Jan
15
The Ultimate Question is Scale
Filed Under Big Data, Blog, Education, eLearning, Industry Analysis, internet, Publishing, Reed Elsevier, STM, Workflow | 2 Comments
How big do you need to be to succeed? In this age of internet service and content consolidation the urge to be large seems almost irresistible. You have to be big enough to be a one stop shop, or big percentage thereof. You have to be big enough to enable the technology spend, and get its paybacks. As content gets increasingly commoditized, you have to be big enough to move up the value chain with your users, and to buy into innovative smaller players at the right time. Above all, if consolidation is, as I have long maintained leading to information market sectors with two, or three big players and a host of smaller ones, you need to be in the First Division if you aim to influence market behaviour, pricing, access and discoverability rather than be driven by them These thoughts come immediately to mind while thinking about today’s news of the “merger” between Springer and Macmillan.
I have put “merger” in inverted commas because you could also describe this as a German dynastic marriage, or indeed you could describe it as an acquisition, since the architect of the deal, Stefan von Holtzbrinck, ends up holding 53% of the equity. Holtzbrinck, of course, remains a family company and started as a major player in German national and regional newspapers. Like another family company, DMGT, this generation has seen the instability of basing the family wealth solely in newsprint. DMGT, through diversification supported and encouraged by Vere and then Jonathan Harmsworth, is now a B2B company with a minority proportion of its activity in newspapers. The Von Holtzbrinck route was different, but ends in the same place: the minority of its interests are now in scientific information, academic publishing and education. The critical threat that the demise of newspapers would sink the family ship is now over.
And over in a very clever way. Keep “merger” in quotes. While Macmillan always had to get bigger to become a rival to Wiley in a market dominated by Elsevier, Springer always had to sell. It has had so many suitors over the years that it qualified for a place on Parship, the Holtzbrinck dating site. The current relationship with BC Partners is a tertiary private equity deal, something unheard of before this century. But the result of Cinven and Candover buying the decaying hulk of Springer from Bertelsmann was a clean-up, followed by a sale to EQT and GIC. Which was followed by more streamlining and margin improvement and a sale to BC Partners for 3.3 billion euros. There could have been little improvement to be made this time round. Springer had recreated its Springerlink online platform and the company is undoubtedly back amongst the market leaders in terms of profitability, so the only way to go was a trade sale. The solution in this deal is just that, staged to the benefit of both parties. BC get to exit their 47%, possibly via an IPO, in the next three years, at an enhanced valuation secured through the Macmillan assets, and especially Nature Publishing. Holtzbrinck get a satisfying revaluation of their Macmillan purchase when the IPO goes through, and probably an opportunity to grow their stake. So both can go happily hand in hand to the German regulator, and get a big tick for accomplishing one of the prized national objectives – keeping Springer, the historical home of German chemistry as it reshaped late nineteenth century science, as a German company. Finally, as you look at this deal, do the maths. Holtzbrinck have merged into this deal their assets at Macmillan to form a company worth 5 billion euros. Their partner put in a company worth 3.3 billion euros two years ago. Holtzbrinck get 53%, depending on how much debt is left in 2-4 years time , and how much of this the partners decide to turn into equity. Sounds good to me!
It could have been so much worse for Springer, though. The perpetual arranged marriage for Springer was always going to be Informa’s Taylor and Francis. It almost came off twice. but the in-laws came to blows at the altar rail. Then people like me bet on Springer, always underexposed in the US, being merged with Thomson-Reuters Healthcare (now in PE hands as Trueven) or Thomson-Reuters Science (still oddly outside of the parent’s finance-law corporate vertical). Wiley was even mentioned as a possible deal, though this always seemed unlikely. But the new marriage, with a market cap, remember, of around 5 billion euros, has desirable scale, and both players together make a powerful force in Open Access and can use their joint capacity to operate effectively as data publishers as science wants more and more experimental evidence linked to articles and made available on time and alongside.
And of course there is more than science in this deal. The Education interests of Macmillan, with some exceptions, are in the mix, as are the now much diminished B2B interests of Springer. Rather more interesting is what is left out on the Macmillan side. No private equity player looking at a forthcoming marriage of convenience would want to see assets included that were under a cloud or had yet to yield a margin. And Springer’s margins , which the current management have recovered from their previous deeply unimpressive levels , are now above the industry average and almost certainly better than Macmillan. The whole US Higher Education market is fairly cloudy, which may explain the exclusion of Bedford from the deal. Macmillan consumer publishing is just irrelevant to all this. And the seed investment areas are just too far from profitability, so they stay with Holtzbrinck, giving that company another bonus. There are some great growth points in these seed beds. Just imagine, looking at the ReadCube venture in Macmillan Digital Science, the effect of using that platform, already in Wiley and Nature, in Springer. That is the good thing about scale – you can build quickly.
The final question we need to ask is how all this can be managed. Annette Thomas goes onto the Springer board as Chief Science Officer, joining Derk Haank, CEO, Martin Mos (COO) and the Springer CFO. As indicated in the last blog here, Annette’s style has been innovation and adventure. Her Dutch and German colleagues on this board have built through more conservative policies. A big priority has been securing the management team pay-outs that three rewarding deals in 15 years can secure. By some estimates those rewards would now buy a small European country, let alone a farm at Groningen! Such things are not secured by high risk investment. As a team these people are the most experienced STM players anywhere: what we now need to see is how well they perform as a management team. This is not the least interesting part of this deal.
Sep
7
Milking the Disintermediators
Filed Under B2B, Big Data, Blog, data analytics, Financial services, healthcare, Industry Analysis, internet, mobile content, Publishing, Reed Elsevier, semantic web, STM, Thomson, Uncategorized, Workflow | Leave a Comment
Remember those days when intermediary businesses in information markets were going to be taken out of the loop by savvy operators who could increase margins by collapsing processes in the service cycle? In the far-off nineties, before bookshops had disappeared and while libraries were still functioning as they had for the previous century, this disintermediation stuff was really hot. We spoke of “disintermediating the disintermediators”, and even “re-intermediation” – well, I did at least, and I rather hoped that you might have nodded off through some of this, since it is all changing again now, and in ways that demonstrate that we were not always entirely right in our prognostications. No, let me rephrase that – I was more often wrong about this than I am now comfortable about admitting.
There are many reasons for this but the most obvious is the most painful – pure failure of imagination. I convict myself of the crime for which I have so often harangued others. A simple failure to remember that when one relationship in a chain changes, it changes everything else in the chain. A month of illness and recuperation and holidays has given time to catch up on a backlog of reading – and thinking. And reminded me to remember my roots. As a farmer’s son in the Cotswolds, the bane of our lives on small farms was the regimented slavery of milking cows at 6am and 4pm. Now that slavery is abolished, as avid followers of the UK radio soap The Archers will be aware (North Americans can start here: http://www.cbc.ca/news/canada/new-brunswick/robot-milkers-gaining-in-popularity-at-dairy-farms-in-n-b-1.2756987). Think through these changes in terms of the chain relationship idea, and we end up in a discussion about the future of farmers and the way we organize access to and curation of the land in our society.
So what we have to discuss is whether, in information, and often entertainment, markets our intermediate role is worth saving. Whether we call ourselves publishers, or information service solution vendors, matters not a whit. Do we do enough to stay in the loop as other relationships change in our client base, and other players threaten to subvert our value by combining it with theirs? When as a law publisher online I crowed that I had “captured” the user desktop all I was actually saying was that I had beaten the law firm’s library budget to a pulp. Very many law firms don’t have librarians any more, but, in recession, many have found that more and more legal process can be outsourced in commercial law. And, as I have noted here before, as outsourcers like Obelisk (www.obelisksupport.com/) band together the unemployed lawyers to provide a service base to re-align where the work is actually done, and outsourcers to corporate counsel like Axiom (www.axiomlaw.com) replace much of the service value that private law firms once offered to corporate customers, the tectonic plates are moving in that most conservative world of law, just as re-regulation after recession is creating a new marketplace around risk management and compliance. So, take the most conservative of professions, with highly protective union rules around membership and practice, which you would think would entomb change through mummified procedure – and even here we can see real evidence that within comparatively short periods of time, far-reaching change is massively afoot.
Then look at the organization of medicine, and medical advice. Or PR, and the ability of marketing department analytics to subvert much of the value of the PR businesses. Or insurance. Or construction and BIM, and planning processes. Or engineering design. Or property transactions. Or almost any field in the world of work or transactions that you can imagine. From the taxi drivers who resent Uber to the private drivers who park with RingGo, these changes in relationships are live on the streets of London today, yet we still take each change as a piecemeal development and not as a link in a fundamental shift. And we are very good at describing over-arching movement, but not at all good on detecting what those movements may mean on the ground. If you are still reading in the next few months I shall want to write about the Internet of Things, about M2M, about “Big” metadata, about ubiquitous computing, about semantic analysis, about additive manufacturing, about open and linked data etc etc. But I am now more determined than ever to describe those things in the clothing of work and business as it is now.
So what is the Future of Law Publishers , in the sense that I have used them as an example in this piece? Well, I think that the logic of what I have been looking at this month implies that they themselves will be dis-intermediated. Clearly the small players will successfully cope with the diminishing ranks or practitioners who want texts in some form or other, until that small market becomes a self-publishing function. I can imagine that the large players, like Thomson-Reuters, Lexis or Bloomberg BNA, will be able to migrate through acquisition into the workflow outsourcing business. Their data is becoming highly commoditized, and they have too little expertise to allow them to customize. So I see them as becoming service bureau, providing cloud-based services either to their former clients, or to their client’s clients. The decisions they make for their clients will be insurable and a good number of their employees will be legally qualified. Gradually, in some service areas, it will be hard to tell them apart from law firms. And that is a prevalent conclusion from research in these areas – only our physical, non-networked world could have sustained these separate service functions in the value chain. Put them all in the same virtual network, and inexorably they mutate into one solution. Before the summer break, I wrote about this here under the title “If its a Service, Outsource it…“. Reviewing that piece I now realize that we are seeing the first stages of a much more fundamental re-alignment. And it cannot be postponed or delayed because media and information corporations so wish it.
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