News Corp. Inks NDS Privatization Deal

NEW YORK/LONDON, August
14: News Corporation and Permira have signed the deal to take NDS private for
the previously announced value of $63 per share, after first proposing the
transaction in June.

The agreement will see NDS
ceasing to be a public company, with Permira owning 51 percent and News Corp.
49 percent. Approximately 67 percent of the NDS Series B ordinary shares held
by News Corp. will be cancelled in exchange for $1.52 billion in cash and a
$242 million vendor note.

The independent committee
of the board of directors tapped to evaluate the offer at NDS will recommend
the agreement to shareholders. The transaction is expected to close by the end
of the year or early 2009, pending shareholder and regulatory approval, among
other conditions.

Abe Peled, the chairman
and CEO of NDS, noted: "With the convergence of broadband and broadcast
technology, new frontiers lie ahead for NDS. NDS needs to have the strategic
agility and flexibility to enter into any type of value enhancing transactions.
The current ownership structure was imposing certain limitations. Therefore
News Corporation has decided to reduce its ownership position in NDS so that
NDS can capitalize on these new opportunities with a more independent structure
and the expertise of Permira."

—By Mansha Daswani