SANTA CLARA, Calif., December 13, 2002 -- InterTrust Technologies Corporation (Nasdaq: ITRU), the leading inventor of digital rights management (DRM) and trusted computing technologies, announced today that it has filed with the Securities and Exchange Commission and is mailing to its stockholders an amendment to its Solicitation/Recommendation Statement on Schedule 14D-9 relating to the tender offer by Fidelio Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Fidelio Acquisition Company, LLC, a Delaware limited liability company, whose members are Koninklijke Philips Electronics N.V., Sony Corporation of America and Stephens Acquisition LLC, to purchase all outstanding shares of InterTrust common stock for $4.25 per share, net to the seller in cash, without interest thereon and less any required withholding tax.
As previously disclosed in the original Schedule 14D-9 and an amendment thereto, several purported class action lawsuits on behalf of stockholders of InterTrust have been filed in connection with the proposed transaction. Among the claims made by the plaintiffs in those lawsuits are that certain disclosures in the original Schedule 14D-9 concerning the proposed transaction are inadequate. InterTrust believes that those claims are entirely without merit and that stockholders have already been provided sufficient information upon which to make a decision whether or not to tender their shares of InterTrust common stock into the offer. Nevertheless, InterTrust has filed this amendment to the Schedule 14D-9 to address the issues raised in the lawsuits by describing the alleged disclosure deficiencies being claimed by the plaintiffs, the disclosures that InterTrust has already provided which InterTrust believes are responsive to the alleged deficiencies and, where appropriate, providing additional non-material information. This amendment to the Schedule 14D-9 also describes the lawsuits, as currently filed. Copies of this amendment, as well as the original Schedule 14D-9, the tender offer statement, and amendments thereto, are available at the Securities and Exchange Commission's Web site at www.sec.gov.
About InterTrust Technologies Corporation
InterTrust develops and licenses intellectual property for DRM and trusted computing. The Company holds 26 U.S. patents and has approximately 85 patent applications pending worldwide. InterTrust's patent portfolio covers software and hardware techniques that can be implemented in a broad range of products that use DRM and trusted computing technologies, including computer operating systems, digital media platforms, web services, and enterprise infrastructure. InterTrust has research, engineering, and IP groups focusing on developing and monetizing next-generation technologies and inventions.
# # #