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Motorola Completes Acquisition of Terayon Communication Systems


Transaction strengthens Motorola’s capabilities in the delivery of an end-to-end next generation digital video solution

SCHAUMBURG, Ill.– Motorola, Inc. (NYSE: MOT) announced today that it has completed its acquisition of Terayon Communication Systems, Inc. (Pink Sheets: TERN.PK). Motorola acquired all of the outstanding shares of Terayon’s common stock for $1.80 per share in cash. The transaction has a total equity value of approximately $140 million on a fully-diluted basis.

The acquisition of Terayon and its software-driven application solutions enhances Motorola’s video infrastructure and seamless mobility core by providing Motorola with industry-recognized video processing solutions that enable digital ad insertion, motion and graphical overlays, channel branding and channel line-up solutions as well as cutting-edge ad insertion delivery technologies. These solutions will enable Motorola’s customers to optimize bandwidth and deliver content based upon the regional and local interest of viewers, accelerating the service provider’s ability to evolve and capitalize on new business opportunities.

The two companies previously announced the signing of a definitive merger agreement on April 23, 2007. The transaction was approved by the stockholders of Terayon on June 28, 2007. With the completion of the transaction, quotation of Terayon common stock on the Pink Sheets will cease. Terayon now becomes a wholly-owned subsidiary of Motorola and is being integrated into the Motorola Home & Network Mobility business. Motorola will maintain Terayon’s operations in Santa Clara, CA.


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