John Malone’s company is the largest shareholder in Charter Communications whose hostile bid for Time Warner Cable was trumped when Comcast stepped in with its $45.2B stock offer. But while Liberty recognizes that the No. 1 …
Greg Maffei‘s comment today at an investor meeting sponsored by Citi resonates because his company is the leading shareholder in Charter Communications, which is preparing to make a bid for Time Warner Cable. It would be a risk, the Liberty CEO says, because “we’re being asked to pay for assumed synergies” including the possibility that Charter could reduce content and marketing costs. “Can they happen fast enough will be the real key.” But Maffei notes that “there’s also an opportunity to run the reported asset [TWC] better” adding that it “has not performed as well as Comcast and what [Charter CEO Tom Rutledge] and his team have been able to do.” Consolidation makes sense because “15, 20 years ago we did not have scaled national competitors [including satellite companies] and you didn’t have over the top [Internet competition].” Cable now faces those threats, as well as “a new set of reinvigorated cable opportunities [that] come from working together and building scale…Some of that is from consolidation and some of it is from confederation.” He acknowledged that Liberty’s new proposal to buy the 47% of Sirius XM that it doesn’t already own would give it access to the satellite radio company’s cash flow, and that could help if Charter goes after the much-larger TWC. “It says in the future there’s a lot more flexibility.” Liberty also wants to adjust its own strategy. “Eight years ago, when I joined, Liberty Media was a complete mish mash…We didn’t have controlling stakes in pretty much anything except for QVC and we had enormous tax problems trying to unwind some of those stakes.” Now that those problems have been fixed “we needed a new game.” The problem is finding an investment that makes sense in the digital age, where it’s hard to find businesses that look like they can continue to grow for a decade or more. “That may work for Coca Cola” — but it’s “unlikely that everything that sits in [Liberty] is going to be sitting there in 5 or 6 years because there’ll be change.”
The comments by Charter CEO Tom Rutledge and Liberty Media CEO Greg Maffei on CNBC this morning may account for the 2% dip today in Time Warner Cable’s stock price. Investors are betting that Charter will make a rich offer for the No. 2 cable company. But Rutledge says …
Sen. John McCain just picked up an unexpected ally in his seemingly quixotic effort to pass a law that would promote a la carte pay TV pricing. Liberty Media CEO Greg Maffei — whose company is the largest shareholder in Charter Communications, and usually opposes regulation — says “there are many positive attributes” to the bill, although he questions whether it can pass. Maffei’s comment stood out at the Goldman Sachs Communacopia Conference, where analysts have been asking execs what they think about McCain’s effort and the idea of breaking up the pay TV bundle. Programming execs at the event including Disney’s Bob Iger, Viacom’s Philippe Dauman, and Scripps Networks’ Ken Lowe all but scoffed at the idea, saying that consumers are satisfied with a system that serves them well. But Maffei says that programmers’ ambitious recent price hikes threatens what he calls the “wonderful ecosystem in the television business…When you see what’s going in on places like Los Angeles with eight regional sports networks, you threaten that benign feedback loop and it’s not a good thing.” If companies don’t solve the problem then “you risk some regulatory intervention.” Cable companies now find “scale and horizontal consolidation attractive” — in part to gain leverage in negotiations with programmers. He wasn’t pressed on the latest in Charter’s effort with Liberty to combine with other operators including Time Warner Cable, Cox, and Cablevision, although he offered that “I’m not sure we have to lead the [consolidation] charge.”
Don’t look for Liberty Media Chairman John Malone to add a cable company to his own portfolio. Although he believes the industry is ripe for consolidation, it’s “unlikely that we would participate in buying stakes in other cable companies …
It’s natural to wonder whether Liberty Media Chairman John Malone’s new acquisition of 27.3% of Charter Communications is merely Step One in a plan to make him a U.S. cable titan — the role he played until 1999 when he sold Tele-Communications Inc to AT&T. And while Liberty CEO Greg Maffei doesn’t predict that, he also didn’t rule it out today in a quarterly earnings call with analysts. He says that cable “could be in for a round of consolidation” at a time when it’s so inexpensive to borrow money and large companies covet opportunities to cut costs — for example by negotiating lower prices from programmers. He cryptically adds that even though Charter can do just fine as a stand-alone entity, “we’ll see” whether it ends up being “a consolidator or condolidatee.” Liberty’s stock purchase agreement gives it the right over time to raise its stake to 40%. Will it do so? “We’ll see what time holds,” Maffei says.
No surprise about who topped the list of 2012′s highest paid CEOs at the media companies whose compensation practices I track most closely. (See here for an explanation). CBS’ Les Moonves returns to the head of the pack with $62.2M, even though his package was 11.1% smaller than it was in 2011. That was an anomaly: The top 20 collectively made $542.7M, up from $416.6M in 2011, according to company proxy statements filed at the SEC. It took $25.9M to crack the Top 10 — last year Time Warner Cable’s Glenn Britt made it with $16.4M. The most notable change in this year’s list vs 2011 is the jump by Liberty Media’s Greg Maffei to No. 2 from No. 28 as his company adjusted stock options just in case the feds change the corporate deduction this year for performance-based compensation.
Yahoo’s Marissa Mayer also joins the top 10 following her move there from Google. Her appearance also highlights a quirk in this year’s list which has more CEOs than companies: Yahoo had three CEOs last year (Mayer is still there) and there were two apiece at Sirius XM (James Meyer replaced Mel Karmazin) and Cinemark (Tim Warner is now in charge). Also, remember that this list just includes corporate CEOs, not division chiefs or board chairs. I’ll be back soon with a list of the highest-paid media execs. The numbers on the right are the amount in millions of dollars for the total compensation as reported by each company.
Here’s our list of 2012′s highest-paid media CEOs:
EXCLUSIVE: Big Media companies don’t tell you when something’s rotten with the corporate culture. But this list should help you begin your search. This is Deadline’s third annual tally of out-of-whack CEO compensation. It’s an account of chiefs who not only make vastly more than you and me, but also collect far more than their closest colleagues at their own companies. Corporate governance experts become concerned when a CEO consistently makes at least three times more than the median for the four other highest-paid execs that the SEC requires companies to list in the annual proxy statement. That’s the standard I use, and it indicates that 14 out of 31 media companies that I tracked and that have already filed 2012 data failed the test — in many cases miserably.
Out of whack CEO pay can send a poisonous message to employees, including others in the C-suite. Internal pay parity “is critical to ensuring fairness and encouraging a collaborative team effort,” News Corp says in its proxy. Huge disparities also can tip you off to troublesome boardroom beliefs. It might indicate that directors lack faith in the business or leadership team — and fear that things will unravel if the top dog leaves. It may be a symptom of corporate groupthink where people give the chief credit for everything that goes well, and seek scapegoats for everything that doesn’t. Or it might mean that directors are beholden to the CEO — or share a cynical and grandiose sense of entitlement — and see nothing wrong with helping him (it’s almost always “him”) stuff his pockets with shareholders’ money, even where there’s little danger that he might leave if paid less. Whatever the case, researchers find that all too often the damage from such obeisance to the CEO eventually hurts a company’s performance and stock price. (For example, here, here, here, and here.)
This list looks at the biggest and best known infotainment providers. I include Web-based companies such as AOL and Yahoo that produce and sell their own content, and added Facebook which depends on ad sales. But I left out ones including Apple and Verizon that generate most of their revenues from hardware or personal communications services. (I’ve also left out Google, where the top execs benefit from stock performance and only collect a symbolic $1 in compensation.) For context, I’ve also noted how many people the company employs, and how that’s changed since the last fiscal year, to see whether these fabulously rich CEOs were job creators. The data isn’t nearly as revealing as it ought to be. For example, the SEC doesn’t require companies to specify how many jobs are based in the U.S., or even how many are full time. I’ve also included the CEO’s 2012 compensation rank among other media chiefs in our list, as well as among all media executives listed in their company proxies, and the average compensation over the last three years. (To avoid having them counted twice, I combined the compensation that Sumner Redstone collects as chairman of CBS and Viacom, and that Charles Dolan collects at Cablevision and AMC Networks.)
A few things to keep in mind: The SEC reporting rules only cover the top-paid executives of publicly traded U.S. companies. That means we’ll miss a lot of highly paid people who work at subsidiaries of a big company; Universal Studios’ Ron Meyer may be a big deal in Hollywood, but he didn’t make the top echelon at his corporate parent Comcast. Also, the pay data given to the SEC can spike in a year when an executive cashes in stock or collects deferred compensation. Averages also can be skewed when people on the list come and go in the middle of the year. So consider this to be a starting point to judge whether a CEO was paid fairly — not a final verdict.
I’ll be back soon with additional information including a similar list showing CEOs whose pay was more in line with his or her colleagues. Here’s how the out-of-whack CEOs stack up for 2012:
1. Live Nation: Michael Rapino. The concert and ticketing giant had a so-so year generating higher revenues but even higher costs — and a net loss. Last year’s big tours included Madonna, Lady Gaga, Coldplay, Roger Waters, and Bruce Springsteen & the E Street Band. Company shares appreciated 8.1% in 2012, lagging the benchmark Standard & Poor’s 500 which was +12.7%. But the big excitement took place at year-end with the surprising departure of Chairman Irving Azoff, taking performers he represents including Eagles, Van Halen, and Christina Aguilera. That left Rapino clearly in charge — but under the watchful eye of Liberty Media, which owns nearly 27% of the stock. With a flood of option awards, the CEO’s compensation rose 138.4% to $28.5M (The package: $2.2M salary, $243,281 bonus, $2.6M stock awards, $19M option awards, $4.4M non-equity compensation, $46,408 other compensation.) That was a whopping 17.0 times more than the median for the four other highest paid execs — up from last year’s 5.5 times — and 46% of the pie. Even these numbers underplay the disparity in executive pay: The group of other execs includes Azoff who made $27.4M. The company had 7,100 full time employees at year end, up 500. (Pay rank among media CEOs: 9. Among all media execs: 11. Average annual pay over last three years: $18.7M.)
Liberty Media CEO Greg Maffei, whose company owns about 17% of Barnes & Noble, doesn’t seem impressed by this week’s disclosure by the book store chain’s founder Leonard Riggio that he may try to buy its …
Do you believe that Liberty CEO Greg Maffei doesn’t know whether he’ll keep Sirius XM or spin it off if his takeover attempt works? Me neither. But that’s his story and he sticks to it in his interview this morning with CNBC’s David Faber. Maffei adds that he …
The satellite radio company’s shares are up 11.4% since early Thursday while other NASDAQ stocks collectively are down 4.4%. What’s going on? Well, it seems that many analysts who attended Liberty Media’s annual dog-and-pony show for them on Thursday came away convinced that Sirius XM is preparing to see John Malone lift his company’s 40% stake well past 50%. He has to wait until March to avoid taking a tax hit on such a move — and we all know how much Malone hates to pay taxes. After that there’d be a tax advantage: Sirius has $8B in net operating losses that could be used to shelter future payments. That’s great now, although the losses “sucked” when the company was racking them up, CEO Mel Karmazin told Liberty investors at last week’s gathering. So, is Liberty interested in buying Sirius? A lot of comments that Liberty CEO Greg Maffei made last week sure make it sound that way. “There are few businesses that I have as much confidence in,” he said. ”Boy, it’s got a heck of a tail wind behind it. Find me another business” with as much opportunity. Sirius’ first consumer rate hike, coming in January, ”is a great opportunity and there’s a potential for more…(Profit) margins will expand….It’s our kind of business.” He added that his company
It’s “more likely than not” that new online video streaming providers such as Amazon will offer some programming on a premium tier — a contrast with Netflix’s single-price package – Liberty Media CEO Greg Maffei said this morning at the Goldman Sachs Communicopia conference. He broadly hinted that his company’s desire to charge extra for Starz was a big reason why the premium channel recently ended negotiations to extend its carriage deal with Netflix. The current arrangement, he says, is “inconsistent” with the way consumers receive Starz on pay TV.
More broadly, Maffei says that Liberty is on track to split off its Liberty Capital and Liberty Starz tracking stocks by tomorrow now that it has beat back a court challenge by bondholders. The deal transfers some assets to the spun-off companies, violating some bond agreements. But the Delaware Supreme Court yesterday upheld a lower court decision that said the split-off is OK because it isn’t part of what it called an “overall scheme” to hurt bondholders. That likely won’t change the overall strategy for the company that’s controlled by the famously tax-averse former cable titan John Malone — and that some analysts say is little more than a portfolio of stock holdings. “Finding things to buy at attractive prices is the biggest chalenge we have today,” Maffei says.
In May, John Malone’s Liberty offered to buy all of Barnes & Noble for $1B. But the offer stalled and the book retailer said Thursday that the takeover talks had been ditched in light of the $204M investment agreement. …