Does 1+1=2
or 1+1=1.7?
The future
of TV Home Shopping in the U.S.A. has never looked so
foggy. While international expansion booms ahead with
projects developing in China, India, Russia and just
about everywhere else, the US market has matured and is
about to be challenged as never before.
Ever since I
began in the TV Homeshopping industry, some 15 years ago I
think, there have been rumours of QVC and HSN merging or
working as separate entities but owned by the same
group. And recently, especially with the dips in the
both of their stock price, all the crafty positioning
and recent lawsuit between Barry Diller IAC) and John
Malone (Liberty Media - LINTA plus a holding in IAC), we
see gossip reported but little detailed insight as to
the repercussions of such a merger. Certainly these two
great deal makers will use their flair and flamboyant
egos and professional skill and dynamism to distract and
pressure to get their companies the best deals possible
so we must take a lot of the press reporting with a
grain (a bag more like it!) of salt. The world of media
is their natural environment and stage.
It is easy
to be sceptical, especially when there is so much
empirical evidence to support a negative opinion of such
any merger, many do not work out as well as imagined.
Companies hardly ever take the time to properly research
and analyze the consequences of such a large move. It
is not a simple task, you must evaluate the cost of the
merger and integration against what a similar investment
in other areas of the company would reasonably return. Externally, jobs will be lost and the human toll, often
painful if nor severe, is rarely recognised.
Internally, it is very difficult to evaluate the cost of
the disruption to the business. It is rare that
companies seriously consider all of the implications and,
if they try, few get it right.
Competitive
landscape: There are only five major shopping channels in
the USA: Jewellery Television, which also operates
internationally and achieves $500 million+ while ShopNBC
has a turnover of about $700 million and then the much smaller
but expanding Gems TV. Two jewellery channels as well as
the gems stones and gold/silver commodity inflation of
late have impacted negatively upon HSN & QVC who are
still somewhat reliant upon jewellery sales. Jewellery
typically carries excellent margins. Expect many more
shop channels to emerge soon with the implementation of
digital TV in the USA, bandwidth for channels will
become much more affordable and TV will become
democratized. The UK has some 43 dedicated shop
channels (live, infomercial, auction/price drop and
travel) today and I believe this trend will spread to
the American market.
Does 1+1=2?
I think in this case, 1+1=1.7.
I think it
is obvious that many mergers, especially big ones such
as Time Warner & AOL, actually do not work that well and
can cause severe disruption for the companies involved. This combination as it is sometimes referred to would
result in a $12 billion+ deal.
Mergers do
not always result in immediate or obvious benefits or
efficiencies. There are always claims that the best
will be kept but my experience is one company will
dominate at the expense of the other. Look at the takeover of British Satellite Broadcasting (BSB) by Sky TV
and you start to see what I am thinking here. Often
they take years, after much restructuring to become
profitable and then it is hard to know if they would
have been more profitable if they had remained separate.
Sometimes, mergers create an improper mix, oil and
water, and do not produce the anticipated or projected
results.
The term
synergy often means areas of overlap where efficiencies
can be realised. And what is the main efficiency most
often cited? Reducing the labour force and dropping
redundant departments or services. The pain of a lost
job magnified by a factor of hundreds when looking at
the workforce of several thousands is difficult to
quantify because in a difficult economic period new
employment for these people may be impossible to find.
There is
always talk of synergies between two companies, in
similar industries, involved or rumoured to be involved
in a merger. One company always dominates the other to
their own advantage. So if QVC & HSN merged the more
efficient and larger group would dominate meaning job
reductions at HSN because QVC is easily twice as big and
4 X more profitable than HSN. This is not socialism,
this is all about free market capitalism and the rule is
to grow, expand market share and be profitable.
Loyal
Customers: Think of merging two fast food companies such
as Burger King and McDonald's. Those who like one are loyal and rarely
switch between the two indiscriminately. Take two
traditional combative sporting franchises in major
markets, let's use major League Baseball as our analogy.
If the Yankees and the Dodgers merged, would die hard
Dodger fans feel happy sitting next to hardcore Yankee
fans? Could their allegiances forged over generations
of loyalty be funnelled directly into the new franchise?
Take this one step further and if the Yankees used their
economic dominance and acquired all the valuable power
hitters, great fielders and pitchers how would the
Dodger fans feel and how would their team perform? Would the Yankees use the Dodgers as a farm club and
reap the advantage of cherry-picking all the top
quality? Would the two teams perform better, negotiate
better contracts with players, fill more seats and sell
more merchandise and hot dogs? I fear we hold a bias
about mergers and assume that the sum of the parts will
equate to a greater total.
Corporate
Culture: Both HSN & QVC have a long history of
competition with each other. They also both possess
call centres, fulfilment & warehouse, broadcast
facilities and vast merchandise departments with global
offices. But many of those loyal to one brand or format
are not interested in the other. If the brands changed
and started to became blurred would this result in more
sales? It is not difficult to find good examples such as
the merger of Daimler & Chrysler.
INT: There
are a couple other areas of concern. HSN has failed
with several attempts at international expansion except
in one case their Japan Shop Channel partnership and
that’s mostly due to a strong local partner. There are
seriously important advantages, especially in today's
global economy, with having diversified revenues from
various major markets. QVC has excelled at this mostly
because of their patience and ability to transfer their
success abroad. It has been a diversion, it is not easy
especially with recent regulatory issues in Japan and
Germany, but it does contribute significantly to their
turnover and success.
Convergence:
And convergence changes everything as more bandwidth
equates to lower cost of entry for new channels. In the
UK, the Sky digital platform supports 43 dedicated shop
channels and soon, with the move over to digital, in
America you will see many more channels start to appear
and many more shop channels. Several hundred new
channels means that the advertiser spend will be spread
thinly and broadcasting companies will need to cooperate
more with infomercial and TV shop channels and the
resulting share of revenues this will produce. Special
Delivery is a clever company that links products seen on
TV programmes such as Desperate Housewives with the
ability to order so you too can have the same paint used
in the kitchen or bedroom as your favourite character.
Web
streaming will also permit anyone who now can operate a
Web site to move easily to live video streaming and
archival capability. I could stream to my TV a live
channel from China called “ShangBy” and source much
cheaper even when calculating the S&H, and at similar
quality, directly from stores in Shanghai. I can even
interact directly with them. In some cases I can source
directly from the manufacturer who might SMS or TXT me
when a product is ready. The role of traditional
retailer is already being seriously challenged by eCommerce. TV home shopping retailers, who excel at
Web
sales today due to the tremendous impact of TV, will
begin to lose their uniqueness as the market and retail
system opens up to universal competition. Please give
this technology about two years before anyone notices any
impact, but it will change the retailing market and
consumer behaviour.
If these two
colossus direct marketing retailers were merged they
would perform less well together than in direct
competition. Competition drives innovation, risk and
motivates the work force to work harder, better, smarter
and more efficiently. There is a choice today although
HSN has moved closer to mimic QVC.
Will it be
possible to own two companies and keep them separate? Can HSN & QVC work together in the same group? Maybe,
maybe not. I personally do not think it is possible. When Diller was at QVC he met a lot of resistance from
those “pioneers” who started up QVC with Joseph Segal
and that tension was within the same company! The
culture at HSN and QVC is very different and there is a
possibility that they would clash and only one can rule.
Recent
improvements at HSN does not mean long term success or
guaranteed growth and with the upcoming economic
instability and possible recession the risk for failure
have increased. In fact, if you look at the facts and
remove the upbeat polish or spin, the revenue for the 4Q
07’ was up 3% but operating income dropped 7%. HSN
reported that sales efficiency improved for most of
their merchandise categories and that their customers
spent more but the total number of active customers, a
key metric nearly as vital as margins in this industry,
remained flat. With lower gross margins and higher
operating expenses in the 4th Quarter, operating income
was effected negatively.
HSN has to
become much more appealing, unique and competitive as
well as flexible and that means they have to innovate
and work much harder and better than they do today. They
have to succeed at international expansion because this
is where significant growth comes from and what has
helped QVC to maintain profitability and expand on their
leadership position.
Both
companies are relying on streaming Web video, but their
next great frontier is not something to bank upon. For
some reason, these companies have not tried a global
approach. Why not offer a superior Web shopping
experience in 20 languages as well as a global product
range and global delivery? The Internet is their
biggest threat, an arena where they can be out-manoeuvred and out-classed by many swifter and smaller
global players.
InterActiveCorp’s strategy to date is to buy Web
companies of various sizes and bring them into the fold
to grow the business. Sometimes this works and
sometimes it does not. They bought the UK’s very
successful The Travel Channel and tried to merge it with
Expedia and The Travel Channel has not been heard of
since. There have been a few other disasters and they
continue to make investments. When it becomes apparent
that they did not fit in, they sell off, lick their
wounds and move on.
A company as
complex as IAC is difficult to monitor or control and
the financial community simply does not get what it all
adds up to. Diller controls voting shares held by John
Malone’s Liberty Media and a court case is in the works
to settle if this agreement can continue. It can delay
matters and this mess needs to be sorted out sooner
rather than later.
The new
strategy is to spin-off all these units into five new
companies which is meant to provide more clarity for
investors and more apparent value to each new company. IAC reported that it lost $369.9 million in the 4Q 07’
and attributes this to higher taxes, difficulty in its
mortgage referral unit and costs for the proposed
spin-offs.
IAC should
sell off many of its units and become a lean, mean and
aggressive money making machine. Malone probably wants
nothing to do with HSN and just wants to extract the
most value from his position.
And for
Clearwater, Florida and the other hubs of HSN commerce?
I think it is time the city awaken, just in case the
merger does go ahead, and start to campaign for HSN to
remain independent or loose many local jobs and some
significant tax base.