Form S-1 · INTERTRUST TECHNOLOGIES Corp

InterTrust

Priced October 27, 1999 · $18.00 a share · Original on SEC EDGAR · PDF

Prospectus Summary

You should read the following summary together with the more detailed information regarding InterTrust and the common stock being sold in this offering in our consolidated financial statements and notes appearing elsewhere in this prospectus and our risk factors beginning on page 7.

InterTrust Technologies Corporation We have developed a general-purpose digital rights management (DRM) platform that serves as a foundation for providers of digital information, technology, and commerce services to participate in a global e-commerce system. We license our DRM platform as software and tools to partners to build digital commerce services and applications. Collectively, these partners will offer commercial products and services that will form a global commerce system we have branded the "MetaTrust Utility." We maintain the MetaTrust Utility's foundation and will receive from our partners a small percentage of the value of goods and services that run through the system.

DRM technologies protect and manage the rights and interests in digital information. While the Internet and the music industry have dramatized the need for protection and management of digital information, DRM is needed by any industry that distributes information that can be put into digital form. These types of information include music, videos, software, games, publishing, business information, and images.

DRM applies to more than content industries. Organizations and individuals want to protect the vast amount of proprietary and personal information, including trade secrets, supply chain and product information, and financial and medical records, that are digitized on computers, sent over networks, and stored in various locations. DRM is also useful for protecting rights as these information flows become more automated, in trading, brokering, regulatory compliance, and other industries.

Our technology enables all these industries, organizations, and individuals, and each of their constituencies, to protect and manage their rights and interests in digital information. Holders of these rights and interests can easily associate usage rules with the digital information. These rules may represent requirements regarding ownership, access, payment, promotion, warranty, privacy, and other elements of commerce in information. These rules can also persistently apply throughout the lifecycle of the information. When these rights and rules are based on a common foundation, they can form the basis for a global system for digital commerce.

We believe our DRM platform represents a new computing technology that addresses a key threat to digital commerce--the threat of a user who has been authorized to receive and decrypt digital information and then seeks to use it in an unauthorized way. Our DRM platform enables automation of many aspects relating to the secure commercial exchange of information and can allow digital commerce to be conducted more efficiently.

Our platform provides the following benefits:

. Robust Security--Digital information is protected and managed in accordance with associated rules;

. Persistent Protection and Management--Both the information itself and the rules regarding its use may be continually protected, whether the user is online or offline;

. Flexible Business Models--Digital information providers can develop their own commercial models with fully programmable rules that can be changed or modified, even after the information is distributed;

. Superdistribution--Users of digital information, if permitted, can forward that content to others who can use the forwarded information according to the associated rules;

. Multiple Content and Media Types--Our platform can be used for most content types and for multiple means of digital distribution;

. Efficient Transaction Processing--Processing partners can take advantage of significant increases in efficiency, including offline processing, immediate payment across a value chain, and automated application of rules;

. New Advertising Models--The ability to operate offline and securely store and forward collected data enables new cost effective ways to generate revenue from advertising; and . Personalized Marketing--Marketing organizations can use many different aspects of our platform to identify and profile individual consumers, and match them with content, offers, and ads, subject to their consent and privacy rights.

Our partners are: BMG Entertainment Storage Media, Computacenter, Diamond Multimedia Systems, Mediascience, Mitsubishi Corporation, MusicMatch, National Westminster Bank, PublishOne, Reciprocal, and Universal Music Group. We have alliances with Digital Theater Systems, Fraunhofer Institut, Harris Corporation, Portal Software, and SAIC. Some of our partners are in, or are about to enter, commercial trials, and we expect applications and services to be commercially available in the MetaTrust Utility in 2000.

Our goal is to empower multiple providers of content, technology, and commerce services to build a global system for digital commerce based on our DRM platform. The key elements of our strategy are to: expand our key strategic partnerships; promote widespread deployment of our technology; leverage our neutral MetaTrust Utility model; and maintain our technology lead.

We were incorporated in Delaware in January 1990. Our principal executive offices are located at 460 Oakmead Parkway, Sunnyvale, California 94086, and our telephone number is (408) 222-6100.

InterTrust, DigiBox, and our company logo are our registered trademarks. MetaTrust, MetaTrust Utility, InterRights, Powerchord, RightsWallet, and TrustMail are our trademarks. This prospectus also contains trademarks of other companies.

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