Rovi Announces Intent to Pursue Sale of Rovi Entertainment Store Business and Narrows Estimates Range for Fiscal 2012

Rovi Announces Intent to Pursue Sale of Rovi Entertainment Store Business and
Narrows Estimates Range for Fiscal 2012

SANTA CLARA, Calif., Jan. 3, 2013 (GLOBE NEWSWIRE) -- Rovi Corporation
(Nasdaq:ROVI) today announced that it intends to pursue the sale of its Rovi
Entertainment Store business as part of its ongoing strategic efforts to focus
the Company on growth opportunities related to its core enabling technologies
and services. The Company has retained GCA Savvian Advisors, LLC as its
financial adviser in connection with the potential sale.

"The Rovi Entertainment Store has grown significantly since Rovi acquired it
in February 2011, and we believe it will continue to grow and provide an
excellent platform for on-demand media delivery as retailers and content
owners move to distribute more content online," said Tom Carson, President and
Chief Executive of Rovi Corporation. "However, we are working to drive Rovi's
future growth and increase operational efficiencies around a strategic plan
building on our core assets and IP, and to ensure the management team is fully
focused on that effort. We are aligning primarily around delivering enabling
solutions for our service provider customers and using those efforts to also
generate growth with our Consumer Electronics and other customers.
Consequently, we have decided to sell the Rovi Entertainment Store business."

As a result of this decision, Rovi will reclassify the operating results of
the Rovi Entertainment Store as discontinued operations, beginning with its
fourth fiscal quarter and full fiscal year 2012 results.

Rovi also announced today its updated estimates for fiscal year 2012. Had the
Rovi Entertainment Store business been reclassified as discontinued operations
when Rovi provided its 2012 estimates during its quarterly earnings conference
call on November 1, 2012, such estimates would have been fiscal year 2012
revenue of between $645 million and $655 million, and Adjusted Pro Forma
Income Per Common Share of between $2.00 and $2.10. Rovi now estimates that
fiscal year 2012 revenue will be between $645 million and $650 million, and
Adjusted Pro Forma Income Per Common Share will be between $2.05 and $2.10.
Rovi is in the process of completing its customary year-end audit and expects
to report its fourth fiscal quarter and full fiscal year 2012 results in
February 2013.

Reconciliations between GAAP pro forma and Adjusted Pro Forma results from
operations, excluding the Rovi Entertainment Store business, for the first
three quarters of 2012 are provided in the tables below.

Analyst and Investor Meeting at CES

As previously announced, Rovi will host an analyst and investor meeting on
January 9, 2013 in Las Vegas during the International Consumer Electronics
Show.

At this meeting, the Company will provide an update on the business and
provide additional financial information for 2013. A question and answer
session will follow the presentation.Adjusted Pro Forma information to be
presented at this meeting will exclude the operating results of the Rovi
Entertainment Store, as it will now be classified as discontinued operations.

Rovi's investor meeting will take place at the Caesars Palace Resort, 3570 Las
Vegas Blvd. South, Las Vegas, Nevada. Registration will open at 2:00 p.m.
PT.The meeting will begin at 2:30 p.m. PT and is expected to last about 90
minutes.Rovi is still accepting RSVPs from investors to attend the meeting
in-person.

Investors who are unable to attend the meeting in-person are encouraged to
attend the audio webcast at http://tinyurl.com/d95q4c8.A recording of the
audio webcast will be made available following the event and can be accessed
in the Investor Relations section of the Rovi website atwww.rovicorp.com.

Non-GAAP or Adjusted Pro Forma Information

Rovi Corporation provides non-GAAP Adjusted Pro Forma information. References
to Adjusted Pro Forma information are references to non-GAAP pro forma
measures. The Company provides Adjusted Pro Forma information to assist
investors in assessing its current and future operations in the way that its
management evaluates those operations. Adjusted Pro Forma Revenue, Adjusted
Pro Forma Income and Adjusted Pro Forma Income Per Common Share are
supplemental measures of the Company's performance that are not required by,
and are not presented in accordance with GAAP.Adjusted Pro Forma information
is not a substitute for any performance measure derived in accordance with
GAAP, including, but not limited to, GAAP pro forma information prepared in
accordance with ASC 805, Business Combinations.

Adjusted Pro Forma and GAAP pro forma measures assume the Sonic Solutions
business combination, the Roxio software and Rovi Entertainment Store business
dispositions all occurred on January 1, 2010. Adjusted Pro Forma Income is
defined as GAAP pro forma income (loss) from continuing operations, net of
tax, adding back non-cash items such as equity-based compensation,
amortization of intangibles, amortization or write-off of note issuance costs,
non-cash interest expense recorded on convertible debt under Accounting
Standards Codification ("ASC") 470-20 (formerly known as FSP APB 14-1),
mark-to-market fair value adjustments for interest rate swaps, caps and
foreign currency collars and the reversals of discrete tax items including
reserves; as well as items which impact comparability that are required to be
recorded under GAAP, but that the Company believes are not indicative of its
core operating results such as transaction, transition and integration costs,
restructuring and asset impairment charges, payments to note holders and for
expenses in connection with the early redemption or modification of debt and
gains on sale of strategic investments. While depreciation expense is a
non-cash item, it is included in Adjusted Pro Forma Income as a reasonable
proxy for capital expenditures.

Adjusted Pro Forma Income Per Common Share is calculated using Adjusted Pro
Forma Income and taking into account the benefit of the convertible debt call
option when it allows the Company to purchase shares of its own stock at a
price below what those shares could be purchased for in the open market.

The Company's management has evaluated and made operating decisions about its
business operations primarily based upon Adjusted Pro Forma Revenue, Adjusted
Pro Forma Income and Adjusted Pro Forma Income Per Common Share. Management
uses Adjusted Pro Forma Income and Adjusted Pro Forma Income Per Common Share
as measures as they exclude items management does not consider to be "core
costs" or "core proceeds" when making business decisions. Therefore,
management presents these Adjusted Pro Forma financial measures along with
GAAP measures.For each such Adjusted Pro Forma financial measure, the
adjustment provides management with information about the Company's underlying
operating performance that enables a more meaningful comparison of its
financial results in different reporting periods. For example, since Rovi
Corporation does not acquire businesses on a predictable cycle, management
excludes amortization of intangibles from acquisitions, transaction costs and
transition and integration costs in order to make more consistent and
meaningful evaluations of the Company's operating expenses. Management also
excludes the effect of restructuring and asset impairment charges, expenses in
connection with the early redemption or modification of debt and gains on sale
of strategic investments.Management excludes the impact of equity-based
compensation to help it compare current period operating expenses against the
operating expenses for prior periods and to eliminate the effects of this
non-cash item, which, because it is based upon estimates on the grant dates,
may bear little resemblance to the actual values realized upon the future
exercise, expiration, termination or forfeiture of the equity-based
compensation, and which, as it relates to stock options and stock purchase
plan shares, is required for GAAP purposes to be estimated under valuation
models, including the Black-Scholes model used by Rovi
Corporation.Management excludes non-cash interest expense recorded on
convertible debt under ASC 470-20, mark-to-market fair value adjustments for
interest rate swaps, caps, foreign currency collars, and the reversals of
discrete tax items including reserves as they are non-cash items and not
considered "core costs" or meaningful when management evaluates the Company's
operating expenses.Management reclassifies the current period benefit or
cost of the interest rate swaps from gain or loss on interest rate swaps and
caps, net to interest expense in order for interest expense to reflect the
swap rates, as these instruments were entered into to control the interest
rate the Company effectively pays on its convertible debt.Management
includes the benefit of the convertible debt call option, which allows the
Company to purchase shares of its own stock at approximately $28.28, and is
excluded from GAAP EPS calculation as it is anti-dilutive, because the
pragmatic reality is management would exercise this option rather than allow
this dilution to occur.This convertible debt call option was exercised in
August 2011.

Management is using these Adjusted Pro Forma measures to help it make
budgeting decisions, including decisions that affect operating expenses and
operating margin.Further, Adjusted Pro Forma financial information helps
management track actual performance relative to financial targets.Making
Adjusted Pro Forma financial information available to investors, in addition
to GAAP financial information, may also help investors compare the Company's
performance with the performance of other companies in our industry, which may
use similar financial measures to supplement their GAAP financial information.

Management recognizes that the use of Adjusted Pro Forma measures has
limitations, including the fact that management must exercise judgment in
determining which types of charges should be excluded from the Adjusted Pro
Forma financial information.Because other companies, including companies
similar to Rovi Corporation, may calculate their non-GAAP financial measures
differently than the Company calculates its Adjusted Pro Forma measures, these
Non-GAAP measures may have limited usefulness in comparing
companies.Management believes, however, that providing Adjusted Pro Forma
financial information, in addition to GAAP financial information, facilitates
consistent comparison of the Company's financial performance over time. The
Company provides Adjusted Pro Forma financial information to the investment
community, not as an alternative, but as an important supplement to GAAP
financial information; to enable investors to evaluate the Company's core
operating performance in the same way that management does. Reconciliations
between historical pro forma and Adjusted Pro Forma results of operations are
provided in the tables below.

About Rovi

Rovi powers the discovery, delivery, display and monetization of digital
entertainment. With innovative technology solutions for consumer electronics
manufacturers, service providers, content producers, advertisers, retailers
and websites, Rovi connects people and the entertainment they love. The
company holds over 5,000 issued or pending patents worldwide and is
headquartered in Santa Clara, California. More information about Rovi can be
found at rovicorp.com.

The Rovi Corporation logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=6482

Forward-Looking Statements

All statements contained herein, including the quotations attributed to
Mr.Carson, that are not statements of historical fact, including statements
that use the words "will," "believes," "anticipates," "estimates," "expects,"
"intends" or similar words that describe the Company's or its management's
future plans, objectives, or goals, are "forward-looking statements" and are
made pursuant to the Safe-Harbor provisions of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements include, but
are not limited to, the Company's estimates of revenues and earnings for the
2012 fiscal year, business strategies, and possible sale of its Rovi
Entertainment Store business.

Such forward-looking statements involve known and unknown risks, uncertainties
and other factors that could cause the actual results of the Company to be
materially different from the historical results and/or from any future
results or outcomes expressed or implied by such forward-looking statements.
Such factors include, among others, the Company's completion of its fourth
quarter and 2012 fiscal year financial close processes, the Company's ability
to successfully execute on its strategic plan and customer demand for and
industry acceptance of the Company's technologies and integrated solutions,
and the Company's completion of a sale transaction involving the Rovi
Entertainment Store business. Such factors are further addressed in the
Company's Quarterly Report on Form 10-Q for the period ended September 30,
2012 and such other documents as are filed with the Securities and Exchange
Commission from time to time (available at www.sec.gov). The Company assumes
no obligation, except as required by law, to update any forward-looking
statements in order to reflect events or circumstances that may arise after
the date of this release.

ROVI CORPORATION
ADJUSTED PRO FORMA RECONCILIATION
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
              Three Months Ended              Three Months Ended
              March 31, 2012                  June 30, 2012
              GAAP                 Adjusted  GAAP                  Adjusted
              Pro Forma Adjustments Pro Forma Pro Forma  Adjustments Pro Forma
               (1)                             (1)
Revenues:                                                        
Service        $79,354 $--      $79,354 $77,607  $--      $77,607
providers
CE             75,669   --        75,669   64,841    --        64,841
manufacturers
Other          16,704   --        16,704   13,850    --        13,850
Total revenues 171,727  --        171,727  156,298   --        156,298
Costs and                                                        
expenses:
Cost of        25,152   (1,215)    23,937   27,134    (1,250)    25,884
revenues (2)
Research and
development    40,165   (6,252)    33,913   37,451    (6,793)    30,658
(3)
Selling,
general and    40,476   (9,768)    30,708   40,366    (8,961)    31,405
administrative
(4)
Depreciation   5,000    --        5,000    5,289     --        5,289
(5)
Amortization
of intangible  25,635   (25,635)   --      25,914    (25,914)   --
assets
Restructuring
and asset      1,372    (1,372)    --      --       --        --
impairment
charges
Total costs    137,800  (44,242)   93,558   136,154   (42,918)   93,236
and expenses
Operating
income from    33,927   44,242     78,169   20,144    42,918     63,062
continuing
operations
Interest       (12,148) 6,189      (5,959)  (16,405)  6,241      (10,164)
expense (6)
Interest
income and     1,610    --        1,610    187       --        187
other, net
Debt
modification   (4,464)  4,464      --      (32)      32         --
expense
Loss on
interest rate  (104)    104        --      (6,308)   6,308      --
swaps and
caps, net (7)
Loss on debt   (1,758)  1,758      --      --       --        --
redemption
Income (loss)
from
continuing     17,063   56,757     73,820   (2,414)   55,499     53,085
operations
before income
taxes
Income tax     4,543    624        5,167    1,834     2,944      4,778
expense (8)
Income (loss)
from
continuing     $12,520 $56,133   $68,653 $(4,248) $52,555   $48,307
operations,
net of tax
Diluted income
(loss) per
share from     $0.12              $0.63   $(0.04)             $0.45
continuing
operations
Shares used in
computing
diluted net    108,269  --        108,269  107,035   433        107,468
earnings per
share (9)
                                                                
(1) GAAP Pro Forma financial information is the same as our GAAP results; no
adjustments have been made to the GAAP results since they are comparative with
prior quarter's pro forma results.
(2) Adjustments to cost of revenues consists of $1.2 million and $1.3 million
of equity based compensation for the periods ended March 31, 2012 and June 30,
2012, respectively.
(3) Adjustments to research and development consists of $6.3 million and $6.8
million of equity based compensation for the periods ended March 31, 2012 and
June 30, 2012, respectively.
(4) Adjustments to selling, general and administrative consists of $9.8 million
and $9.0 million of equity based compensation for the periods ended March 31,
2012 and June 30, 2012, respectively.
(5)While depreciation is a non-cash item, it is included in Adjusted Pro Forma
Income From Continuing Operations as management considers it a proxy for
capital expenditures.
(6) Adjustments eliminate non-cash interest expense such as amortization of
note issuance costs and the convertible note discount recorded under ASC 470-20
(formerly known as FSP APB 14-1) and reclass to include the impact of interest
rate swaps on interest expense.
(7) Adjustment eliminates non-cash mark-to-market gain or loss related to
interest rate swaps and caps and reclassifies the current period benefit from
the interest rate swap to interest expense.
(8) Adjusts tax expense to the adjusted pro forma cash tax rate.
(9) For the period ended June 30, 2012, since the preceding adjustments to pro
forma loss from continuing operations resulted in Adjusted Pro Forma Net
Income, shares used in computing diluted net earnings per share were adjusted
to include dilutive common equivalent shares outstanding.


ROVI CORPORATION
ADJUSTED PRO FORMA RECONCILIATION
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
                              Three Months Ended
                              September 30, 2012
                              GAAP                             Adjusted
                              Pro Forma (1)     Adjustments     Pro Forma
Revenues:                                                      
Service providers              $78,692         $--          $78,692
CE manufacturers               72,533           --            72,533
Other                          14,372           --            14,372
Total revenues                 165,597          --            165,597
Costs and expenses:                                            
Cost of revenues (2)           27,917           (645)          27,272
Research and development (3)   35,213           (4,792)        30,421
Selling, general and           37,469           (7,631)        29,838
administrative (4)
Depreciation (5)               5,414            --            5,414
Amortization of intangible     26,246           (26,246)       --
assets
Restructuring and asset        3,176            (3,176)        --
impairment charges
Total costs and expenses       135,435          (42,490)       92,945
Operating income from          30,162           42,490         72,652
continuing operations
Interest expense (6)           (16,654)         6,148          (10,506)
Interest income and other, net 1,628            --            1,628
Loss on interest rate swaps    (4,242)          4,242          --
and caps, net (7)
Income from continuing         10,894           52,880         63,774
operations before income taxes
Income tax expense (8)         13,708           (7,968)        5,740
(Loss) income from continuing  $(2,814)        $60,848       $58,034
operations, net of tax
Diluted (loss) income per
share from continuing          $(0.03)                        $0.56
operations
Shares used in computing
diluted net earnings per share 103,307          37             103,344
(9)
                                                              
(1) GAAP Pro Forma financial information is the same as our GAAP results; no
adjustments have been made to the GAAP results since they are comparative with
prior quarter's pro forma results.
(2) Adjustments to cost of revenues consist of $0.6 million of equity based
compensation.
(3) Adjustments to research and development consists of $4.8 million of equity
based compensation.
(4) Adjustments to selling, general and administrative consists of $7.6
million of equity based compensation.
(5)While depreciation is a non-cash item, it is included in Adjusted Pro
Forma Income From Continuing Operations as management considers it a proxy for
capital expenditures.
(6) Adjustments eliminate non-cash interest expense such as amortization of
note issuance costs and the convertible note discount recorded under ASC
470-20 (formerly known as FSP APB 14-1) and reclass to include the impact of
interest rate swaps on interest expense.
(7) Adjustment eliminates non-cash mark-to-market gain or loss related to
interest rate swaps and caps and reclassifies the current period benefit from
the interest rate swap to interest expense.
(8) Adjusts tax expense to the adjusted pro forma cash tax rate.
(9) Since the preceding adjustments to pro forma loss from continuing
operations resulted in Adjusted Pro Forma Net Income, shares used in computing
diluted net earnings per share were adjusted to include dilutive common
equivalent shares outstanding.

CONTACT: Investor Contacts:
         Peter Halt
         Rovi Corporation
         +1 (818) 295-6800
        
         Chris Keller
         Rovi Corporation
         +1 (408) 562-8400

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