After Delaware court ruling, Liberty Media split-off to occur on Friday; What does it mean?

Tom Paine


Liberty Media Corp announced yesterday that the Delaware Supreme Court had ruled in its favor in turning down an appeal of a previous Delaware Chancery Court ruling denying a challenge to its long-planned split-off, clearing the way for the move to be completed on Friday.

Everything Liberty does under Chairman John Malone might seem rather confusing to to some; his corporate structure and transactions are often geared towards maximizing tax advantages, among other goals. Liberty has been a constantly evolving investment vehicle. Malone, who has some Philadelphia connections (he was a top exec at Horsham-based General Instruments early in his career and his son Evan is founder of Philly's NextFab Studio and is also on the board of Liberty Media), is not reluctant to sell assets at the right price, and when the tax implications are favorable, then redeploy funds into what he sees as a more favorable opportunity.

Liberty Media before the split-off has consisted of three "tracking stocks"; Liberty Interactive (LINTA), consisting primarily of West Goshen Township-based QVC and some other smaller interactive eCommerce companies; Liberty Capita (LCAPA), which has interests in several media companies and also includes Berwyn-based wireless locator TruePosition and the Atlanta Braves; and Liberty Starz (LSTZA), which holds the movie channels that operate under that name. Tracking stocks are investment vehicles which reflect the value of a company's assets, but the shares do not actually represent legal ownership of part of those assets. Confusing, uh?

When the split-off is completed, Liberty Media will be renamed Liberty Interactive. Liberty Interactive (including QVC), will now be an asset-backed stock (shareholders will actually own part of the assets) as opposed to a tracking stock. Liberty Capital and Liberty Starz will continue to be tracking stocks under a new Liberty Media parent.

There will be a lot of cash (up to $10 billion), although its not clear exactly where that will be allocated and some will be used for share buybacks. The split-off opens the door for a number of rumored or possible plans to move forward:


  • Acquisitions and investments: "We've been pretty frozen by this split-off interregnum," Malone was quoted as saying at Liberty's annual shareholder meeting earlier this month by Multichannel News. "You can probably expect a lot more activity by us post the split-off".
  • Liberty Interactive may move to buy the roughly 70% of HSN (parent of Home Shopping Network) it does not own and integrate it with QVC.
  • Rumors have been floating around that Liberty Starz could be acquired, with Time Warner named as one possibility.
  • I could see some possibilty of a move with TruePosition, which doesn't particularly fit with other types of Liberty interests and could fetch a nice price because of the wireless IP goldrush.
  • You could also see some movement with the Atlanta Braves, if a good buyer is out there. Liberty acquired the Braves as part of an asset trade with Time Warner, and nobody has believed it has a long term strategic interest in it.

Beyond that, QVC could benefit from an increased strategic emphasis on building a larger eCommerce business around it.



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Daily Links 9/21/2011: Ex-SAP CEO Apotheker might be on the way out at HP

Liberty Media Zooms As Court Upholds Appeal On Spin-Off (Barron's: Tech Trader Daily)
Implications for QVC, perhaps TruePosition, as well as the Atlanta Braves.
Liberty Media's press release. Split-off expected to be completed Friday afternoon, Liberty says.

HP Board Said to Weigh Ousting Apotheker as CEO (Bloomberg)

Is HP competing for "worst board ever" honors? (Reuters)

Oracle Gains After Corporate Software Spending Boosts Profit (Bloomberg)

SAP's Software-Only Innovation Challenge (Josh Greenbaum/Information Week)

Analyzing the Crossgate Acquisition: An SAP and Market Perspective (Spend Matters)

Comcast upbeat about 3Q performance, CFO says (MarketWatch)

Turner Goes to Bat for Playoffs in Philly
TBS turns bus stops into dugouts to promote baseball
(Broadcasting & Cable)

Cable wins broadband subs as telcos take TV (Gigaom)

Why Did Rosum Sell Out? (Directions Magazine)
Rosum recently sold its patent portfolio to Berwyn-based TruePosition.

Heartland Payment sees growth in market share, margins (Reuters)

Greenlight LaserFocus Now an SAP-Endorsed Business Solution for Automated User Access Risk Remediation (Marketwire)



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Sneak Peek: An early look at some new ventures popping up around Philly (Yorn, Vita Poducts, Storably)

Tom Paine

Yorn is a West Conshohocken-based startup which provides a feedback loop from mobile devices that people can use to rate the experience they've had with whatever it is you want feedback on, resulting in a "Yorn Score". Yorn received an investment of $150,000 from Ben Franklin Technology Partners SE in the 2nd quarter. Its CEO is Rick Rasansky, who founded early Philly SaaS startup eCal and was one of individuals behind Network Acquisition Corp, which acquired the Philly Wi-Fi network from Earthlink and later sold it to the city.

Vita Products, a Philadelphia-based company about which I've written previously, has raised $687,000 of a $937,000 offering, according to an SEC filing. Its VITAband product, originally designed with joggers in mind, is a bracelet providing medical professionals with your identification, relevant medical history and emergency contacts, and also includes contactless payment technology you can use with a Visa Prepaid Card.

Storably is a new Philly startup that will help people make use of idle space they might have, such as empty basements and parking spaces, by creating an online marketplace where others can rent that space for their storage needs. Its website goes live tomorrow, the company says, and Storably will be doing a demo at tomorrow night's Philly Tech Meetup. Josh Kowitt and Apu Gupta are co-founders and Wharton graduates. Community Manager Brendan Lowry wrote in an email: "We are a team of Philadelphians who love tech and all things Philly". Its office is located at 2038 Locust Street, between 20th and 21st.

University of Pennsylvania School of Veterinary Medicine student Dr. Jonathan L. Lustgarten (he had previously earned a PHD in Biomedical Informatics at Pitt) is working to develop a state-of-the-art, easily deployed, electronic veterinary health record system to help veterinarians and staff in caring for animals during disaster relief efforts. As the winner of the Penn Vet 2011 Student Inspiration Award, Dr. Lustgarten will receive a $100,000 unrestricted grant to continue work on his project, named the Rehabilitation and Emergency COmputerized VEterinary Records, or RECOVER.


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Daily Links 9/20/2011: Morning Call reports on Amazon warehouse conditions

Inside Amazon's warehouse
Lehigh Valley workers tell of brutal heat, dizzying pace at online retailer.
(Allentown Morning Call)
I wonder how GSI Commerce's warehouse operations compare to this.

Quidsi Co-Founder Marc Lore on What Happens After Amazon Buys Your Company and His New Site YoYo.com (Betabeat)

SAP to Acquire Business-to-Business Networking Provider Crossgate (PR Newswire)

Oracle's first quarter: Can the hardware deliver? (ZDNet Blogs)

Oracle's Q1 strong, but hardware sales lag; New SPARC chip on tap (ZDNet Blogs)

Internet of Things Comes to Life in Version 2.0 of ThingWorx Connected Application Platform (Business Wire)

Report tallies the growing vitality of U City (Philadelphia Inquirer)

Comcast's $9.99 Internet for low-income families goes nationwide (Ars Technica)

Comcast Sues British Telecommunications Over Network Patents
(Bloomberg)
Not sure what to make of this yet.

LMC Software Solutions Awarded Second Round of Ben Franklin Technology Partners Funding (PR Newswire)

SunGard to Acquire Syntesys to Expand SWIFT Connectivity and Professional Services over the AvantGard EcoSystem Communication Hub (Echos) (PR Newswire)

LCB turning off wine vending machines (Pittsburgh Post-Gazette)



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Daily Links 9/19/2011: Netflix to split; Comcast in Xbox talks

Netflix DVD mailing service to split off and become Qwikster (Ars Technica)

Netflix Strategy Prompts Backlash (New York Times: Media Decoder)

Dish Said to Unveil Blockbuster Streaming Prices on Friday (Bloomberg)

Microsoft in talks with Comcast and Verizon for Xbox TV (Digiday)
Article says deals might be close. Verizon blog mentions Xbox report and certainly
doesn't deny it (Thanks to Dave Zatz for spotting).


Vail to consider Comcast deal (Vail Daily)
You've got to keep subscribers in places like Vail or Martha's Vineyard happy.

Adam Fogelson Re-Upped as Universal Pictures Chairman (Hollywood Reporter)

Reflecting upon SAP TechEd 2011 (Dennis Howlett/ZDNet Blogs)

SAP Relies on Software While Shunning Deals to Vie With Oracle (Bloomberg)

Fiberlink hiring 100 (Philly.com: Philly Deals)

AT&T makes desperate bid to save T-Mobile purchase with rivals’ help (VentureBeat)

Health Network Labs Chooses Altosoft's Insight to Enable Automated Reporting From Multiple Pathology Systems (PR Newswire)



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Hulu sale at risk even as new bids are due (Reuters)


LUMA Partners maps Digital Capital universe

LUMA Partners, a New York/San Francisco-based boutique investment bank which gives strategic advice to media technologies companies, provides what is calls "LUMAscapes"- market maps for different segments of the Digital Media universe.


One LUMAscape released last week maps investment firms that provide capital to digital companies, by type and geography. It shows 316 firms on one page (click on image to enlarge). See how many you can spot that have Philly connections. LUMA welcomes feedback and suggested additions.




You can access other LUMAscapes here.



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Daily Links 9/16/2011: Pennsylvania joins DOJ suite against AT&T/T-Mobile merger

About 20% Of U.S. Consumers Prone To Dropping Pay-TV: Analysts
High Cost Of Services Most-Cited Reason for Not Subscribing, Credit Suisse Survey Finds
(Multichannel News)

Time Warner Cable's Stern: We Have to Move Away from Monolithic TV Packages (Multichannel News)

Microsoft Sees Xmas Debut for Xbox TV (Light Reading Cable)

GOP lawmakers scrutinize LightSquared (Washington Post)

AT&T, T-Mobile merger faces new obstacle as seven states join DOJ lawsuit (Washington Post: Post Tech)
Pennsylvania is one of them.

New York Startup Warby Parker Raising A Big Round At ~ $100 Million Valuation (Silicon Alley Insider)
The New York-based online eyeglass vendor was co-founded by four Wharton students; First Round Capital has been one of its investors.


The Hottest Trends in HR Technology (Human Resources Executive Online)

SAP TechEd: SAP BW to Run on HANA Database by November (ASUG News)

4.0 Releases of Business Intelligence and Enterprise Information Management Solutions from the SAP BusinessObjects Portfolio Now Generally Available (PR Newswire)
A long awaited release.

Infosys May Buy Thomson Reuters’ Health-Care Unit, Business Standard Says (Bloomberg)



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Daily Links 9/15/2011: Google said to be spending hundreds of mllions on video content

September 2011 Business Outlook Survey (Philly Fed)
"Responses to the Business Outlook Survey this month suggest that regional manufacturing activity is continuing to contract, but declines are less widespread than in August."

Manufacturing in Philadelphia-area Contracted in September
(Bloomberg)

Netflix Cuts Its Guidance By 1 Million Subscribers (All Things Digital)
Netflix ended the day down 19%.

Big cable is facing an ‘affordability crisis’ (Gigaom)

Google Is Secretly Spending Hundreds Of Millions Of Dollars Turning YouTube Into A Cable Alternative (Silicon Alley Insider)


NBCU's conference highlights the growing buzz of social media (Philadelphia Inquirer)

Bentley Invests in Philadelphia-based TEEC, Developer of SpecWave Software to Intelligently Manage AEC Project Specifications (Business Wire)

ISGN Stresses Smartphone/Tablet-Access (National Mortgage News)

Growing Greenphire: KOP clinical research firm doubling staff (Flying Kite)

Integromics Announces New Version Of SeqSolve™ NGS Analysis Software (Integromics Press Release)

SAP's HANA Is Hot, but Still in Early Days (PC World)

Philly's Startup Scene: A New Underdog Story? (Keystone Edge)

Health IT: Is the U.S. in the middle of a bubble? (MedCity News)



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