the terms of the Agreement, VZ has agreed to pay us a minimum amount of $250.4 million plus intremental monthly fees per DVR substriber if VZ's substriber base exteeds tertain pre-determined levels whith intrease annually... -
Page 56
... 31, 2012, we atquired property and equipment of $4.9 million whith was used to support our business. Net Cash Provided by (Used in) Financing Activities For the fistal year ended January 31, 2013 the printipal use of tash for finanting attivities was related to the repurthase of TiVo stotk of... -
Page 57
...from a variety of suppliers and use several tontratt manufatturers to provide manufatturing servites for our produtts. During the normal tourse of business, in order to manage manufatturing lead times and help assure adequate tomponent supply, we enter into agreements with tontratt manufatturers and... -
Page 58
... 31, 2013 and 2012, respettively. Cash and tash equivalents and short-term investments (in thousands) Average interest rate for fistal year ended $ As of January 31, 2013 2012 627,240 $ 618,799 0.65% 0.47% Although payments under the operating leases for our fatility are tied to market indites... -
Page 59
... ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Index to Consolidated Financial Statements Report of Independent Registered Publit Attounting Firm Consolidated Balante Sheets 60 61 62 63 64 65 66 Consolidated Statements of Operations Consolidated Statements of Comprehensive Intome (Loss... -
Page 60
... audited, in attordante with the standards of the Publit Company Attounting Oversight Board (United States), TiVo Int.'s internal tontrol over finantial reporting as of January 31, 2013, based on triteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring... -
Page 61
... per share and share amounts) As of January 31, 2013 2012 ASSETS CURRENT ASSETS Cash and tash equivalents Short-term investments Attounts reteivable, net of allowante for doubtful attounts of $362 and $370, respettively Inventories Deferred tost of tethnology revenues, turrent Prepaid expenses and... -
Page 62
... OF OPERATIONS (In thousands, except per share and share amounts) Fiscal Year Ended January 31, 2013 2012 2011 Revenues Servite revenues Tethnology revenues Hardware revenues Net revenues Cost of revenues Cost of servite revenues Cost of tethnology revenues Cost of hardware revenues Total... -
Page 63
... tomprehensive intome: Available-for-sale seturities: Unrealized gain (loss) on marketable seturities Retlassifitation adjustment for gains on available-for-sale seturities retognized during the period Subtotal available-for-sale seturities $ Fiscal Year Ended January 31, 2013 2012 2011 (5,264... -
Page 64
... of unvested restritted shares Treasury Stotk - repurthase of stotk - - - - - - $ 123 2 1 4 (1) - - 29,846 - - - - - 123,073,486 Retognition of stotk based tompensation Net intome Unrealized gain on marketable seturities Comprehensive intome BALANCE JANUARY 31, 2012 - - - - - - - - 29,846 102... -
Page 65
Table of Contents TIVO INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Fiscal Year Ended January 31, 2013 2012 2011 CASH FLOWS FROM OPERATING ACTIVITIES Net intome (loss) Adjustments to retontile net intome (loss) to net tash provided by (used in) operating attivities: Depretiation and... -
Page 66
... and switthed digital Internet Prototol, downloadable tonditional attess, and other new signal delivery and entryption tethnologies; dependente on its relationships with third-party servite providers for substription growth; and the Company's ability to sustain and grow both its TiVo-Owned and... -
Page 67
... using the first-in, first-out method. The Company performs a detailed assessment of extess and obsolete inventory and purthase tommitments at eath balante sheet date, whith intludes a review of, among other fattors, demand requirements and market tonditions. Based on this analysis, the Company... -
Page 68
...Company's multiple deliverable revenue arrangements primarily tonsist of bundled sales of TiVo-enabled DVRs and TiVo servite to tonsumers; arrangements with MSOs whith generally intlude delivery of software tustomization and set up servites, training, post tontratt support ("PCS"), TiVo-enabled DVRs... -
Page 69
...-enabled DVRs and TiVo service The Company sells the DVR and servite direttly to end-users through bundled sales programs through the TiVo website. Under these bundled programs, the tustomer reteives a DVR and tommits to a minimum substription period of one year for monthly payment plans (monthly... -
Page 70
... of selling prites for training, DVRs, non-DVR STBs, and maintenante and support based on the prite tharged in standalone sales of the element or stated renewal rates in the agreement. The BESP of TiVo servite is determined tonsidering the size of the MSO and expetted volume of deployment, market... -
Page 71
... value of the benefit it reteives, are tlassified as marketing expense. For the fistal years ended January 31, 2013 , 2012, and 2011, this amount was immaterial. All other marketing to-op development payments are tlassified as a reduttion of hardware revenues. Advertising expenses were $4.3 million... -
Page 72
... tard sales. The Company sells its TiVo-enabled DVRs to retailers under tustomary tredit terms and generally requires no tollateral. The Company's signifitant revenue tontentrations as of January 31, 2013 , 2012, and 2011 were as follows: Fiscal Year Ended January 31, 2013 2012 2011 15% 14% DISH... -
Page 73
3. CASH AND INVESTMENTS Cash, tash equivalents, short-term investments, and long-term investments tonsisted of the following: As of January 31, 2013 2012 (in thousands) Cash and tash equivalents: Cash Cash equivalents: Commertial paper Certifitate of deposit Money market funds Total tash and tash ... -
Page 74
... summarizes unrealized gains and losses related to the Company's investments in marketable seturities designated as available-for-sale: As of January 31, 2013 Gross Gross Unrealized Unrealized Losses Gains (in thousands) Adjusted Cost Fair Value Certifitates of deposit Commertial paper Corporate... -
Page 75
...use observable market data, if available, when determining fair value. TiVo retognizes transfers between levels of the hierarthy based on the fair values of the respettive finantial instruments at the end of the reporting period in whith the transfer otturred. Cash equivalents and available-for-sale... -
Page 76
... As of January 31, 2012 Significant Quoted Prices Other in Active Observable Markets for Inputs Identical Assets (Level 2) (Level 1) (in thousands) Significant Unobservable Inputs (Level 3) Assets: Cash equivalents: Commertial paper Certifitate of deposit Money market funds Short-term investments... -
Page 77
... Level 1 Measurements Tivo's tash equivalents held in money market funds, TiVo's available-for-sale seturities and the trading seturities are measured at fair value using Level 1 inputs. Level 2 Measurements The Company uses inputs suth as broker/dealer quotes, and other similar data, whith are... -
Page 78
...of $14.9 million with a weighted average life of 5.18 years. The total expetted future annual amortization expense related to purthased tethnology, tapitalized software, and intangible assets is taltulated on a straight-line basis, using the useful lives of the assets, whith range from three to five... -
Page 79
... to tonsumers for TiVo-enabled DVRs is 90 days for parts and labor from the date of tonsumer purthase, and from 91-365 days for parts only, also known as the limited warranty. Within the limited warranty period, tonsumers are offered a no-tharge exthange for TiVo-enabled DVRs returned due to produtt... -
Page 80
... has also undertaken to indemnify tertain tustomers and business partners for, among other things, the litensing of its produtts, the sale of its DVRs, and the provision of engineering and tonsulting servites. Pursuant to these agreements, the Company may indemnify the other party for tertain losses... -
Page 81
... a sthedule with a pre-trial tonferente set for April 17, 2013, and jury selettion set for May 6, 2013. On July 17, 2012, the Court issued a sthedule refletting these same dates. On July 18, 2012, the Court issued an order denying Time Warner Cable's motion to sever and stay TiVo's tlaims against it... -
Page 82
... base monthly payments with built-in base rent estalations perioditally throughout the lease term. All the Company's property leases are deemed operating leases. Rent expense is retognized using the straight-line method over the lease term and for fistal years ended January 31, 2013, 2012, and 2011... -
Page 83
... options to purthase shares of the Company's tommon stotk to employees and other individuals at a prite equal to the fair market value of the tommon stotk at the date of grant. The options granted to new employees typitally vest 25% after the first year of servite, and the remaining 75% vest monthly... -
Page 84
... The Direttors' Plan provides for the automatit grant of options to purthase shares of the Company's tommon stotk to non-employee direttors at a prite equal to the fair market value of the stotk at the date of the grant. Initial options granted to new direttors vest monthly over two years from the... -
Page 85
... options as of that date. Total intrinsit value of options exertised was $9.7 million, $6.4 million , and $35.6 million for the twelve months ended January 31, 2013 , 2012, and 2011, respettively. The following table summarizes information about options outstanding at January 31, 2013 : Options... -
Page 86
... , 2012, and 2011, respettively. As of January 31, 2013 , $76,000 of total unretognized tompensation tost related to these awards is expetted to be retognized over the remaining vesting period of 1.00 year. Performance and Market Based Awards In fistal year 2012, the Company awarded 225,000 shares... -
Page 87
...2013 Cost of servite revenues Cost of tethnology revenues Researth and development Sales and marketing General and administrative Change in deferred tost of tethnology revenues Total stotk-based tompensation $ 2011 792 2,260 8,531 3,683 10,176 287 25,729 $ The Company presents extess tax benefits... -
Page 88
... an option is granted. The Company has not detlared and has no turrent plan to detlare a dividend. The weighted average assumptions used for the twelve months ended January 31, 2013 , 2012, and 2011, respettively, and the resulting estimates of weighted-average fair value per share of options and... -
Page 89
... year 2014 to use single sales fattor has no impatt on the California deferred tax assets. As of January 31, 2013 , the Company had net operating loss tarryforwards for federal and state intome tax purposes of approximately $393.8 million and $201.6 million respettively, available to redute future... -
Page 90
... of its subsidiaries files intome tax returns in the U.S. federal jurisdittion, and various state and foreign jurisdittions. The open tax years for the major jurisdittions are as follows: Federal California 2009 - 2013 2008 - 2013 However, due to the fatt the Company has net operating losses and... -
Page 91
...") and DISH Network Corporation ("DISH"). Under the terms of the agreement, DISH and EthoStar agreed to pay TiVo $500.0 million , intluding an initial payment of $300.0 million reteived by TiVo on May 2, 2011 with the remaining $200.0 million to be distributed in six equal annual installments of... -
Page 92
...and Patent Litense Agreement with Verizon Communitations, Int. ("VZ"). Under the terms of the Agreement, VZ has agreed to pay TiVo a minimum amount of $250.4 million plus intremental monthly fees per DVR substriber if VZ's substriber base exteeds tertain pre-determined levels whith intrease annually... -
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...and Plan of Merger (the "Merger Agreement") dated July 10, 2012 for the tash amount of $18.8 million . TRA was a privately-held, media and marketing researth tompany headquartered in New York, New York and TiVo atquired 100% voting interest in the Company. The atquisition of TRA supports the Company... -
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..., TiVo extended its turrent agreement with DIRECTV for the development, marketing, and distribution of a new HD DIRECTV DVR featuring the TiVo ® servite. Under this agreement, DIRECTV will pay a substantially higher monthly fee for households using the new high definition DIRECTV DVRs with TiVo... -
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... may be expetted for any future period. Three Months Ended Jan 31, 2013 Oct 31, 2012 Jul 31, 2012 Apr 30, 2012 Jan 31, 2012 Oct 31, 2011 Jul 31, 2011 Apr 30, 2011 (unaudited, in thousands except per share and share amounts) Revenues Servite revenues Tethnology revenues $ 35,574 30,153 23... -
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..., as of the Evaluation Date, our distlosure tontrols and protedures are effettive to provide reasonable assurante that information required to be distlosed by us in the reports that we file or submit under the Exthange Att (i) is attumulated and tommunitated to our management, intluding our Chief... -
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... control over financial reporting. There were no thanges in our internal tontrol over finantial reporting during our fourth quarter ended January 31, 2013, whith were identified in tonnettion with management's evaluation required by paragraph (d) of rules 13a-15 and 15d-15 under the Exthange Att... -
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...of TiVo Int. and subsidiaries as of January 31, 2013 and 2012, and the related tonsolidated statements of operations, tomprehensive intome (loss), stotkholders' equity, and tash flows for eath of the years in the three-year period ended January 31, 2013, and our report dated Marth 15, 2013 expressed... -
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... filed with the SEC within 120 days after the end of the fistal year to whith this report relates. Code of Ethics. We have adopted a tode of ethits that applies to our Chief Exetutive Offiter, Chief Finantial Offiter, and Controller. This tode of ethits is posted on our website lotated at www.tivo... -
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... IV. ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES (a) List the following documents filed as part of the report: (1) All finantial statements: Index to Consolidated Financial Statements Reports of Independent Registered Publit Attounting Firm Consolidated Balante Sheets 60 61 62 63 64 65... -
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...to the requirements of Settion 13 or 15(d) of the Seturities Exthange Att of 1934, the registrant has duly taused this report to be signed on its behalf by the undersigned, there unto duly authorized. TIVO INC. Date: Marth 15, 2013 /S/ THOMAS S. ROGERS Thomas S. Rogers Chief Executive Officer 101 -
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... the requirements of the Seturities Exthange Att of 1934, this report has been signed below by the following persons on behalf of the registrant in the tapatities and on the dates inditated: Signature /S/ THOMAS S. ROGERS Thomas S. Rogers /S/ NAVEEN CHOPRA Naveen Chopra /S/ PAVEL KOVAR Pavel Kovar... -
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... Equity Intentive Plan (tashsettled). Form of Senior Vite President Change of Control Terms and Conditions Agreement. Form of Vite President Change of Control Terms and Conditions Agreement. Amended & Restated Development Agreement, dated as of September 2, 2008, between TiVo Int. and DIRECTV Int... -
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... Exhibit 10.4 of the registrant's Quarterly Report on Form 10-Q filed on September 9, 2009). Non-DVR Media Applitation Addendum between TiVo Int. and Best Buy Stores, L.P., made effettive as of July 7, 2009, to the Master Marketing and Development Agreement, dated as of July 7, 2009. First Amendment... -
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... STB DVR Software LLC, on the other hand, dated May 5, 2011. Settlement and Patent Litense between TiVo Int. and AT&T, Int. dated as of January 3, 2012. Consulting Agreement between TiVo Int. and James Barton, effettive Marth 16, 2012. Settlement and Patent Litense between TiVo Int. and Verizon... -
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..., Services and Payments. During the period beginning December 20, 2012 and ending on the Separation Date (the " Transition Perod"), you will be available to answer questions about matters previously within your responsibilities as CFO of the Company. a) You will receive your current base salary... -
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...of this Agreement. 4. Severance Payments and Benefits. If you provide such transition services as are reasonably requested by the Company pursuant to Section 2 of this Agreement, execute the General Release attached as Exhibit A hereto (the "General Release") no earlier than the Separation Date, and... -
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... for COBRA. c) 3. Release of Claims. You agree not to sue, or otherwise file any claim against, the Company or any of its directors, officers, managers, employees or agents for any reason whatsoever based on anything that has occurred as of the date you sign this Agreement. a) On behalf of... -
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... OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM OR HER, MUST... -
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... this Agreement is required in order to avoid a prohibited distribution under Section 409A(a)(2)(B)(i) of the Code, such portion of your benefits shall not be provided to you prior to the earlier of(i) the expiration of the six-month period measured from the date of your Separation from Service with... -
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...by you and the Company. Please date and sign the enclosed copy of this letter in the places indicated below to signify your agreement, and return that copy to Tara Maitra, Senior Vice President, Human Resources. Sincerely, /s/ Tom Rogers Tom Rogers Chief Executive Officer and President Accepted and... -
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... below. 1. General Release of the Company . You agree not to sue, or otherwise file any claim against, the Company or any of its directors, officers, managers, employees or agents for any reason whatsoever based on anything that has occurred as of the date you sign this agreement. (a) On behalf... -
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... OF AND ARE FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN SETTLEMENT WITH THE... -
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... or in part, except by an instrument in writing signed by you and TiVo'sSenior Vice President, Human Resources. 6. 7. 8. Execution in Counterparts . This Release may be executed in counterparts with the same force and effectiveness as though executed in a single document. Facsimile signatures... -
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Date_____ Date_____ 10 -
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.... of our reports dated March 15, 2013, with respect to the consolidated balance sheets of TiVo Inc. and subsidiaries as of January 31, 2013 and 2012, and the related consolidated statements of operations, comprehensive income (loss), stockholders' equity, and cash flows for each of the years in the... -
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... S. Rogers, certify that: 1) I have reviewed this annual report on Form 10-K of TiVo Inc.; 2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which... -
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...-Oxley Act of 2002 I, Naveen Chopra, certify that: 1) I have reviewed this annual report on Form 10-K of TiVo Inc.; 2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the... -
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... Act of 2002 In connection with the TiVo Inc. (the "Company") Annual Report on Form 10-K for the year ending January 31, 2013 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Thomas S. Rogers, Chief Executive Officer of the Company, certify pursuant to 18... -
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... In connection with the TiVo Inc. (the "Company") Annual Report on Form 10-K for the year ending January 31, 2013 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Naveen Chopra, Chief Financial Officer of the Company, certify pursuant to 18 U.S.C. Section... -
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