News Release Details

WI-LAN SELLS ITS CONTROLLING INTEREST IN DIGITAL TRANSMISSION SYSTEMS

01/03/2002


(Calgary, Canada - January 3, 2002) - Wi-LAN Inc. (TSE:WIN), an innovator of high-speed wireless data/Internet communications, today announced the sale of its controlling interest in Digital Transmission Systems (DTS) to a DTS Employee Stock Ownership Program (ESOP). On December 31, 2001, the ESOP entered into an agreement to purchase all DTS equity instruments held by Wi-LAN. As a result of the transaction, the ESOP assumes controlling interest in DTS and Wi-LAN relinquishes its DTS Board seats.

"DTS was a good acquisition in January 2000, but the market has changed and we now need to focus on our core wireless business," said Hatim Zaghloul, President, Chairman and CEO, Wi-LAN Inc. "Wi-LAN is happy to offer its DTS equity to the DTS employees and we wish them much success in the future."

In January 2000 Wi-LAN had acquired a controlling interest in DTS through DTS common stock and a debenture in a transaction with private investors while purchasing a $1.5 million debenture from DTS directly. Later in 2000 Wi-LAN acquired additional stock in DTS through various transactions with DTS and another private investor. The transaction with the DTS ESOP will liquidate all Wi-LAN equity holdings in DTS.

"The sale of the DTS ownership completes the series of transactions that were anticipated through non-cash special charges and asset write-downs recorded in the third quarter consolidated financial results of Wi-LAN," said Steve Bellamy, Chief Financial Officer, Wi-LAN. "Although it has no impact on our core wireless operations, we are pleased to see this transaction close because it will enhance Wi-LAN's consolidated financial results going forward."

In addition to the acquisition of common stock held by Wi-LAN, all DTS debentures and preferred stock previously owned by Wi-LAN will be converted into common stock immediately. After the conversion DTS common stock outstanding will be approximately 15.9 million shares, of which the ESOP will have rights to purchase approximately 10.0 million shares from Wi-LAN. The price per common share to be paid by the ESOP to Wi-LAN will be determined by a fairness opinion to be rendered from a third party within thirty days. DTS’ common stock has closed between 10 cents and 15 cents per share in the last thirty days of OTC trading. A portion of the proceeds of the sale will be paid to Wi-LAN immediately and payment of the balance is expected within 12 months.

About Wi-LAN Inc.

Wi-LAN is a global innovator in the field of high-speed wireless data communications, specializing in high-speed Internet access, LAN/WAN extension and broadband wireless access. Wi-LAN is the Chair Company of the OFDM Forum (www.ofdm-forum.com). Wi-LAN believes its W-OFDM patent is necessary for the implementation of devices using the IEEE 802.11a or ETSI BRAN HiperLAN/2 standards. Wi-LAN's products have been sold in more than 50 countries on six continents. Wi-LAN's common shares trade on The Toronto Stock Exchange under the symbol "WIN." Detailed information on Wi-LAN can be found at www.wi-lan.com.

With our Interactive Analyst Center (IAC), historical financial data, both quarterly and annual, is available in an easy to access spreadsheet format. View and export our financial statements, non-GAAP reconciliations as well as share information.

Disclaimer

Please note that you are now entering a website directly or indirectly maintained by a third party (the "External Site") and that you do so at your own risk.

Wi-LAN Inc. and its affiliates (“WIN”) have no control over the External Site, any data or other content contained therein or any additional linked websites. The link to the External Site is provided for convenience purposes only.

By clicking “Accept” you acknowledge and agree that neither WIN nor third party provider Virtua Research, Inc. (“Virtua) is responsible, or accepts or assumes any responsibility or liability whatsoever for, the content, the data or the technical operation of the Linked Site. Further, by entering the External Site, you also acknowledge and agree that you completely and irrevocably waive any and all rights and claims against WIN and Virtua and further acknowledge and agree that in no event shall WIN or Virtua, or their respective officers, employees, directors and agents be liable for any (i) indirect, consequential, incidental, special, compensatory or punitive damages, (ii) damages for loss of income, loss of business profits, business interruption, loss of data or business information, loss of or damage to property, (iii) claims of third parties, or (iv) other pecuniary loss, arising out of or related to the Legal Notice, this disclaimer or the External Site

By entering the External Site, you further acknowledge and agree that the disclaimer of warranties and limitations of liability set out in this disclaimer shall apply regardless of the causes, circumstances or form of action giving rise to the loss, damage, claim or liability, even if such loss, damage, claim or liability is based upon breach of contract (including, without limitation, a claim of fundamental breach or breach of a fundamental term), tort (including, without limitation, negligence), strict liability or any other legal or equitable theory, and even if WIN and Virtua are advised of the possibility of the loss, damage, claim or liability. The waiver and release specifically includes, without limitation, any and all rights and claims pertaining to the processing of personal data, including but not limited to any rights under any applicable data protection statute(s).

If in any jurisdiction, any part of this disclaimer is held to be unenforceable by a court of competent jurisdiction, such part of this disclaimer shall be restricted or eliminated to the minimum extent and the remaining disclaimer shall otherwise remain in full force and effect.

Please note the information presented is deemed representative at the time of its original release. Changes in historical information may occur due to adjustments in accounting and reporting standards & procedures.

Non-GAAP Information

In addition to disclosing results determined in accordance with GAAP, WIN may also disclose certain non-GAAP and pro forma non-GAAP results of operations, including certain ratios, operational and miscellaneous data, as well as net income, diluted earnings per share, operating expenses, and operating income that make certain adjustments or exclude certain charges and gains that are outlined in the schedules included in this website. Management believes that this non-GAAP and pro forma non-GAAP information provides investors with additional information to assess WIN operating performance by making certain adjustments or excluding costs or gains and assists investors in comparing WIN's operating performance to prior periods. Management uses this non-GAAP and pro forma non-GAAP information, along with GAAP information, in evaluating its historical operating performance. WIN and Virtua also take no responsibility for third party pricing data provided for informational purposes and certain ratio results formulated from the provided third party pricing data.

The non-GAAP information is not prepared in accordance with GAAP and may not be comparable to non-GAAP information used by other companies. The non-GAAP information should not be viewed as a substitute for, or superior to, other data prepared in accordance with GAAP.

Decline Agree

Copyright © . All rights reserved. Q4 Web Systems