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Saturday, November 21, 
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The crossing

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121505_media.jpgMemo to media moguls: Get over it.

Get over your need for control. Get over the fear and fealty you've instilled in your subordinates for all those years. And get over the top-down decision-making process that has characterized mass media companies since they first arose in the 19th century.

It's not that a new media order wants you out of the way. It's just that you and others atop the intellectual-property food chain are about to see that chain inverted. In fact, if you're really worth your Gulfstream G-200, you're leading the inversion. You're already out there, a la News Corp. chairman and CEO Rupert Murdoch, snapping up online assets that you and your peers didn't know existed (and which may not have existed) a few short years ago.

Why you're so keen on acquiring these assets is obvious. You're desperately trying to keep pace with the online migration of readers, viewers and listeners who were once yours, all yours. If you fail, then you'll be left behind as an old-media company stuck with a decaying model that at some point will no longer sustain your business. Either that or you'll be acquired and appropriated by Google Inc., Yahoo! Inc. and other new-media monoliths that know how to monetize your content better than you do, adding value to the stuff simply by moving it through digital channels. But if you succeed in keeping pace with online migration - and here's where it gets interesting - then you'll render yourself obsolete as well. Indeed, one of the most telling indicators of a mogul who successfully leads his company into the brave, new world will be his becoming a mogul no more.

Has any industry ever encountered a set of strategic choices more fraught than the ones the media business confronts today? It seems unlikely. And five years after the dot-com bubble burst, six years after the ill-conceived creation of AOL Time Warner Inc., a rapid-fire series of acquisitions of new-media companies by the old-media giants - nine in the last year, including three by News Corp. - is bringing the issues into sharp relief. The young audience News Corp. covets is spending less time watching mogul-approved programming on Fox and more time making home pages and linking with friends on MySpace.com. So in July, News Corp. announced it was buying MySpace's parent, Intermix Media Inc., for $580 million. What News Corp. has yet to detail is how the cultures and business models of Intermix and its two subsequent purchases (which draw team-specific sports audiences and videogamers, respectively) might ultimately combine with, transform or even supplant the giant, top-down company that now owns them.

There's a reason for that. "Nobody has a precise answer as to how all of this is going to shake out," says Dennis Miller, a veteran of old media who's now a general partner at Spark Capital, the Boston-based early-stage investor in media and technology. "But one thing we do know is that, with new media, decision making is from the bottom up. Successful sites are all about community, connectedness and the viral/personal references that one-to-one communication provides. What they're not about is answering to corporate authority or playing by corporate rules."

Thus, the current answer to the question of how old media should integrate its new-media acquisitions is: very carefully. Last summer, for example, News Corp. set up Fox Interactive Media to leverage all of Fox's entertainment, news and sports brands across the Internet. For those around when old media first pursued new media, the move had an eerie precedent: the establishment of News Digital Media, headed by Murdoch's son James, in November 1997. Like FIM today, NDM got a mandate to manage such up-and-running sites as foxsports.com, foxnews.com and fox.com. Also like FIM, it was the designated receptacle for all of News Corp.'s online acquisitions. However, on shuttering the operation in early 2001, the company cited such a "strong symbiotic relationship" between its online and offline platforms that it returned online authority to offline managers.

It has since been revealed that what News Corp. called a symbiotic relationship was really lopsided. "NDM was allowed to stay in business," a source then with the company says of the ill-fated unit, "until [Fox News Channel chairman] Roger Ailes knew he had the clout to say, 'If anybody's out there doing anything with Fox News on it, it's going to be me.'" While Ailes has only gained in clout, nobody expects him to stand in the way of FIM today. Old-media managers know they need as much online assistance as they can get. They also know they can get a lot of it from such online maestros as FIM president Ross Levinsohn, a 42-year-old who as the former general manager of Fox Sports Interactive Media is credited with transforming the also-ran site foxsports.com into a worthy contender to Disney's espn.com.

In fact - and here's where it gets even more interesting - looking out a decade or so, Levinsohn actually looms as the logical successor to Murdoch himself. Now, this may seem preposterous to those running the company, given president and COO Peter Chernin's stature and Murdoch's nepotistic tendencies. But consider the experience Levinsohn stands to gain from directing the digitized versions of all News Corp. brands - an invaluable credential in light of the vast differences between running a new-media unit like FIM and an old-media bastion like, say, Twentieth Century Fox Film Corp.

Because Hollywood movies are such big financial decisions, only a handful of players are now allowed to green-light them, says Spark Capital's Miller, whose résumé includes executive stints at Lions Gate Entertainment Corp., Sony Pictures Entertainment and Turner Network Television LP LLP. The result is a top-heavy apparatus that attempts to reduce the risks of each tent pole production by homogenizing the consumer experience. This type of management couldn't be more removed from bottom-up decision making, whereby media consumers themselves strongly influence if not actually direct what gets produced.

Old media slightly down the IP food chain may not be as centralized as the movie business. Yet the grip their leaders maintain on IP creation and distribution remains sufficiently tight for Miller to surmise that "40 or so people" account not only for what we see on the silver screen, but also for what we watch on television and hear on the radio. Even newspapers, with their editorial hierarchies, remain fortresses of control compared with the exercises in anarchy so rampant in the blogosphere. "It's not an easy or a natural fit," Miller acknowledges, "but these two worlds - traditional and new, analog and digital, broadcast and personalcast - are violently colliding."

For much of old media, making that fit work will be a matter of survival. Since the Internet bubble burst in 2000, Internet usage by consumers has risen 76% to 183 hours per person per year, according to a study by Veronis Suhler Stevenson. And by 2009, it's projected to reach 203 hours. The increase in consumer Internet advertising is even more dramatic. After retreating to a post-bubble low in 2002 of $6 billion, Veronis expects it to more than double in 2005 to $12.6 billion. In 2009, as advertisers step up their stalking of these most coveted consumers, projections call for another doubling to $28.2 billion.

These projections have obvious but depressing implications for virtually every other medium: less consumer usage and relatively fewer ad dollars. And if these implications haven't already spurred directors at old-media companies into action, they will. As Blake Warner, a partner and director of Internet and digital media banking at Thomas Weisel Partners LLC, says of the corporate downturns witnessed by many of these directors: "The first year, they could say, 'Yeah, that was a blip.' In the second year, they might have gone, 'Hmmm ... That's some losing streak.' But now it's year three, and they all know they have to do something about it."

That they are doing something is apparent from the deals presented in the chart below. What's really striking is the distance most of these acquisitions could take the big media companies from their existing models - whether by pairing the journalistic voices at the New York Times Co. with About.com's network of experts and enthusiasts, or by somehow teaming the green-lighters at Viacom Inc. with the authors of amateur video snippets on Ifilm Corp. But give the moguls credit for one thing: None of these deals holds itself out as the "transforming event" that America Online Inc. and Time Warner Inc. considered their merger to be. The more recent ones are all bite sized, by comparison, and basically represent attempts by old media to interact with new and former audiences in the online space these audiences have come to prefer. Latest case in point: CBS Corp.'s $325 million purchase in early November of CSTV Networks Inc., a college sports network with TV, radio and online platforms.

In the past half year, of course, no old-media company has been more aggressive about entering this space than News Corp. Murdoch signaled the new-media push in April during his speech to the American Society of Newspaper Editors. "Certainly I didn't do as much as I should have after all the excitement of the late 1990s," he said. "I suspect many of you in this room did the same, quietly hoping that this thing called the digital revolution would just limp along. Well it hasn't; it won't; and it's a fast-developing reality we should grasp as a huge opportunity."

So began News Corp.'s brazen return to the accumulation of "unique users," an effort that produced agreements to buy Intermix in July, Scout Media Inc. in August and IGN Entertainment Inc. in September. The acquisitions came so quickly and included targets so surprising that many perceived Murdoch's new Internet strategy to be: Ready! Fire! Aim! Better that strategy, however, than to stay the course as a well-capitalized old-media company while customers and ad dollars take up permanent residence online. "My guess is he saw the data," says a former News Corp. merger and acquisition specialist, "and decided that, in this case, it's OK to let acquisitions get in front of strategy."

Last month, at the company's annual shareholders meeting, Murdoch admitted his new-media acquisitions and others sure to follow are both defensive and offensive. The defensiveness has to do with his sensing something profoundly amiss. "For eight months now, as the worldwide economy has bloomed, we haven't seen advertising come back as it should in a great number of media and areas," he said. The advertising, he discerned, wasn't missing so much as moving from one type of outlet to another - or, in this case, from old media to new.

As for the offensive aspect of News Corp.'s new-media push, Murdoch, who's nothing if not an opportunist, resorted to a little historical revisionism: "This company from the very beginning has been about offering choice, greater choice, to underserved consumers. It's what led us to create a fourth broadcast network and a third cable news network and a U.K. and Italian satellite platform. Empowering the consumer through greater choice is exactly what this company strives to accomplish. And there's no greater medium of choice than the Internet." There's some spin here, considering News Corp.'s history as a monopoly-seeking predator and its belated rediscovery of new media. But there's also a stated mission to provide "the best and stickiest Internet experience available anywhere."

Providing that sort of experience could pose special problems for moguls - especially those who, like Murdoch, are brands in their own right. As Spark Capital's Miller elaborates: "Given the anarchist nature of the Internet, how many of Intermix's 27 million users will tolerate mainstream media? Or to ask it another way, how many will continue to use MySpace once it's owned by the same people who bring you Bill O'Reilly?"

The answer could depend on how well Murdoch does at resisting mogul-like urges not just to dominate online acquisitions, but also to integrate them. Basic integration is fine, and in the case of accounting systems, even mandatory - thanks to Sarbanes-Oxley. Integration of marketing departments can be good, too, according to Warner of Thomas Weisel Partners: "Most of these old-media companies have advertising and sales departments that dwarf those in new media. So all the acquired company has to do is make its advertising inventory available to what is probably a better department, anyway."

But that still leaves operations, where caution is clearly in order. "The first rule is to do no harm," advises the former News Corp. M&A specialist, citing MySpace's ability to register nearly 130,000 new users a day without an iota of input from its new owner. For taskmasters like Murdoch, however, passivity doesn't come easy. "Our challenge in the coming months then will be to integrate these new businesses with our existing Web sites," he said at the annual meeting. Still, the maiden integration experiment with MySpace seems modest. It's said to involve one-minute offerings from the Fox Network's snarky "Family Guy" cartoon - already a hit with the MySpace demographic.

How long will the tinkering continue? Perhaps until a generational shift produces managers with sensibilities of a kind Murdoch himself described in his speech to the newspaper editors. "Like many of you in this room," the 74-year-old said, "I'm a digital immigrant. I wasn't weaned on the Web, nor coddled on a computer. Instead, I grew up in a highly centralized world where news and information were tightly controlled by a few editors, who deemed to tell us what we could and should know. My two young daughters, on the other hand, will be digital natives." And it is to these digital natives that, more sooner than later, moguls like Murdoch are destined to bow. - Richard Morgan

From top-down to bottum-up
Major old-media companies have made a flurry of new-media acquisitions in the last year, often taking them far afield from the kinds of communication they know best
Acquirer
Acquisition(s)
Announced
Price ($mill.)
Offering
News Corp.
Fox Interactive Media
Intermix Media Inc.
July
$580
Social networking; operates 30 sites, including MySpace.com
Scout Media
August
ND; about 50
Operates more than 200 team-specific sports web sites
IGN Entertainment
September
650
Network of videogame-related sites
Viacom
MTV Networks
NeoPets
June
ND; about 160
Online youth community with virtual pets
Film Corp.
October
49
Online video clips from various sources
E.W. Scripps Co. Shopzilla Inc.
June
525
Comparison shopping site
New York Times Co. About.com
February
410
Network of sites where experts provide info on thousands of topics
Washington Post Co. Slate
Dec. '04
ND;
15-20
Online magazine founded by Microsoft
Dow Jones & Co. MarketWatch Inc.
Nov. '04
463
Business news

ND = Not disclosed

Source: Corporate Dealmaker



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