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Symphony Technology Group Buys Shopzilla for $165M

Mid-market private equity firm Symphony Technology Group will pay $165 million to buy Shopzilla Inc. from Scripps Networks Interactive Inc. The deal includes $150 million in immediate cash, and $15 million in deferred payments. Shopzilla is a consumer lead generation platform focused in online retail. The company owns and operates a portfolio of online consumer shopping properties in comparison shopping, product discovery and social shopping.

PRESS RELEASE:
Scripps Networks Interactive Inc. (NYSE:SNI) today
announced that it has entered into a definitive agreement to sell
Shopzilla Inc. to Symphony Technology Group (STG), a strategic private
equity firm with the mission of investing in and building great
software and service companies.

STG will acquire all of the outstanding shares of Shopzilla for $165
million, comprised of
$150 million in cash paid immediately upon closing of the transaction
and $15 million in deferred payments. Symphony Technology Group
intends to continue and accelerate the growth of Shopzilla through
innovation and operational expertise.

Shopzilla Inc., a consumer lead generation platform focused in online
retail, owns and operates a portfolio of leading online consumer
shopping properties in comparison shopping, product discovery and
social shopping/group sales. With the highly targeted and desirable
audiences that Shopzilla aggregates and delivers via these properties,
Shopzilla is a leading source of sales for online retailers and
advertisers. Shopzilla reaches more than 40 million shoppers across
the United States, United Kingdom, France and Germany through its
destination Web sites, publisher syndication network, and point of
sale survey platform.

“While we believe that Shopzilla has strong growth potential in the
online retail space, its mission and future trajectory diverge from
SNI’s focus on lifestyle media brands,” said Joseph G. NeCastro, chief
financial and administrative officer for Scripps Network Interactive.
“The best way to create the most value for both parties was for
Shopzilla to find a new partner and for SNI to continue to focus on
its core. We believe STG will be a strong partner and will enable
Shopzilla to accelerate its growth.”

“We are very excited to be partnering with the team at Shopzilla,”
said J.T. Treadwell, managing director with STG. “We believe the
platform is a tremendous leverage point to create value for consumers,
to generate sales for merchant partners, and to drive innovation in
new models of consumer e-commerce. In addition, Shopzilla’s
management team is innovative and driven. They have created one of
the most important players in online retail. We believe that through
this partnership, and by leveraging the experience STG has had with
consumer insight investments, such as SymphonyIRI Group, we will work
together to build upon and expand the value of the platform to
consumers and customers at the leading edge of a very dynamic
e-commerce industry. SNI has been a strong owner of the business and
we appreciate the opportunity to build upon what they and the team at
Shopzilla have created.”

“In partnership with SNI, we have not only fortified our position as a
leader in comparison shopping and retail consumer insights, but also
expanded and diversified our portfolio to include new value
propositions for the consumer and our merchant partners in product
discovery and group/flash sales,” said Bill Glass, president of
Shopzilla, Inc. “We have been extremely fortunate to have had such a
strong partnership with SNI over the past six years that has enabled
us to continue to pioneer new models for delivering value in online
retail. We are very excited to partner with STG, which has a proven
track record of consumer insight innovation and successful
partnerships with technology-driven companies like ours. With this
new partnership, Shopzilla is poised to enter its next chapter of
innovation and growth.”

Tennenbaum Capital Partners is providing the debt financing in support
of the transaction. “We are pleased to continue our relationship with
STG and to provide financing for Shopzilla to continue its growth
plans,” said Philip Tseng, partner with Tennenbaum Capital Partners.

SNI expects the transaction to close on or around May 31, 2011 upon
satisfaction of normal and customary closing conditions. Sagent
Advisors acted as exclusive financial advisor to Scripps Networks
Interactive and Shopzilla on the transaction.

About Shopzilla, Inc.
Shopzilla, Inc. manages a premier portfolio of online shopping brands
in the U.S. and Europe, consisting of Bizrate, Beso, Shopzilla, TaDa,
PrixMoinsCher, and SparDeinGeld. Shopzilla connects shoppers with more
than 100 million products from tens of thousands of retailers with its
unique portfolio of engaging and informative Web sites. Reaching a
global audience of more than 40 million shoppers each month through
both its destination Web sites and publisher syndication network,
Shopzilla is a leading source of sales and consumer feedback for
online merchants and retail advertisers. With offices in Los Angeles,
San Diego, and London, the company operates sites and business
services in the United States, the United Kingdom, France and Germany.

About Symphony Technology Group
Symphony Technology Group (STG) is a strategic private equity firm
with the mission of investing in and building great software and
services companies. In addition to capital, STG provides
transformation expertise to enable its companies to deliver maximum
value to their clients, to drive growth through innovation, to retain
and attract the best talent and to achieve best in class business
performance. STG’s current portfolio consists of 12 global companies.
For more information, visit: www.symphonytg.com.

About Scripps Networks Interactive
Scripps Networks Interactive is one of the leading developers of
lifestyle-oriented content for television and the Internet, where
on-air programming is complemented with online video, social media
areas and e-commerce components on companion Web sites and broadband
vertical channels. The company’s media portfolio includes Lifestyle
Media, which is comprised of popular lifestyle television and Internet
brands HGTV, Food Network, Travel Channel, DIY Network, Cooking
Channel and country music network Great American Country; and
Interactive Services.

About Tennenbaum Capital Partners, LLC
Tennenbaum Capital Partners™ (“TCP”) is a Los Angeles based,
multi-strategy alternative investment management firm focused
primarily on credit. Since the firm’s founding in 1996, TCP has
invested approximately $9 billion in over 170 portfolio companies. TCP
finds opportunity primarily in middle-market credits where the firm
can play a meaningful role in each situation. The firm’s investment
professionals have extensive expertise in operational, financial and
legal disciplines to successfully execute TCP’s investment strategies.
For more, please visit: www.tennenbaumcapital.com.