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Time Warner To Be Split Into Four Parts?

Shakrai writes "CNN Money is running a story titled Icahn eyes Time Warner break-up. Carl Icahn is a fairly well known investor who is pushing to break the Time Warner empire into at least four different business units. While his motivation seems to stem from business interests -- he thinks it will work out better for Time Warner in the long run -- I thought it raised an interesting point of discussion. Will the vertically integrated media empires that control content creation, content distribution, internet access and the news media become the Ma Bells of the 21st century? What can be done to protect consumers without stifling the technological innovation that we all know is so important?"

23 of 107 comments (clear)

  1. Weird by FST · · Score: 4, Interesting

    Does anyone else find it weird that just a few years ago, big mergers were all the rage and "synergy" was the magic buzzword in corporate America and on Wall Street. So why are so many companies now rushing to get unhitched? Also, is this outbreak of corporate divorces good for shareholders, or should I sell my stocks now?

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    1. Re:Weird by faqmaster · · Score: 3, Interesting

      Seems to be a natural cycle - intergrate, disintegrate. At an abstract level (the level that the board members or uber-investors look at) the four areas mentioned in the writeup look like they have a lot in common and would benefit from integration. So someone puts them all together by talking up this thing called synergy. Only then do they see that the specific methods that each of those entities use to implement their functions are very different and in some cases incompatible.

      I mean, if you didn't know anything about how each of those areas worked, it would seem logical to think there's a natural flow from production to distribution to access (and news reporting is just a specialized version of that whole process). But, there's a reason Wal-Mart doesn't manufacture anything, and there's a reason that factories in China don't have retail stores here in the US.

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    2. Re:Weird by dattaway · · Score: 2, Interesting

      Its called "moving and shaking." Its how you get the senior employees nervous and take pay cuts and severances.

    3. Re:Weird by alen · · Score: 3, Insightful

      I read One up on Wall Street some years back. It was written by one of the best mutual fund managers in history. It's a natural cycle and the only real winners are the investment banks that get fees in every transaction.

    4. Re:Weird by N3Bruce · · Score: 2, Interesting

      Spinoffs are a way of forcing the now independent business units to survive on their own merits. Often money losing divisions are spun off and allowed to lapse into bankruptcy or liquidation, rather than continuing to be a drain on the parent company's profits. The first time I remember this, I was a vendor for the former Wal-Mart wannabee Woolco, which was a 300 store chain that was part of F.W. Woolworth into the early '80s. I remember the old timers seeing this as a bad omen when they were spun off from their parent. Sure enough, 2 months later they held their going out of business sale. In this case everybody loses their job.

      On the other hand, spinning off a troubled division can free it from the meddling, interference and bad decisions of a parent company that is out of touch with the soul of the division being spun off. One of the most famous examples of this was Harley-Davidson. Harley-Davidson became part of AMF Corporation during the diversification frenzy of the 1960s and 1970s. AMF ran everything from machine tools to bowling alley equipment to sporting goods. Harley-Davidson motorcycles were just another product to be manufactured, and their desirability and quality hit an all-time low during this era. They had been pretty much run into the ground by the time they were spun off, but the new company (with a little help from tarriffs on large Japanese motorcycles) was able to turn things around, and their bikes now sell at large premiums compared to comparable Japanese models, and they own nearly half of the domestic market for motorcycles.

      Finally, the economies of reduced overhead for administrative functions by a small business being absorbed by a larger one are often disappointing, due to the cost of integrating information systems, manufacturing and distribution facilities, and the culture clash between organizations that takes place during mergers. In recent years I have stood by as the banking business has undergone wave after wave of consolidations and mergers. On the operational level, it takes years to sort out everything from management structure to what equipment they should retain, move, buy, or sell. Many of my customers have seen the name on their buildings change several times, but they are pretty much the same bunch of people doing the same type of work they have always done. In the meantime, an organizational paralysis often sets in as employees and managers worry more about how they will fit into the new organization instead of building the business.

        Going the other way and spinning off a division gives the new company the freedom to select the types of services, equipment, people, and structure that are appropriate for the size and type of business they are in. There might still be some duplication of a few things, but the smaller organization does not need for instance, the large and complex systems that large organizations do.

  2. What will happen to the Netscape Divison ? by axonis · · Score: 5, Interesting

    I guess if AOL is going to be set free, and probably aquired, Netscape will also suffer its final fait too... i can imagine that it will evntually get killed off , marking the end of a once great Internet company.

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    1. Re:What will happen to the Netscape Divison ? by SpinJaunt · · Score: 2, Interesting

      Netscape still has an after-life in the form of Mozilla, which if above does become true, maybe Mozilla could take a name change and become Netscape once again.

      Still, I am just thinking aloud.

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      /. is good for you.
    2. Re:What will happen to the Netscape Divison ? by g0dsp33d · · Score: 2, Interesting

      I'm more concerned about winamp. I hope someone trustworthy buys the name. I'm still running the last pre AOL version.

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  3. But when they come together by Anonymous Coward · · Score: 2, Funny

    They form AOL-Time-Warner-Tron!

    (Ted Turner likes to play the head.)

  4. Catching up with the past by Walzmyn · · Score: 2, Insightful

    This is just Catching up with the past isn't it? From what I've read the Aol merger never went very well and most folks thought they should have been blocked by the government anyway.
    I've always thought they were putting too many different colored eggs in one basket

  5. Splitting the company up will only help innovation by hellfire · · Score: 5, Insightful

    The larger a company is, the less it competes on quality and innovation, and the more it competes on price and muscle. Smaller companies are more agile and can change more quickly.

    My personal opinion is that Icahn is pushing this for simply financial reasons. Quite simply, Time Warner has money making divisions, and others are dead weight that should jettisoned. By splitting them up, an investor ends up with some kind of stock split amongst the resulting companies. They then sell off the loser stocks and put that money back into the good portions. This would be a great way to kill off AOL once and for all. AOL is the only division I know of that's dead weight, but there could be others. I'm really just guessing here. MY point is that Icahn is doing this for money reasons. It's the only reason why he would, and neither the article nor the submitter make any mention of this, which is extremely short sighted.

    However, regardless of the financial motivations, I completely support a break up of any company as large as this, purely because it benefits consumers with competition. Also, while a merger usually ends up in "eliminating redunancies" in jobs, a break up will usually put those "redundancies" back and open up at least a few new jobs to fill.

    No brainer really... get the sledgehammers out and start breaking!

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    "All great wisdom is contained in .signature files"

  6. A positive merger by lheal · · Score: 3, Informative

    I'm a former GTE customer. From a customer service and quality standpoint they were the worst company I've ever dealt with. Every time I had to deal with them they botched it.

    Since they merged with Bell Atlantic and became Verizon, I'm fairly happy with them. They adopted the policy (for their customer service reps, anyway) that one way or another they wouldn't stop working until your problem was resolved.

    Their prices are too high, but at least they fix whatever you tell them is wrong.

    But Icahn is just trying to "flip" them, as you would a piece a furniture you got at a garage sale and put on Ebay.

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  7. Not so weird by canuck57 · · Score: 5, Interesting

    Does anyone else find it weird that just a few years ago, big mergers were all the rage and "synergy" was the magic buzzword in corporate America and on Wall Street.

    Not really so weird. Boards and execs have little to do but cook up a buy, merger or divestiture. It is self justification for their existance. But what a waste of money.

    The truth is the rich at the top want to keep one part of the company and cash out another and now realize the merger was stupid. My guess is AOL has been loosing too many customers under the new management and instead of dealing with the synergy and management issues they are going to cut AOL back out on their own.

    It is too bad short term greed and short sightedness were not the only traights you need on a good board of directors, if so America would be rich.

  8. It's true! by tehshen · · Score: 3, Funny

    Split into four parts, eh?

    Tim: for people called Tim
    e w: for disgusting things
    arn: the Access Research Network, apparently.
    er: for uncertain things?

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  9. All these big companies... by MaestroSartori · · Score: 2, Interesting

    ...seem to suffer from the same problem - although they run the full range of medial production, none of them seem to be able to effectively merge the different parts of the company to produce any great result.After all, Time Warner have a huge back catalog of music and film sitting there, but they've provided no means for customers of AOL to access any of it. Maybe they're working on that, i dunno, but all these big merged conglomerates like Sony BMG, Time Warner, none of them are visibly making any real efforts to do things involving the full spectrum of business interests they cover.

    I always wonder if it's because despite being "merged" on paper, internally they still run as separate businesses with all the competing and territoriality that implies... :(

  10. Very bad analogy: TW is not a utility by postbigbang · · Score: 4, Insightful

    There is no dependent public service on Time Warner. All they things they do, especially in media, can't be considered in the same way that the monopoly of AT&T and their FCC and PUC/state-governed telephony was.

    These two aren't equal; they aren't congruent, they aren't even parallel.

    Time Warner's broadband properties are not a utility, like water, sewer, electricity, or natural gas-- things you can't live without. They don't have the same history, the same economics, the same monopoly control, the same easement and right-of-way capital assets, and so on.

    Therefore, garbage-in, garbage-out. The comparison is null, and it is, unfortunately moot.

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    1. Re:Very bad analogy: TW is not a utility by postbigbang · · Score: 2, Insightful

      Comparisons to the Ma Bell breakup don't work here; that's the point.

      Icahn is trying to up his asset. Ma Bell was a utility, and a monopoly. Time Warner is neither.

      Time Warner has diverse media and manufacturing assets, and while they have content generation and distribution, they're not a monoply in any of the areas of their business, like Ma Bell was.

      A breakup in this case, has no useful metaphor to Judge Greene's breakup of the AT&T components into different companies. The only common denominator between the two, is that the fact that they were broken up to increase shareholder value. Other comparisons aren't valid. This is an economic issue, not one with parallels.

      Comparisons that try to link the two in that way just don't work-- TW's asset structure, business model, governmental regulatory control, and every other facet between TW and AT&T are different. Really different. The supposition of the post tries to presume that tie, where no tie exists.

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      ---- Teach Peace. It's Cheaper Than War.
  11. Start by making fewer assumptions? by djupedal · · Score: 3, Insightful

    "What can be done to protect consumers without stifling the technological innovation that we all know is so important?"

    Start by making fewer assumptions...
    Assumption #1: Technological innovation as you perceive it actually happens.
    Assumption #2: Consumers are protectable and/or need to be protected.
    Assumption #3: Consumers want current content.
    Assumption #4: Consumers are the ones being protected.

    TV was called the 'boob' tube, for good reason, long before the phrase 'innovative technology' was coined. You seem to think content mega-control by corporations is new on the scene...it's not.

    Consumers aren't quite the idiots you think they are - by your logic, a small group of people enjoying an ad-hoc musical performance in Central Park are neither consumers, nor are they being exposed to 'content'...wrong. Just one example - there are hundreds more. Point is, consumers can protect themselves, thank you very much.

    As for protecting anyone...the corporations are the ones interested in protection.

    Despite your fantasies, most technological innovation comes from good old fashioned war. Faster information gathering; better medical procedures; increased creature comforts...the biggest upswings in tech advances have always been associated with some type of major military activity.

    Real innovations occur as distanced events in terms of any form of consumerism or content protectionism, and they will never be subject to any threat (first amendement or business model related) that is simply based in the marketplace. Just ain't gonna happen...

  12. Re:Splitting the company up will only help innovat by jeillah · · Score: 3, Insightful

    Not to defend AOL or anything but you are wrong that AOL is the only dead weight in Time-Warner. AOL supplies over a billion $ a year in profit back to Time Warner. Not to mention the 11% of Google's business they supply. Certainly, AOL is not the cash machine it once was but they are far from dead. They are now shifting their focus from a member-centric model to an ad supported model. If you don't think that will work out for them then you'd better sell all of your Google and Microsoft stock because that is exactly their plans for the future too.

    The merger was probably never a good idea but it was made worse when the two architects of the new company lost their focus shortly after the merger. With those two out of the picture the suits took over and the results are history.

    Who can say what would have happened if the merger hadn't taken place but I think Time Warner would have been in a lot of trouble. The magazine business was losing ad money to the internet and don't get me started about their movies... Little Nicky, that stoopid Eddie Murphy space movie, please... The only thing that was making money was music and even that went to hell a few years later. That company was and is run by a bunch of greedy old school suits who have no clue what the real public wants or needs. They finally did get lucky with the HP and LOTR movies but I doubt if they could have done those without the money AOL was kicking in.

    The best thing that could happen would be for the company to be split up. Then each new company could stand or fall on it's own and not be held back or propped up by the losing divisions. Maybe AOL will get picked up by someone who actually knows what the internet is...

  13. Learn from Sony by Hao+Wu · · Score: 2, Interesting
    Why would you make 'Content creation' and 'Content distribution' two different divisions?

    That's what SONY did, and they are constantly battling each other because their core interests directly conflict.

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  14. Polypoly by Doc+Ruby · · Score: 3, Insightful

    When the US monopoly decision on Microsoft was official, and the "remedy" phase was at hand, many of us discussed the merits of splitting MS into nonmonopoly units. The MS "vertical" monopoly, its stack of OS/app/dev/content that excluded competitors in fact and overwhelming advantage, was fundamentally anticompetitive. So we talked about the benefits of splitting it into at least those four units, (maybe a fifth for "other", or maybe a sixth for "networks" including Comcast shares and the like). Then requiring they make partnerships on a nonpreferential (to each other) basis. There was consensus that the resulting sum of the divided parts would be worth more in stockmarket capitalization, revenues and penetration of other markets, whicle leaving lots of large niches in which other companies could compete, even a chance for other (or new) companies to seize leadership, or for units to (gasp) go out of business if they couldn't compete on merit.

    Instead, the most popular remedy suggested by the most influential spectators, the Wall Street Journal crowd, was "horizontal" split into smaller microcosms: MS1, MS2, MS3 - just cut them down to size, retaining all the same operations, and fight each other. FWIW, does anyone even know what the MS remedy actually was (is), other than oversight by a nanny judge? And how the new regime compares to the old in specific metrics accepted by the judge who determined MS was a monopoly? In any event, MS is still an anticompetitive juggernaut, as subsequent state monopoly lawsuits demonstrate, as well as the news in any given month, and especially to anyone trying to actually compete with MS even in their areas of vapor competence.

    This is, of course, exactly the same pattern as the paradigmmatic monopoly breakup: AT&T. The "Baby Bells" were little "Ma Bells", regional monopolies which were smaller, but just as anticompetitive. Until cable companies like Time Warner recently started offering phone service, they continued their local service monopolies. Though long distance immediately became competitive - the AT&T monopoly action was brought by MCI, which found it couldn't compete with a monopoly, regardless of its merit. The MS monopoly decision also was the result of a competitor bringing action: Netscape, which claimed (correctly) that MS violation of a prior court consent decree not to bundle IE with Windows illegally interfered with its ability to compete. Netscape, of course, was bought up by AOL by the time of the monopoly decision, as the anticompetition took its toll, while AOL also bought Time Warner, as people believed (among other fantasies) that the AOL combination could compete with MS better than Time Warner could, especially if it was also Time Warner, and once MS was divested of its monopoly advantage. That turned out to be wrong, in several essential ways.

    But recall that the vertical split was believed to offer greater collective return to shareholders. And that it would offer the benefits of competition to consumers, from price to quality, as well as market opportunities for vendors. Icahn apparently believes that is the case. Bill Gates, an even larger holder of MS shares than Icahn is of TW shares, has the benefit of a single manageable empire to compensate for the tradeoff of potentially more $billions in returns on his shares. Is there a good example of a monopoly, especially a tech one, that was split into its vertical components? Bundling is the most powerful competitive tool, short of IP monopoly, in the tech business. It seems clear to many people that vertical splits are the proper remedy to protect the market, and even benefit shareholders at the ego expense of executives. Which ones can we study for actual market results, and compare with these others, which have gone the other way - and usually remain monopolies in different guise?

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  15. Carl Icahn, "Corporate Raider" by putko · · Score: 2, Informative

    This is may or may not be good for consumers -- but it will make Mr. Icahn some money. An understanding of who Carl Icahn is, and what he does, may help.

    Carl Icahn is an old guy (born to a middle-class Jewish family in Queens, NY). He makes his money by buying controlling interests in firms and reorganizing them in ways that increase the share price. In this regard, he and other corporate raiders have made American capitalism work more the way it is supposed to (according to the law). Sometimes they've broken the law, and screwed over minority investors; clearly that's awful

    The methods of someone like Carl Icahn produce anger, hatred and even anti-semitism -- even though what he does is consistent with American law.

    The basic idea of "corporate raiding" is to get enough of a controlling interest in a firm that the raider can convince the board to let him break the "unwritten" rules of American capitalism, for the benefit of the shareholders.

    For instance, at big firms, younger employees used to get paid less than at other firms, but had job security. When they got old, they still got paid, even though the company would have been better off without them. Also, often the pension funds for the workers contained more money than they were required to have by law. That money could instead go to shareholders.

    Doing those things rubs a lot of folks the wrong way, but that's usually because they imagine that a company has a duty to its workers -- which, in America, is not the case. The company is only beholden to its owners. Until the law changes and the owning class is disposessed, that's the law (and please remember to call me when the revolution happens, guys). Carl Icahn's brilliant ideas, among others, were to fire the older workers and give the extra pension fund money to the shareholders. Perhaps a little "creative accounting" allowed him to give more and then some. This was great for shareholders.

    The bosses running American companies had always been legally able to act like Carl; they just didn't have the chutzpah to do it. The American system was less meritocratic, chummy and run by whites.

    The corporate raiding could have happened in the 60s or 70s, but banks wouldn't loan money to outsiders like Carl Icahn and his fellow corporate raiders. Without the money, they couldn't buy a controlling interest in a firm and reorganize things.

    The banks didn't loan to folks like Carl partly out of self-preservation: by loaning money to people like Carl Icahn, they'd be alienating the other bosses of the companies they served, and that could result in them getting cut out of routine transactions that were their bread and butter.

    E.g. if a bank helped Icahn to to a takeover, it would lose some business customers, because pissed off company bosses would withold their company's business -- even if the bank had low rates and not using them was bad for the shareholders!

    The reluctance of bankers to loan money to corporate raiders changed in the 80s when Michael Milken, working at Drexel, Burnham and Lambert, appeared on the scene. With high yield bonds, he had the money from investors. Michael and his bank (Drexel, Burnham and Lambert) was willing to loan money to corporate raiders, because the Jewish bank (that's not meant to be "antisemitic" --- but just a statement of who owned, ran and staffed the bank) didn't have much corporate business to lose.

    As documented in the book "Predator's Ball", by the Jewish journalist Connie Bruck, to a man, almost all of the corporate raiders and bankers who provided the money were Jews with roots in Poland or Russia. A number of things came together: they were intelligent, hard working, insensitive to criticism, full of love for money (I don't want to use the word "greedy" in connection with "Jews", lest I be accused of "antisemitism" by the hypersensitive), able to do business with each other (genetic relatedness helps people to establish trust) and uncaring about the needs/feelings o

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    1. Re:Carl Icahn, "Corporate Raider" by putko · · Score: 2, Interesting

      Dear Anonymous Coward,

      The fact that Carl Icahn is a Jew (as were/are with most of the participants in the takeover business) is quite relevant. Judaism (as a religion) has nothing to do with it -- but his ethnicity, and that of his peers was critical. I'm referring to the fact that most of them had great-grandparents from that lived within a few hundred miles of each other.

      Their ethnic cohesion allowed them to run their enterprise successfully, and that enterprise both helped Jews and Israel, and hurt the goyim. What a mitzvah! The takeover game is something Jews should be proud of: Jews made so much money (so quickly!) at the expense of their goyische competitors. They unseated the WASPs whole industries. Jews got the money from the Savings and Loans, receiving the savings of an entire generation of Americans -- and that allowed them to make donations to Israel and other Jewish charities. Mazel Tov! And for the most part, the gentiles didn't catch on that it was Jews benefitting at their expense.

      Here's something from the Washington Report on the importance of the ethnicity of the participants, and the phenom in general:

      http://www.wrmea.com/Washington-Report_org/www/bac kissues/0490/9004005.htm

      a nice excerpt:

      "... A careful examination showed, however, that his public support for Israel, rather than being Jewish, was the key to how a figure of Boesky's prominence could, over a long period, corrupt so many Wall Street insiders without in turn being subjected to extortion or exposure.

      He had selected as potential collaborators fellow Jews identified with pro-Israel charities. A recipient of his illegal overtures who might turn out to be too honest to accept Boesky's offers of money or stocks for insider information very likely would also be reluctant to report such an illegal proposition by an ardent, generous, and prominent supporter of Israeli causes. To do so might turn the informer into a pariah in what the Jewish press calls "the pro-Israel community."

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