-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NihO8dFCn9LCtKt8W+RCNUuqhuUHVEOQjU3CJF8PvoC6c80R8ao/9FYSWCItCIdy 7tWJONEnUc/iYuFHFMFabQ== 0001112679-08-000057.txt : 20080509 0001112679-08-000057.hdr.sgml : 20080509 20080509182145 ACCESSION NUMBER: 0001112679-08-000057 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080503 FILED AS OF DATE: 20080509 DATE AS OF CHANGE: 20080509 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Macrovision Solutions CORP CENTRAL INDEX KEY: 0001424454 STANDARD INDUSTRIAL CLASSIFICATION: PERIODICALS: PUBLISHING OR PUBLISHING AND PRINTING [2721] IRS NUMBER: 261739297 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O MACROVISION CORPORATION STREET 2: 2830 DE LA CRUZ BOULEVARD CITY: SANTA CLARA STATE: CA ZIP: 95050 BUSINESS PHONE: 408-562-8400 MAIL ADDRESS: STREET 1: C/O MACROVISION CORPORATION STREET 2: 2830 DE LA CRUZ BOULEVARD CITY: SANTA CLARA STATE: CA ZIP: 95050 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MEYER JAMES E CENTRAL INDEX KEY: 0001247499 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 333-148825 FILM NUMBER: 08820108 BUSINESS ADDRESS: STREET 1: C/O GEMSTAR TV GUIDE INTERNATIONAL INC STREET 2: 6922 HOLLYWOOD BLVD 12TH FL CITY: LOS ANGELES STATE: CA ZIP: 90028 BUSINESS PHONE: 323-817-4600 MAIL ADDRESS: STREET 1: 6922 HOLLYWOOD BLVD., 12TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90028 3 1 edgar.xml PRIMARY DOCUMENT X0202 3 2008-05-03 0 0001424454 Macrovision Solutions CORP MVSND 0001247499 MEYER JAMES E C/O MACROVISION SOLUTIONS CORPORATION 2830 DE LA CRUZ BLVD SANTA CLARA CA 95050 1 0 0 0 Common Stock 4824 D Acquired pursuant to the Agreement and Plan of Mergers, dated as of December 6, 2007 (the "Merger Agreement"), by and among the issuer, Macrovision Corporation, Gemstar-TV Guide International, Inc. ("Gemstar"), Galaxy Merger Sub, Inc., and Mars Merger Sub Inc. and the related statutory merger agreement between Galaxy Merger Sub, Inc. and Gemstar (the "Gemstar Merger Agreement") in exchange for shares of Gemstar common stock. Shares of Gemstar common stock were exchanged for 0.2548 of a share of issuer common stock. Macrovision Solutions Corporation common stock had a market value of $16.65 per share on the effective date of the Gemstar Merger Agreement. Exhibit List: Exhibit 24 Power of Attorney Bonnie J. Bigelow Attorney-in-Fact for James E. Meyer 2008-05-09 EX-24 2 poa_meyer.htm
POWER OF ATTORNEY                                           Exhibit 24



Know all men by these presents, that the undersigned hereby constitutes and

appoints Stephen Yu, Pamela Sergeeff and Bonnie Bigelow, signing singly, the

undersigned's true and lawful attorney-in-fact to:



(1) execute for and on behalf of the undersigned, in the undersigned's capacity

as an officer and/or director of Macrovision Solutions Corporation, A Delaware

Corporation, (the "Company"), any Initial Statement of Beneficial Ownership of

Securities (Form 3), Statement of Changes of Beneficial Ownership (Form 4)

and any Annual Statement of Changes in Beneficial Ownership (Form 5) (includ-

ing any amendments thereto)in accordance with Section 16(a) of the Securities

Exchange Act of 1934 and the rules thereunder;



(2) do and perform any and all acts for and on behalf of the undersigned which

may be necessary or desirable to complete and execute any such Form 3, 4, or 5,

complete and execute any amendment or amendments thereto, and timely file such

form with the United States Securities and Exchange Commission and any stock

exchange or similar authority; and



(3) take any other action of any type whatsoever in connection with the

foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,

in the best interest of, or legally required by, the undersigned, it being

understood that the documents executed by such attorney-in-fact on behalf of

the undersigned pursuant to this Power of Attorney shall be in such form and

shall contain such terms and conditions as such attorney-in-fact may approve in

such attorney-in-fact's discretion.



The undersigned hereby grants to each such attorney-in-fact full power and

authority to do and perform any and every act and thing whatsoever requisite,

necessary, or proper to be done in the exercise of any of the rights and powers

herein granted, as fully to all intents and purposes as the undersigned might

or could do if personally present, with full power of substitution or

revocation, hereby ratifying and confirming all that such attorney-in-fact, or

such attorney-in-fact's substitute or substitutes, shall lawfully do or cause

to be done by virtue of this power of attorney and the rights and powers herein

granted.  The undersigned acknowledges that the foregoing attorneys-in-fact,

in serving in such capacity at the request of the undersigned, are not

assuming, nor is the Company assuming, any of the undersigned's

responsibilities to comply with Section 16 of the Securities Exchange Act of

1934.



This Power of Attorney shall remain in full force and effect until the

undersigned is no longer required to file Forms 3, 4, and 5 with respect to

the undersigned's holdings of and transactions in securities issued by the

Company, unless earlier revoked by the undersigned in a signed writing

delivered to the foregoing attorneys-in-fact.



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be

executed as of this 29th day of April, 2008.





Signature:  /s/James E. Meyer



Print Name:James E. Meyer
-----END PRIVACY-ENHANCED MESSAGE-----