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1. minofmeer 11 november 2009 22:21

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   once again says "Don't Tender" 11-Nov-09 01:51 pm GREAT NECK, N.Y., Nov 11, 2009 (BUSINESS WIRE) -- Arcadia Capital Advisors, LLC
   ("Arcadia") is filing with the U.S. Securities and Exchange Commission an
   amendment to Schedule 14D-9 which highlights recent developments relevant to
   Kudelski Group's ("Kudelski") Tender Offer made on October 5, 2009 ("Tender
   Offer"). The entire letter will be available tomorrow at www.sec.gov.
   
   As disclosed in the filing, Arcadia issued an Open Letter to OpenTV
   (NASDAQ:OPTV) ("OpenTV") shareholders that outlines several recent developments
   which Arcadia believes further justify rejecting the present Tender Offer from
   Kudelski while encouraging Kudelski to make a higher offer:
   
   (1) RiskMetrics, a leading independent M&A and proxy advisory firm, recommends
   shareholders to NOT tender at the offering price of $1.55,
   
   (2) Kudelski's revisions to its Tender Offer, filed on October 30, 2009, reduce
   certain risks facing shareholders who do not tender,
   
   (3) OpenTV reported strong third quarter results, and
   
   (4) Kudelski's revised Tender Offer removes financing condition and! suggest s
   that Kudelski has the financing capacity to pay more than $1.55.
   
   The letter urged OpenTV shareholders to follow RiskMetrics' recommendation to
   NOT tender their shares. RiskMetrics concluded that "given the significant
   valuation gap, our concerns with potential conflicts of interest of board
   members, and the risk that Kudelski could undertake a "going dark transaction"
   if a large number of shareholders tender, we recommend that shareholders not
   tender their shares." We agree with RiskMetrics that the Tender Offer is fraught
   with governance and valuation challenges and should be rejected.
   
   Arcadia's Managing Director Richard Rofe stated, "Given RiskMetrics' strong
   recommendation and the stock's recent trading history, we believe Kudelski's
   offer at $1.55 will not be successful. Since it appears that Kudelski has the
   financing capacity in place to pay a higher price and would realize significant
   synergies from the acquisition, we hope that Kudelski will improve its offer in
   the near future so that Arcadia and the rest of OpenTV shareholders can support
   it."
   
   Disclaimer: Permission to use quotations from RiskMetrics Group's report was
   neither sought nor obtained.
   
   About Arcadia Capital Advisors, LLC: Arcadia Capital Advisors is a private
   investment firm based in New York. Arcadia Capital Advisors employs a
   value-oriented investment philosophy in the management of long/short equity
   hedge funds.
   
   SOURCE: Arcadia Capital Advisors, LLC
   
   
   
2. [verwijderd] 12 november 2009 16:40

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