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Looking for a fool who would buy Hulu

by Richard Morgan  |  Published July 7, 2011 at 7:58 AM

HuluIPO125.pngWe all know the greater-fool theory of investing. But any acquisition of Hulu LLC seems more likely to be a demonstration of the great-fool investing school.

A great fool is what it's going to take, frankly, for Hulu's ready-to-cash-out owners to command a valuation that's at all like the one the market accords Netflix Inc. (NASDAQ:NFLX). Yet that's precisely the sort of valuation Hulu's owners want -- one with, say, a Netflix-like sales ratio.

Based on actual 2010 sales, Hulu's comparable worth would be $1.8 billion; based on projected 2011 sales, it would rise to $2.3 billion. Of Hulu's four owners -- Comcast Corp. (NASDAQ:CMCSA), News Corp. (NASDAQ:NWSA), Providence Equity Partners LLC and Walt Disney Co. (NYSE:DIS) -- three would likely settle for an amount anywhere in between.

Of these three, Providence can be excused for wanting to exit most expeditiously. The private equity shop's investment of $100 million in October 2007 has already grown at least fourfold. Moreover, its monetization of that investment would be entirely conflict-free.

News Corp. and Disney, the other two among the most-willing-to-sell three, might have reservations about relinquishing their stakes. But none is so great as to override a Netflix-like valuation.

News Corp. and Disney are content suppliers, after all, and their customers are distributors who dispense that content via cable and satellite, over the air and through the Internet. So while they might care about who replaces them at Hulu, which like Netflix is a through-the-Internet distributor, their benefits from a sale wouldn't be limited to the enviable return on investment they'd receive.

They'd also benefit from a renegotiated revenue split that any Hulu buyer would undertake to lock in News Corp. and Disney as content suppliers. And you can be sure any such revision would be more favorable to News Corp. and Disney as content suppliers than the split they currently have in place as Hulu owners.

Only Comcast, as owner No. 4, would have real ambivalence about a Hulu sale. That's because it's more of a content distributor, by virtue of being the country's largest cable company, than a content supplier.

Even with its controlling interest in NBCUniversal Inc., which came aboard in January, two-thirds of Comcast's pro forma revenue for the first quarter came from cable operations. This suggests any buyer that's either actively for or indifferent to positioning Hulu as a cord-cutting enabler would leave Comcast aghast.

Comcast, though, no longer has any say in the matter. Its consent decree with the Department of Justice to facilitate the NBCU transaction obliged the cabler, despite owning 32% of Hulu, to give up its voting rights in the joint venture and its seat on the board.

So, with Comcast's hands tied and Netflix's valuation in the stratosphere, what better time for Hulu's other three partners to unwind the JV? Besides, Yahoo! Inc.'s (NASDAQ:YHOO) unsolicited overture last month and discussions with Google Inc. (NASDAQ:GOOG) and others this month indicate real suitor interest.

The problem is that, even if one of these suitors were to meet the Netflix-like ransom demanded by Hulu's willing sellers, those sellers would still be suppliers. And, as such, they'd be in a position to hold Hulu's buyer hostage every time a content contract expired. This makes it difficult for any buyer outside of the great-fool school to justify the acquisition, especially after delivering a Netflix-comparable takeover price.

In fact, any success a buyer might have after paying such a price would require content contracts of such lengthy duration as to be unacceptable to shareholders of the content-supplying companies. Post-acquisition success would also require contract terms so favorable to Hulu's new owner as to recall terms Netflix negotiated for itself when video streaming was more novelty than reality.

However, if that ship hasn't already sailed, it most certainly will the next time a major licensing contract for Netflix to stream studio content comes up for renewal.

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Richard Morgan

Editor at large, media, entertainment & telecommunications

Richard Morgan, editor at large, focuses on media and entertainment and also pens the Backstory column in The Deal magazine. Contact



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