News Release Details



(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 ( 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

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