ROO to Acquire Assets of Wurld Media

The Acquisition will Accelerate ROO's Deployment of Peer-to-Peer Technology, Social Networking, E-Commerce Applications and Digital Rights Management Capabilities

Feb 27, 2007, 00:00 ET from ROO Group

    NEW YORK, Feb. 27 /PRNewswire-FirstCall/ -- ROO Group (OTC Bulletin Board:   RGRP) today announced that it will expand its video offerings to include secure peer-to-peer distribution, social networking, digital e-commerce and comprehensive digital rights management through a planned purchase of Wurld Media.     ROO has signed a letter of intent to purchase Wurld Media's assets for up to $10 million, to be paid in cash and ROO common stock at $4.39 per share. Under the terms of the letter of intent, ROO will immediately advance $1.5 million to Wurld Media, which shall be evidenced by a promissory note. Further, upon the closing of the acquisition, ROO will pay $6.5 million dollars in stock or cash and ROO will agree to issue an additional $2 million in ROO stock upon the achievement of milestones. The transaction is subject to certain conditions, including the negotiation and entry into definitive acquisition agreements and the completion of further due diligence. The parties anticipate that the transaction will close in 120 days or less.     Established in 1999, NY-based Wurld Media specializes in the P2P distribution of music, movies, games and TV shows The company has existing major content deals with an array of top-tier companies including 20TH Century Fox, WB, Universal, Sony, Warner, EMI, Fox Music, Fox for Movies, Atari and Activision, which are planned to continue post-deal.     This announcement comes on the heels of market research firm's Adams Media Research most recent report projecting significant increases in consumer spending on downloaded movies, music and TV shows. The report projects that pay-to-play spending will top $4 billion in 2011.     "ROO's existing customers such as News Corp., Verizon and The will have access to significant new market-derived functions along with additional opportunities for monetizing their investments in video," said Robert Petty, CEO of ROO." This provides ROO incredible competitive advantage in addition to new revenue opportunities. The acquisition of the technology and solutions from Wurld Media will enable our existing and future clients to engage their audiences at every digital touchpoint including online, mobile and IPTV in a market where enhanced distribution capability is leading the way on a global basis."     "We are very excited about what we believe this will mean to the future of media distribution and consumption. The combination of ROO's already strong customer base, superior online streaming and advertising technology, combined with Wurld Media's innovative P2P technologies and relationships, will establish a new standard for global industry broadcasting," said Greg Kerber, CEO of Wurld Media.     About ROO     ROO Group Inc. (OTC Bulletin Board:   RGRP) through its 100% subsidiary ROO Media Corporation, is the online video solutions company focused on meeting the specific needs of large enterprise companies globally. The company's proprietary platform, the ROO Video Exchange, simultaneously services multiple video channels, audience segments and advertisers and, as such, has become a leading platform in content aggregation, distribution and targeted advertising. ROO's unique ability to offer a "many-to-many" service has helped secure its position as the Internet broadcast company of choice for companies seeking effective strategies for monetizing online video.     About Wurld Media, Inc.     Founded in September of 1999, Wurld Media Inc. is a privately held company based in Saratoga Springs, New York. Wurld Media is the company behind several unique and innovative technology products, including LX Systems, Grow Hope and Peer Impact. In 2005, Wurld Media launched Peer Impact, the first legal peer to peer (p2p) network to have successfully secured distribution agreements with all four major record labels, as well as a growing list of leading independent music labels. Peer Impact is unique in that it offers users cash back for sharing approved content over its network. Members essentially act as "paid redistributors" of legal content and can earn credit toward future purchases of digital media through the Peer Impact network. For more information, please visit or