Liberty Sells OpenTV

John Malone’s Liberty Media cut a deal to sell voting control of interactive-TV company OpenTV to Swiss software company Kudelski Group.

The deal is worth $132.3 million, with Kudelski agreeing to acquire 6,533,951 class-A and 30,206,154 class-B OpenTV shares for $3.60 each, a 26% premium.

The deal further consolidated the volatile interactive-TV sector. Before Liberty bought controlling interest in OpenTV in 2002, the interactive-TV firm snatched up smaller interactive players ACTV and Wink Communications.

Kudelski’s assets include Nagravision, a digital-television security-software firm that it jointly owns with EchoStar Communications.

Once the deal closes, OpenTV CEO Jim Chiddix will be replaced by Alan Guggenheim, currently CEO of NagraStar. Chiddix, the former Time Warner Cable chief technology officer, will become vice chairman.

As part of the deal, Liberty said it will pay OpenTV up to $19.7 million ($0.14 per share), representing 71.4% of its premium, as part of an agreement Liberty and OpenTV signed in February.

The companies said OpenTV was not a direct party to the purchase agreement between Liberty and Kudelski, adding that OpenTV will receive $5.4 million of the $19.7 million at closing, with the remainder to be paid after “an applicable indemnity period.”