July 19, 2004

A closer look at the MGM/Sony/Time Warner Triangle

According to Variety, the negotiations between MGM and Sony have hit a roadblock. The much simpler and tax-efficient Time Warner offer could win out.

With all of the buzz going on about this lately, I thought it would be interesting to backtrack and provide a "Q&A" of sorts. After all, understanding the financial value of a film property/library and the implications when a company purchases one can help put individual title marketing into perspective.

By the way -- if you have a Q&A you'd like to add (serious and funny accepted), put it in the comments, and I'll update the list.

Why is MGM a target for acquisition?
In the golden age of DVD, content is king, and MGM has a 4,000 plus title library. Current valuations (depending on if you're buying or selling it) range from $3.8 to 5.5 billion dollars. Here's a link that's a must read as a backgrounder on MGM's value to a potential buyer.

How do you value a film library?
Film Library Valuation typically uses an "income approach" -- that is, based on historical revenue from each title, you make a determination of expected future revenue from all streams (Video, DVD, TV sales and VOD). For titles without any historical data, a weighted average is used to compare similar films. Next, a "decay rate" is used to determine the annual decline in value of the asset.

After this, you add up all future revenues, and deduct contribution margins (Contribution margin is sales revenue less variable costs) and taxes. You discount this future cash flow to present value, and bam -- the magic number.

Many details are missing for simplicity's sake, and I'm not an accountant, so lemme know if I'm way off base here.

What's The Basis for Time Warner's dispute over MGM's valuation of around $5 billion?
My guess is that TW has a problem with two things: MGM's decay rates (they are probably rosy about the long-term DVD growth prospects) and the income stream projections for lower-quality titles (MGM has 200-300 "major" titles that drive up the library's average per-title performance).

What will happen to the MGM brand?
Despite the company's reduced output of new films in recent years, MGM has one of the highest brand-recognition factors of any major studio. Whoever purchases the company, expect to see an effort to leverage the brand (TV channel? Consumer Products? Print?) -- especially if purchased by a diversified media company like Time Warner.

Since Time Warner (or Sony, if they come up on top) already has a well-oiled distribution arm, what will happen to the staff at MGM?
The reality, unfortunately, is that we can expect massive lay-offs. There have been reports (unsubstantiated rumors, actually), that Time Warner may divest the distribution and marketing arm of MGM. Potential buyers could include someone like Steve Jobs (Pixar) or Harvey Weinstein, both of whom are at odds with Disney. Both men would very like have the access to capital necessary for a deal of that scope.

Related Links:
MGM
Time Warner
Buying Universal puts GE in the movie business
Yahoo! News - Inside Move: 'Hobbit' could end up nestling with 'Rings'