The Buying and Selling Of Catalogs Is The Back Bone Of The Music Business Economy.  Is It In Danger? Recently, a client of mine was trying to sell his small independent label.  He thought he could sell it for about $1,000,000 and wanted to know what independent labels had sold for lately.  I know many of you on this list own or control musical works of some kind and wonder the very same thing: what is my lifetime investment in this god-forsaken business really worth?

Thanks to some on this list, I got very helpful data.  For example, a very smart lawyer who sits on the advisory board for the Future of Music Coalition told me in an email, “$1,000,000 isn't much.  I'd venture that virtually every indie that got bought in the last 10 years fetched more than that.” Of course, I expected an answer like this from someone who advises the FMC.  They tend to see labels as high-on-the-hog.

However, an executive from Yahoo Music, who works closely with labels, promoting their music on the web, had this to say, “I imagine most of those indie deals have been considerably less than a million.”

Hmm… Who’s right? It depends how you define the operative word.

WHAT IS INDIE ANYWAY?

The subject of "indies" always prods the question, “What is a true indie and ,therefore, what is a true indie buyout?" Would you include the deal where Warner bought about 75% of Roadrunner for close to $75 million; or where Disney bought Mammoth for around $25 million in 1997; Warner’s buy-out of Ryko for $67 million in 2006; or Universal’s ownership of Def Jam for insane cash?

Nah.  Those deals just don’t seem to ring the “indie” bell in my heart.  However, if we revert to the hippie standard for “indie,” where one has no ties whatsoever to a major, we are left with virtually no one worth researching (save a few significant exceptions like TVT and Kotch). 

Those who have taken my workshops know that I don’t use the word “indie” to define non-major labels, but rather my own terms like “one deep” and “two-deep” to describe a label’s placement in the hierarchy of the business.

So, is there another standard?

The Association of Independent Music (AIM) has tried to create one.  Their constitution states, “If a major [label, like WMG] owns 50% or less of the total shares in your [“independent”] company… you can join AIM.”

But that has problems too.  Even if you only own a minority 49% share, you can still assert majority leverage over your asset when you’re making executive decisions regarding their distribution.  Plus, as far as the artist is concerned, if the rights granted in a contract with a supposed “indie” label are the same as those granted in a 50 page, major-label deal and that indie is 49% owned by the same major, then all you have there is a major label deal—without the major label perks.  This sucks.  But it defines one of the primary reasons people start indie labels—to one day be bought out by a major.  And to do this you’re contracts need to be similar.

Then, there are credit deals where large companies give lines of credit to smaller labels without actually “acquiring” them.

So, we’re stuck again with trying to define and answer the question: “What indie labels have been bought by majors and for what amount in the past ten years?”

BIG FRANK, LITTLE FRANK

So, here’s what I found. 

(Thanks to those on this list that helped with the research.)

--Presently, there is a Universal offer to buy Sanctuary for about $88 million.  Sanctuary is a multifaceted company with label, publishing, management and merchandising interests.

--25% of Victory Records was bought by Universal in 2002 for $20 Million.  They had a couple of Gold acts at the time of the purchase and had revenues that year of about $7 million.  Their founder Tony Brummel holds the remainder of the company. 

--Warner paid $10 Million for a minority part of Lizard King.  Founded in 2002, the label had the multi-platinum selling band, The Killers.

--Higher Octave was bought by Virgin in 1997 for something north of $15 Million and then folded into another label, Narada World.  At its peak in the mid-90s, it was doing $12 million, per year in annual sales. 

And the grand prize goes to…

--Mp3.com's acquisition by Vivendi Universal for a mother lode of $372 Million; 66% higher than the worth of the company’s stock.

DID YOUR REALITY CHECK BOUNCE?

So, those are the big dogs.  But these deals, fueled mostly with Wall Street money, do not tell the whole story.  The vast majority of label sales are ones where you have a small hard-working team with twenty or so acts on them that are lucky to sell 15,000 units for a single release.  These deals don’t make the trade mags.  Not sexy enough.  In most cases, the owners are thankful to get any sale and neither the acquiring company or the indie is interested in advertising details of the buy-out. 

My data tells a more typical truth: the vast majority of “indies” are only tipping the $1 Million mark in the buy-out department.  In many cases, it’s mostly a paper sale anyway, consisting of stock as a bolster for the small amounts of cash put on the table.

Examples:

--Universal bought half of Octone for a bit more than $1 Million.

-- In 2003, Triloka was bought outright by Sheridan Square Entertainment (Artemis Records) for around $800,000. 

--Tone-cool (also bought by Sheridan Square) for around $750,000.

-- In 2004, Sheridan Square was then acquired by Compendia Music Group (Intersound, Light Records and Compendia Records) for approximately $7.8 million.