JOINT VENTURES IN THE CABLE AND VIDEOTEX INDUSTRIES by THOMAS P. CARUSO B.S. University of Pittsburgh (1974) Ph.D. University of Minnesota (1979) and MARK R. HARSCH B.A. Swarthmore College (1978) Submitted to the Sloan School of Management in Partial Fulfillment of the Requirements of the Degree of Master of Science in Management at the MASSACHUSETTS INSTITUTE OF TECHNOLOGY May 1984 0 Thomas P. Caruso and Mark R. Harsch L90 The author hereby grants to MIT permission to reproduce and to copies of this thesis docJmpnt in whole or in part. distribute Signatures of the Authors: Sloan School of Management May 15, 1984 Certified by: Edward B. Roberts I.' 0 esis Supervisor Accepted by: MASSACHUSETT SiS7iTUTE OF TECHNOLOGY Jeffrey A. Barks Director of the Master's Program JUN 2 6 1984 ARCHIVES LIBRARIES PAGE 1 JOINT VENTURES IN THE CABLE AND VIDEOTEX INDUSTRIES by THOMAS P. CARUSO AND MARK HARSCH Submitted to the Sloan School of Management on May 11, 1984 fulfillment of the requirements in partial for the Degree of Master of Science in Management ABSTRACT After a thorough analysis of joint ventures in the cable industry, we have determined both the reasons that these joint ventures were formed and the characteristics of successful joint ventures. The results were then applied to an analysis of the joint ventures in the videotex industry and we developed recommendations to the management of these and future joint ventures that might improve their chances of being successful. This analysis was performed by completing a literature search of venturing strategies, joint venture theory, the cable and videotex industries, as well as the joint ventures in each of these industries. Telephone and personal interviews were then conducted with key persons involved in joint ventures in both industries. We combined this information to piece together the motivations, contributions and structure of nineteen cable joint ventures and seven videotex joint ventures. The thesis is divided into three sections. The first section summarizes the findings of the literature review about joint ventures and the alternatives to joint ventures. The second section focuses on the cable industry. It reviews the history, structure and technology of the industry, knowledge of which is necessary to understand the motivations for joint venture formation. We describe the motivations, contributions, structures and results of each of the programming and franchising joint ventures. This section concludes with a detailed analysis of joint venture motivations and critical success factors in the cable industry. The final section repeats this structure of analysis for the videotex industry. After a discussion of the structure of the videotex industry, contributions of each of the partners in conclusion recommends steps these PAGE we present joint 2 the motivations and various joint ventures. The ventures should follow to insure success. We found that gaining complementary skills, speeding market introduction of product, reducing uncertainty of project completion and gaining market power are all important motivations for forming joint ventures in the service industries that we studied. This parallels the motivations that researchers have discovered in the manufacturing industries. We also found four success factors for joint ventures: complementary skills, complementary company cultures, non-conflicting goals and clear agreement on management control. The videotex joint ventures between the national system operators, such as Videotex America and Viewdata Corporation of America, and local newspaper companies best meet these criteria. PAGE 3 ACKNOWLEDGEMENTS This thesis would have been impossible without the cooperation of thank Ed a number of people. On the academic side we would like to us both with the guidance and our advisor, for providing Roberts, resources we needed in order to see this project to its completion. The following persons in the cable and videotex industries were to take the time to talk with us at length about their kind enough company's joint venture experiences: Sam Berkman Vernon Cain Judy Carroll David Fluhrer Laurie Goodman Jack Healy Tony Herrling Irving Kahn Richard Loftus James Mills George O'Hanasian Robert Sachs Sherrill Sanderson Robert Sullivan Alan Spoon Maurice Sprumont Lloyd Werner AT & T Keycom Electronic Publishing Warner Amex Cable Communications Viacom HBO ABC Video Services ABC Video Services Formerly with TelePrompTer Formerly with Scripps Howard Formerly with The Entertainment Channel Group W Cable Continental Cablevision WASEC Cablevision Washington Post Infomart Group W Satellite I. We also want to thank David Allen, Lynn Wickwire, Jay Borden, Trumpowski, Wes Kussmaul and Edward Diamond for their help and advice. Finally, and most importantly, we want to thank Leslie and Kathy for seemingly endless showing patience and understanding throughout this ordeal. PAGE 4 Table of Contents ABSTRACT...........................................................2 1 ..... ...... INTRODUCTION................................. 1.1 Purpose.................................. 2 3 ........................... 8 1.2 Methods.................................. 1.3 Organization............................. VENTURING STRATEGIES......................... 2.1 Internal Venture Strategy................ 2.2 Strategic Alliances...................... JOINT VENTURE THEORY......................... 3.1 General Comments......................... .... 10 .... 12 . ..13 .... 16 .... 24 .... 24 .... 25 .... 26 .... 27 .... 29 3.2 Patterns Across Industries............... 4 5 3.3 Example: Chemical Industry Joint Ventures 3.4 Classification of Joint Ventures......... 3.5 Motivation for Forming a Joint Venture... 3.6 Antitrust Issues......................... 3.7 The Evolution of a Joint Venture......... . 3.8 Conclusion to Joint Venture Theory Chapter CABLE INDUSTRY INTRODUCTION......... 4.1 Origination of Cable Television. 4.2 Industry Structure.............. CABLE SYSTEM OPERATORS.............. 5.1 Barriers to Entry............... 5.2 Existing Rivalry................ 5.3 Substitutes..................... 5.4 Buyer Power..................... .... ... 5.6 Conclusion...................... CABLE PROGRAMMING SERVICES.......... 6.1 Types of Programming............ 6.2 Barriers to Entry............... . .. .. .. .. .. .. . . 6.3 Existing Rivalry................ ............... 6.4 Substitutes..................... . .. .. .. . ... .. . . 6.5 Buyer Power..................... 6.6 Supplier Power.................. 6.7 Conclusion...................... 7 . . .. . .. .. .. ...... 0. .. 0. ... 0.... CABLE TECHNOLOGY.................... 7.1 The Direct Effects of Technological Change..... 8 7.2 The Indirect Effects of Technological Change... CABLE JOINT VENTURES............................... 8.1 Programming Joint Ventures..................... 8.2 Franchise Joint Ventures....................... 8.3 Conclusions.................................... PAGE 5 35 ...37 .... 42 .... 44 .... 44 .... 46 .... 48 .... 51 .... 59 .... 5.5 Supplier Power.................. 6 7 7 60 .... 61 .... 61 .... 63 .. 64 .... 64 67 .... ... 74 .... 75 .... 76 .... 78 .... 79 .... 80 ... 81 .... 88 s... 92 .. 95 ... 115 ... 125 9 10 11 12 VIDEOTEX INDUSTRY INTRODUCTION..............................136 9.1 History and Definition of Videotex......................136 9.2 The Components of the Videotex Industry.................143 VIDEOTEX INDUSTRY STRUCTURE.................................148 10.1 Barriers to Entry......................................149 10.2 Existing Rivalry.......................................152 10.3 Substitutes............................................155 10.4 Buyer Power............................................155 10.5 Supplier Power.........................................157 10.6 The Future Structure of the Videotex Industry..........157 VIDEOTEX JOINT VENTURES.....................................159 CONCLUSIONS.................................................176 12.1 Justifications for Cable and Videotex Industry Comparison.............................................176 12.2 Recommendations for operating videotex joint ventures..183 12.3 Summary................................................190 FOOTNOTES........................................................192 BIBLIOGRAPHY.....................................................202 PERSONAL INTERVIEWS..............................................211 PHONE INTERVIEWS.................................................213 PAGE 6 I INTRODUCTION 1.1 PURPOSE The videotex industry in the United States today is on the of After years of field becoming a major business. in launched Florida in the fall of 1983. and market trials surveys the first videotex system with color graphics brink capability was At least two more services will be launched regionally in 1984 with national rollouts occurring in 1985 and 1986. the A distinguishing feature of casual observers, formed joint venturing is ventures. strategy the relative to noticeable even proportion of competitors that have high a Since industry, to joint venture is not common some of the alternatives, a natural question to ask is why it is so prevalent in this industry. PAGE a 7 Scholarly literature on joint ventures is concerned manufacturing industries and it was not mainly with clear how applicable the research was to a service industry such as the videotex industry. central purpose of this thesis, therefore, understanding of why videotex determine the elements that partnership. In the are firms is to enter necessary provide joint to a The better ventures and to a insure successful course of addressing these concerns the thesis will also help to determine the extent to which the existing joint venture literature applies to service industries. The relevance of these issues is evidenced by the standing-room only audience attending a seminar about joint ventures at the Videotex '84 meeting in April. Well over half of the executives in attendance indicated that their companies were involved in, or entering, joint ventures. issues of this thesis: What considering were Their main concerns focused on the central are the reasons that a firm should consider a joint venture and what are the determinants of a successful joint venture. 1.2 METHODS Although the central motivation for this project is the videotex two-fold. by industry, our hypotheses were formed by researching the joint venture activity in the cable industry. are provided First, the The reasons for this cable industry has been in existence for PAGE 8 over thirty years and provides a rich body of videotex industry. Many data relative to the ventures have had time to run their joint been course and in many instances the principal players have willing to candidly discuss even the ones that were not successful. between Secondly, the fact that there are many similarities industries makes to draw conclusions from the study of possible it joint venture formation in the cable industry that are the videotex industry. applicable the body of the thesis. The information was collected in a variety of ways. consisted of magazines and books. joint to The relevant similarities and dissimilarities between the industries are discussed in research the initial literature review of journals, extensive an The The majority of the information on the specific ventures was acquired through telephone or personal interviews. The interviews were supplemented, where necessary, information with from printed sources. Whenever possible, all the interviewed. Since this partners other partner in the venture. dissolved due to differences a joint venture were not possible in every case, there are was instances where one partner has supplied the of the information concerning In the cases where the partnership in opinion PAGE 9 exclusively relied on. no one source has been A final point concerning methodology is that the here are not a random sample. discussed joint ventures We do however, feel strongly that they are representative of the joint ventures now present in the cable and videotex industries. 1.3 ORGANIZATION The thesis is organized into three main sections which in turn, theory, the industry cable and Chapter 2 opens the theory section with a strategies venturing available the brief to a firm. consider, videotex industry. review of all the This provides the reader with an understanding of how a joint venture strategy compares to the choices available to a manager who is considering a new venture other Once joint venture strategy is placed in context, Chapter 3 strategy. explores joint venture literature in depth. Using the previous two chapters as a foundation, the thesis moves into the research sections. discussion of Chapter 4 provides a brief history and the overall structure of the cable industry. of 5-7 then go on to present an analysis of the cable industry. structure the forces 7 focuses Chapters affecting the Chapter 5 concentrates on the cable system operators while Chapter 6 is concerned with cable Chapter a programmers. on the effect that changing technology has had on the entire industry. PAGE 10 Chapter 8 contributions details and selected motivations the joint ventures. The of each partner are listed along with the structure of each partnership. and cable Each joint venture is evaluated chapter concludes with a summary of the motivations that led firms to form joint ventures and the elements that seem to be crucial for success. The final drawing section parallels investigates with the cable industry. of the videotex industry. forces affecting the the Chapter industry, 10 thus videotex industry while Chapter 9 is an overview focuses on the competitive laying the groundwork for the discussion of videotex joint ventures in Chapter 11. Chapter 12 completes the thesis by framing a list that should industry. be met of conditions before entering a joint venture in the videotex We have concluded that out of all the elements that must be considered four of the most crucial are the issues of control, conflicting company cultures, similar goals and complementary skills. PAGE 11 2 VENTURING STRATEGIES Roberts' suggests that when corporations find themselves squeezed by the stockholder's desire for growth of revenue and earnings and the saturation of their traditional product markets, introduce new products to new products with either seek to Companies can or new markets. existing develop and commercialize these must they internal venture strategies or with strategic alliances. Each venturing strategy will fit particular needs, abilities personnel -- at any one moment. what Roberts 2 The use of various venturing strategies calls venture merging and melding -- diversity of financing mechanisms. individual venturing techniques of least at benefits of these strategies literature about allows a greater A strategy that uses all of increase will success in new product commercialization. persistence and In any the case, these likelihood a of long-term five to seven years is required before the can be clear. Before reviewing the joint ventures, we will briefly examine these other venturing strategies. The knowledge of these attributes is PAGE 12 necessary in a study of joint ventures since a firm usually decides on a joint venture only after deciding that the alternatives are less be successful. Also, likely to many cases, a firm's reasons for deciding in against the alternatives affect its expectations for the joint venture results. 2.1 Internal Venture Strategy Berg al. 3 et companies with hypothesizes that diversified companies and a high capability for internal transfer of technology have a greater ability to be successful at one of the four types of internal venture strategies: o R & D Strategy Independent Business Unit Strategy New Venture Division Strategy Venture Spinoff Strategy O O O 2.1.1 R & D Strategy corporations Most and research department process is and choose development established product to support To strategy. with complete innovation. Ties strategies, such products with a implement this strategy, a responsibility for both between this department and Companies that are good at R product management or marketing vary. D their & as some consumer product companies, like Procter PAGE 13 and Gamble, or pharmaceutical companies, like have learned companies with radically and Merck, a This strategy has its limitations since it different choose revenues in Lilly to build close relationships between product management and the R & D departments. works best Eli this products strategy particular product for as a existing means market. markets. of If Thus, maintaining sales a company desires different products for existing or new markets, it must use one of the other internal or "external" venturing strategies. 2.1.2 Independent Business Unit Strategy Given this name by the inventor, IBM, Unit the Independent Business (IBU) strategy is used to develop products that fail to fit with the "mainframe" commercialize of mind. IBM utilized this the IBM Personal Computer. technique to develop and Such products are developed differently than and separately from products developed by the typical R & D mechanisms within a company. knowledge of IBM's successful strategy will may make the IBU as The implementation common future. PAGE business 14 as the communities of SBU this in common venturing the near 2.1.3 New Venture Division Strategy Fast 4 defines a new venture division as: unit whose primary functions are (1) organizational "...an the investigation of potential new opportunities, development of business plans for new ventures and the (2) business (3) the management of the early commercialization these of ventures." were These organizations 70's. Commonly named Ralston Purina, 3M the are examples and popular quite DuPont. in the late 60's and early new venture Laboratories. D the probably largest These divisions usually are formed to coexist with R strategies, companies must be upper & However, the literature suggests that this strategy has had mixed, if not poor results. from of division in history in an effort use the talents at Bell strategies within a company. support divisions More recently, the new AT & T has committed approximately $200 million a year to new venture careful management to levels, obtain In developing these strong, particularly when venture division is started as a major new strategy component long-term the new of the if AT & T's political situation changes, the survival of the new venture division company's overall corporate strategy. For example, at its initial high level of investment will be difficult. PAGE 15 2.1.4 Venture Spin-Off Strategy the Unlike internal IBU venturing strategy, some companies spin-off separate entities when a by-product of R & D does not fit the Spin-off strategy is mainstream of the company's product development. to used attract outside investment, to gain marketing and operating experience in a new product market, and to keep internal entrepreneurs from leaving the corporate umbrella. 5 2.2 Strategic Alliances Strategic alliances the involve purpose of agreements developing between two or and commercializing new companies with products. A thorough literature search, revealed the following alternative strategic alliances for commercializing new Licensing Strategy Venture Capital Strategy Venture Nurturing Strategy Contractual (Cooperative) Venture Strategy Joint Development Strategy Joint Venture Strategy Merger and Acquisition Strategy PAGE 16 seven products 6 7 8 listed in order of increasing closeness of the relationship , , : O O 0 O O O 0 more 2.2.1 Licensing Strategy Among the seven agreement inter-firm venturing mechanisms, a licensing requires the least contact with another company. Licensing agreements require one party, usually a corporation to develop, market and pay royalties to a second party. The only control exerted by the second party on the first party are outlined in performance clauses in the license agreement. This venturing manufacturing and pharmaceutical selling prescription drug in method is quite common for In companies. the U.S., fact, the largest was licensed by TAGAMET, SmithKline Beckman from a foreign pharmaceutical company. Hlavacek et al. 9 write that licensing is the best strategy when a product is early in its loses company development be an the founding all control over the rate of market exploitation after licensing the product to another company. might However, cycle. If the founding company important factor to getting the product to market, then companies should seriously consider other venture strategies that keep the founders more involved. PAGE 17 2.2.2 Venture Capital Strategy A company has a venture capital strategy when involved in the management does not get companies in which it invests. the of it Companies such as DuPont, Exxon, General Electric and Singer have this tried all strategy, but rarely does it have a significant impact on corporate growth. 2.2.3 Venture Nurturing Strategy This strategy involves a capital investment accompanied with assistance. managerial More recent investments by another company Robertslo cites the Cabot Corporation as an example of a company that tried failed. in this but approach IBM in Rolm, and by AT & T in Olivetti might be construed as venture nurturing relationships. These relationships look similar to joint ventures and have been mistakingly called joint ventures, formalize the but no separate Many relationship. entity is established to of the advantages of mergers and acquisitions can be obtained with the use of venture nurturing without their disadvantageous effects on flexibility. Also, this strategy seems effective in testing out potential acquisition candidates and in 11 obtaining a "window" on new technologies. PAGE 18 2.2.4 Contractual (Cooperative) Venture Strategy This venture a between buyer strategy supplier and a involves close developmental effort which usually involves an agreement. This strategy varies from the joint venture strategy in two ways: o No equity participation. o No separate entity established. Instead, the suppliers gain becomes familiar time suppliers and suppliers it in The buyer gets the supplier's expertise are actually recent Instrument's ventures contractual investment in between developed relationships Many buyer. makes an investment for equity in the GI, rival solution of a problem, and maintains a long-term flexibility over other sources. 1 2 Inc. on with the buyer's needs while the cooperative effort rids the product of bugs. the lead gives GI and in which the supplier For General example, United Satellite Communications, was accompanied with a contractual agreement which buyers between USCI and exclusive rights to supply the direct broadcast satellite earth station equipment to USCI customers.13 As with venture nurturing arrangements, these contractual strategies kicker are improperly called joint ventures. can make a profit with an equity Since the venturing firm through product sale even if the investment goes bankrupt, such venture capital investments have been quite popular. PAGE 19 2.2.5 Joint Development Strategy Joint development strategies involve that projects one-shot for associations are more unstructured than contractual ventures. Berg et al.14 gives the example of Rockwell subsidiary Atomic International (AI) and its relationship with a public AI effort, completed R in utility 1972. In this & D that applied engineering and production expertise, gained while working on compact engine technology, to steam generation of electricity. The relationship stimulated the commercialization strategies are effective producer-customer for to public arrangements informal cooperative large utility Joint development of the product. various relationships a with from research projects. 2.2.6 Joint Venture Strategies For the purpose of this thesis, we have defined joint ventures as a contractual arrangement between two or more parties separate entity in which each party receives equity. must be more than simply stock agreements. that PAGE 20 a These agreements They must include a business plan and a description of the tangible and intangible that each partner will offer to the new entity. forms assets that negotiations complicated These arrangements require strategy fits with both partners' strengths and weaknesses, the as well as two important functions: has vertical integration. expenditures, commercialization of new (sometimes of and scale expected conflicting partners, of goals possibilities and problems arising from splitting project from firm's operations. a rapid returns However, executives are more aware of the disadvantages of joint ventures, including procedures, this capital economies, increased called reduced risk). improperly that reduced include production products, suggests acquisition of technology and advantages Other achievement al. 15 et Berg objectives. their strategy over insure to the joint disputes antitrust venture Thus, the majority of executives consider forming a joint venture as a last resort.16 According alternative to theory, venturing joint strategies, ventures should especially complementary strengths and weaknesses. when In fact, the dominate the partners have cable industry may be one of the first industries to use joint ventures as the status quo for developing new products. PAGE 21 2.2.7 Merger and Acquisition Strategy the Merger and acquisition strategies involve the combination of This can come about assets of one company with the assets of another. by an agreement by both parties to merge or by one company acquiring the assets of another through either a friendly or a hostile takeover. Recently, and acquisition strategies have been quite popular. merger with happy been however, stockholders have not always high, were ratios P/E when In the past, especially in the sixties management's decisions to acquire a company. The major ventures, is fit. solved by the problem with strategy, this of that like The problems of a particular company are not easily management Unlike joint ventures, these of another. can strategies usually result in a loss of important managers who of importance in the acquired small company. to grow, are also lost upon acquisition. have amassed of conglomeration a unrelated becoming candidates of leveraged buyout opportunities. Warner Communications, Inc. the pieces of WCI more Inc., IT & other many companies businesses For are example, fought off Rupert Murdoch, who considered valuable than Alternatively,many companies are selling off Time, and Thus, mergers or acquisitions frequently fail to meet expectations and -that be Other advantages of the small company, such as flexibility, entrepreneurial spirit incentives joint the sum of these pieces. unrelated businesses 7 - T and Gulf and Western have taken steps to reduce PAGE 22 their unnecessary assets. We can mergers are or acquisitions learn from appropriate between the companies are clear. these only when companies the synergies Even then, an alternative alliance might be more successful at tapping those synergies. PAGE 23 that strategic 3 JOINT VENTURE THEORY 3.1 General Comments Before 1972, few companies seemed interested in joint ventures. An active new issues market probably caused this disinterest. 1971, the capital also created interest less price/earnings ratios downward. less capital in markets, forcing strategies looking secondary With acquisition In 1979, Joint ventures attracted much renewed interest. gains market, a search for new mechanisms of corporate investment attractive, began. was boosted from 25 to 35% by the Tax This not only discouraged the new issues Reform Act of 1969. but tax gains Then in tax was number again of decreased, joint but ventures, instead their the of seeing a number rapidly decrease in the increased. The biotechnology and communications industries have been a focus of this joint venture activity. PAGE 24 As will be discussed below, changes in the Justice Department's policies on antitrust violations has been one major force strategies.18 venture Also, mechanisms, driving acceptance the of joint venture corporations become more familiar with joint as they become more interested in finding new opportunities to use their skills in joint ventures. 3.2 Patterns Across Industries Joint ventures characterized quite industries where create to more occur often in industries by barriers to entry, rapid growth and relatively large R & D expenditures. description seem barriers The cable videotex industries fit this Joint ventures are less likely to occur in well. differentiation product to and entry, and brand identification such as the consumer product and ethical pharmaceutical industries. To show this Berg et al.19 has used a parameter called intensity, which equals the number of joint venture participations in an industry divided by the number of firms in that industry, and equals the number of joint ventures. industries are positively correlated entry barriers with activity, which These parameters for several parameters which measure (industry concentration, average size of firm), R & D investment (R & D intensity, average capital expenditure) and industry growth. PAGE 25 3.3 Example: Chemical Industry Joint Ventures body A significant of abundance literature of ventures joint in has accumulated the about Much about the chemical industry. industry. joint ventures can be learned from this rather well studied However, we caution that each industry has unique characteristics that joint govern venture pattern and that the conclusions drawn from any one of these industries may not be applicable across industries. The major reasons firms in the chemical industry enter into joint ventures is to acquire skills and know-how (intellectual property: These patents/technology) or to decrease the uncertainty of supplies. form firms joint Typically 80% of the time. companies. ventures with two equal partners (50:50) more than These these are joint ventures between two alliances were usually dissolved through a buy-out where one partner purchases the interest of the other They partner. 20 tend to be terminated only after a few years of operation. Joint ventures with four or more partners seem to be most and 3 partner joint ventures seem to be least stable. splits have been more stable than 50:50 splits. the stable Also, 51:49 The average size of investment in these joint ventures ranged from $1 million to $100 million. Joint ventures started with more than an $11 million capital commitment lasted the longest. 2 1 PAGE 26 3.4 Classification of Joint Ventures Berg et al. 22 classifies joint ventures in four broad catagories (examples of each given in Table 2): O Construction and Land Development 0 R & D/Exploration Production/Mining (and Initial Processing) Marketing/Distribution o o 3.4.1 Construction and Land Development Joint Ventures mainly These joint ventures are formed reasons. Berg et al. 23 for financial and tax believes that technology transfer is usually a minor aspect of construction and land development joint ventures. 3.4.2 R & D/Exploration Joint Ventures Union Carbide best described the reasons for entering R & D joint ventures: "...to get there sooner with less risk." Corporations also form exploration joint ventures to decrease their risk their investment success. by increasing diversification and by increasing the likelihood of This technique has been called "risk pooling." 24 joint venture commonly has three or more parents. PAGE 27 This type of 3.4.3 Production/Mining (and Initial Processing) Joint Ventures Production and mining joint ventures similarly may be due to risk This diversification may be necessary when a project diversification. has scale indivisibilities. Furthermore, these joint ventures bring 25 together a firm with the resources and a firm with the technology. 3.4.4 Marketing/Distribution Joint Ventures These joint ventures the these joint ventures also involves a transfer. These most because interesting joint ventures large of component technology can be further subdivided into two large/large and small/large joint ventures. categories: Large/large joint ventures combine the strengths of two forces. major they Motivation for than merely risk diversification. more much involve seem or more For instance, chemical and manufacturing companies may combine their expertise in a joint venture. technologically Small/large joint ventures combine the small company with -the marketing force of the large company. These et al. 2 6 are probably the most common of all joint writes that ventures. about advanced ventures. Berg 57.9% of all joint ventures are small/large joint This interest in large-small combinations reflects the fact that a large percentage of all technological PAGE 28 innovation comes from small companies. 3.5 Motivation for Forming a Joint Venture When executives from various industries were asked to give the they decided to form joint ventures with other firms, Berg et reasons al. 2 7 recorded one of seven reasons: O o To use a patent held by a partner. o To gain production scale economies. O To gain market and distribution scale economies. O O O To penetrate a market rapidly. To jointly specify performance characteristics. To circumvent financial constraints. To use the partner's technological expertise. More generally, the literature points to four major reasons for ventures: to reduce joint uncertainty, to increase innovation and market power, to benefit from idiosyncracies in tax and corporate law, and to increase financial flexibility. 3.5.1 Reduce Uncertainty. The major reason firms participate in joint ventures seems to to reduce manager-controlled firms stockholder-controlled ways: This uncertainty. form firms. 28 is verified more They can joint by the fact ventures be that than reduce uncertainty in two increase diversification or decrease the uncertainty of project PAGE 29 completion. Joint ventures allow firms to diversify, i.e. more among investments Managers projects. spread their believe that to value diversification reduces uncertainty and should increase the the firm; unsystematic in variation synchronization diversification this however, only in lower (out returns investment their of Since portfolio managers can returns). market with results of more easily diversify this unsystematic portion of the return variance actually have little diversification may be on effect perceived security as a should diversification venture by buying a variety of stocks, joint price. reason for Thus, although forming joint ventures, it may not be an accurate assessment of the benefits of this venturing strategy. The questionaire of Berg et al. also 29 revealed that joint ventures reduce the uncertainty of technological completion of a project. This effect could also reduce the unsystematic portion of the variance in the expected investment return. increase the expectation of But in as much as success, and joint therefore, increase the expected investment returns, through the combination of two skills, they increase ventures necessary the value of the partner's securities. joint ventures may be formed to increase completion. PAGE 30 the certainty of Thus, project 3.5.2 Increased Market Power. By increasing innovation firms, By increasing their market their competition. in they power, profitability the concern for investment combining forces with other ventures can increase the market power of the partners. joint increase by and and become a market leader with less Bachman 30 ,31 because that suggests is long-term, joint ventures may knowledge technical prices, higher charge can reduce the barriers to innovation created by long-term risk. If the increase ventures joint parent's market power, the Thus, an improvement in market power would significantly increase the value of value expected of investment the increases. return the parent's securities. Berg et al. 3 2 suggest that joint ventures are formed to market power industries preexisting by with showing that joint ventures seem to be prominent in high entry barriers, channels, distribution scale economies. increase However, joint such large ventures as industries capital are not with requirements and important when barriers to entry are brand identity or product differentiation. An increase in innovation can create the power. Consider that the first company 33 usually has the highest market share. PAGE 31 improvement to in market market a new product Berg et al. 3 4 give several arguments supporting the ventures joint says that joint ventures get the best of both the large and the small the high revenues of the large parent and the low development parent: of costs that Their economic argument increase innovation. should notion the The parent. small company attributes results in higher revenue than if either the develop these cash flow of combination were to Thus, they conclude product independently of the other. that joint ventures should stimulate innovation. that Berg et al. 35 also discuss ten other arguments that suggest ventures joint or overlapping 1. Joint Joint 2. technologies; related talent; managerial effective more enable supplies of raw materials for provide duplicative economies; of of 4. new a 6. product; R & D; 10. wide 9. R & D; 8. Joint Joint 7. Joint outlets sales ensure 3. scarce and specialized a means for achieving economies of scale; stimulate industry some use ventures Joint 5. supply ventures Joint ventures make possible the sharing of business risks; ventures combine ventures to a firm entering a new market; assistance technical necessary innovation: increase or ventures Joint ventures avoid ventures some Joint ventures provide a means of R & D scale Joint ventures reduce fixed R & D costs. Although these may not stimulate innovation, such as effects on scale economies, they make it seem likely that joint the innovative skills of the parents. PAGE 32 ventures do increase 3.5.3 Benefits from Idiosyncracies in Tax and Corporate Law. Berg et al. formed 36 also list some reasons that joint ventures take advantage of loopholes in tax and corporate law. to of the joint venture as a method for off-book financing accepted widely as a seems can debt issue for the the 50:50 reason joint with joint the are popular; ventures ventures would require one partner methods Use to joint without having the debt affect the parent's balance sheet. be be be reason that corporations form joint ventures. For example, a corporation to may to which venture, This seems 51:49 joint accounting consolidation use would venture obviate the tax at the advantages. from Since royalties income corporate licensing. tax agreements licensing rate, tax law favors are joint taxed ventures over Joint ventures give the technical contributor depreciation tax shields to offset the dividend tax rate. Furthermore, joint ventures are taxed at the capital gains tax for realized returns. Other advantages the law limited liability for the provides joint ventures include the holders of the joint ventures equity and transfer pricing advantages where profit is not taxable. In addition, the Reagan Administration has recently introduced a bill in that Congress may give antitrust immunity to corporations participating in R & D joint ventures. PAGE 33 3.5.4 Increased Financial Flexibility. In actuality, joint are ventures a useful of way obtaining external sources of financing for investment projects. Joint ventures to invest in debt -allow and banks institutional other investors The alternative secured by the joint venture's cash flows and assets. costs, transactions and equity current debt associated with senior from debt clearly related to the specific investment As venture. from flows cash a joint the hand, other On the subsequently, requires a high return. flows the Also, holders. methods are quite complicated to estimate and, financing alternative financing may be limited by the of amount the higher having Besides financing methods have numerous limitations. cash venture are quite objectives of joint the a result, at some point in the financial structure of a corporation, joint venture debt costs less than subordinated debt these and cheaper, joint venture Also consider the financing of the vertical-child joint venture corporations naturally choose the strategy. by a small and a large parent. Here, the large parent is the products supplied by the joint venture child. This a large buyer of parent is more than willing to finance a project for a product that it needs, while the small parent gets the best financing terms available for a planned project. The creative financing provided by a strategy increases the availability of capital. PAGE 34 joint venture 3.6 Antitrust Issues A large part of the literature about joint whether joint are ventures ventures administration, antitrust has been a major deterant to of joint ventures. the last the formation For instance, in an industry where joint ventures are common, DuPont has consistently avoided forming joint the Justice Department might react negatively. because with until Up anticompetitive. deals ventures We raise five major issues here: o Vertical issues. O o Horizontal issues. Profitability issues. o Innovation issues. o Legislation issues. Vertical joint ventures are anticompetitive when the joint venture denies vital inputs to competitors when market foreclosure occurs to a joint venture's supplier to Furthermore, competitors upstream or parents when (also the joint venture is a major 3). collusion; increases Fusfeld 3 7 clearly showed that complex linkages resulting from joint ventures in the iron and steel industries cause could a decrease in competition. Joint ventures between parents that sell markets, called horizontal joint products ventures occurs when the markets overlap. showed that industry concentration PAGE same ventures, may be anticompetitive. Brodley 3 8 noted that the most broad application of joint the to increases 35 antitrust law to Pfeffer and Nowack 3 9 with the number of This suggests that joint ventures between joint ventures. horizontal parents with overlapping is markets However, anticompetitive. a different measure of the number of horizontal joint ventures slightly showed that only a few joint ventures are actually formed between companies with overlapping markets. 4 0 joint intensity venture suggest joint that Berg et al. 4 1 showed that anticompetitive. joint would and profitability A correlation between an industry's high ventures its were horizontal parent-parent ventures do increase with the profitability of an industry, but that non-horizontal joint ventures are associated with a low industry profitability. As mentioned innovation in an earlier, industry. joint ventures may actually For instance, Berg et al. 42 showed that high joint venture activity was associated with high R & D As Berg et al. 43 intensity. have written, "Joint ventures may increase the number of independent and viable centers of initiative evidence increase suggests in the economy." This that although under some conditions joint ventures have an anticompetitive effect, the large majority of may actually increase competition in an industry. PAGE 36 joint ventures 3.7 The Evolution of a Joint Venture The majority of written small and a large with about joint venture evolution is the marketing and distribution joint venture between a about context literature a company. 4 4 discussion We will discuss this literature of how all joint ventures evolve. in Joint ventures commonly evolve through five phases: o Initiation. Courtship. Negotiations. Success or failure. Dissolution. O o O O 3.7.1 Initiation. In this phase, a company chooses a new product venture, examines alternative new venturing strategies to commercialize the product, and a potential joint venture partner. chooses Questions a large company a would ask concerning a potential joint venture with small include: o Is the new product venture appropriate considering the company's strengths and weaknesses? o Which is the most appropriate venturing strategy? o O Which small company is appropriate? Does the company need an interaction with this small company? O How could the company get what it needs from the small company with minimum legal and financial exposure? PAGE 37 company The small company must consider other issues including: o Does the large company have a respected reputation? o Does the company need the financial resources to perfect and exploit a new product? o Is the large company hungary for the new product? Both partners should be asking: O Does the large company have the appropriate marketing channels and experience for the new product? O Does one company have strengths where the other has weaknesses? 3.7.2 Courtship. Once the potential partners recognize a for cooperation, technical and disclosures. the The issues. companies Participants plan and They must and worked out before agree then contingencies for possible dissolution. the parents must disclose specific mutual expectations contributions give must The benefits. sitting full must reach an agreement about what each company's technology can or can not do. business opportunity should allow lengthy exploration of companies commercial specialized down to more PAGE 38 a Finally, respective completely these issues are negotiations, likelihood of a marraige. of on the greater the 3.7.3 Negotiations. agreement, In making an end-user groups. The specific responsibilities or losses must be planned in the agreement. of each performance reviews should be machinery must party performance Furthermore, Periodic are necessary if no separate corporation is formed. clauses is mission Accounting procedures and distribution of profit be delineated. policy of definition precise This includes stating the markets, geographic regions and necessary. also a should be in established the include provisions for dissolution of the joint and a the agreement should Also, provided. agreement To venture. insure the success of these negotiations, the future joint venture management team should be involved. considered Several types of costs must be For instance, participants should consider transaction costs, such as legal costs and the costs of due diligence. different capital associated should Participants use contributions to make adjustments for inequalities Participants in technical contribution. costs negotiations. during consider also should the with strategic presentation of information and loss of control. With respect to small and large company joint ventures, the small company must negotiation realize phase that will a prodding actually slow large 39 through the The large company progress. usually begins to wonder why the small company is PAGE company in such a hurry. The company small gain leverage by bluffing the large company must that it may lose the investment to opportunity a competitor. The company should also follow up the joint venture negotiations by small immediately expanding their marketing plans as To agreement. should initiate meetings with speed this additional marketing joint was expansion, venture outlined in the the small company Frequent relationships. top management of both companies will also improve the chance of a successful joint venture. 3.7.4 Success or failure. the The literature suggests that several factors affect of a Bachman 4 5 found that in the chemical industry, venture. joint three factors affected technologies, economies the joint venture of scale and combination of specialized know-how. risk Hlavacek success: to through the et gives a partner realizes a poor fit; contribution; four the small partner joint unsuccessful. one company oversells and the technology and marketing skills of the two companies do not match adequately. that al.46 keep up its financial investment on an equal basis with the large company; its complementary reduction reasons that 50:50 small/large joint ventures fail: fails success ventures based The literature clearly emphacizes solely on financial arrangements will be Adequate planning may be the number one prerequisite of PAGE 40 lasting and successful joint venture relationships. "impedence Another problem mentioned frequently is an mismatch" problem.47 These problems arise from differences among the partners in value or culture. These problems can be seen most prevalently in the large/small joint venture, but probably affect other joint ventures as well. For instance, while large companies see small "fly-by-night," shoestring operations, the small companies as a company sees the large company as sluggish in its decision making. 3.7.5 Dissolution. Greater than a third of all joint ventures are terminate in than three years.4 These terminations are for one or more of six reasons: 49,50 0 Antitrust proceedings initiated against the parents. 0 0 0 Depressed prices for the joint venture's product. Technical obsolescence of the new product. Liquidation of a coparent. 0 O 0 One partner with better use for its capital. Joint venture large enough to become independent. Risk reduction no longer needed. PAGE 41 less 3.8 Conclusion to Joint Venture Theory Chapter This chapter has outlined the numerous issues that firm when it considers undertaking a joint venture. confront a Seven points have been considered: o The types of industries most likely to have a high rate of joint venture activity. The economical functions of joint ventures. The structural factors that lead to a stable joint venture. A general joint venture classification scheme. Motivations for forming joint ventures. Joint venture evolution. Elements crucial to joint venture success. O O o O o O While this all of these issues are relevant to joint venture formation, concentrates on isolating thesis motivations the areas of the elements We feel that these are that successful joint ventures have in common. currently and concern to prospective joint ventuare most partners in the cable and videotex industries. According to theory, firms are motivated to form in joint ventures rapid growth industries with high barriers to entry including high capital costs. uncovered are The motivations specific aquisition increased expected returns, of skills, risk that reduction have researchers of supplier power, scale diversification, economies, attainment of capital and rapid market entry. Likewise, researchers have found that the factors success in complementary joint ventures technologies include and for presence of economies of scale, the reduction specialized knowledge. PAGE necessary 42 of risk through The thesis now shifts from theory to practice joint venture activity in the cable and Throughout the remainder of the thesis we will be this chapter to compare joint venture occurring in these industries. PAGE 43 in examining videotex the industries. referring back to theory to what is actually 4 CABLE INDUSTRY INTRODUCTION After a brief examination of the history entire cable investigated. industry, the and structure of the dominant forces in the industry will be The information is presented using Porter's framework. 4.1 Origination of Cable Television The cable industry got its start in 1950s when people in the country metropolitan was areas and early being introduced to television. While were the being late 1940s entertained by talented performers such as Milton Berle and Bob Hope many rural Americans were denied this pleasure televisison signals. instances not simply because of an inability to receive undistorted The reason for the lack of reception was in many distance as many impedance of the signals by uneven terrain. PAGE 44 people believed, but the areas The earliest systems were built in mountainous considerable distance Parsons, the owner to reception of the from a local residents radio of station, Astoria, mountainous area, 125 miles from Seattle. on a For example, L.E. stations. broadcast located brought Oregon, television in located Parsons set up an a antenna the roof of an eight story building and, by running wires from the clear antenna to his set, was able to receive produced pictures by signals emanating from Seattle's KRSC-TV. Community acceptance was immediate and Parsons had his hands full cable. connecting television sets to his master antenna using coaxial According to Parsons, lines were strung from "house to house through a city has some pretty large blocks--we'd come to Astoria block.. .and the street, then we would set up a little radiating antenna of our with one amplifiers feeding it and pick it up on the other side of the We'd run all around town street and continue for another block. this way. "51 Initially, Parsons did not have many of the problems and concerns that have plagued the industry immediately concerned him. KRSC-TV. Franchising, years. he was For example, the television station rebroadcasting saw Parsons' competition but as a way to increase their Parsons the and access to programming were not among the troubles that regulation signal over was given written permission cable audience. 45 As a not as result, to rebroadcast the signal of Furthermore, there were no FCC regulations to PAGE service whose comply with. In fact, Parsons' system touched off an internal FCC debate concerning the went unresolved for almost Parsons had over the cable industry. jurisdiction commission's cable later over later Only was was operators he cable run to allowed by Astoria's town council restriction. Another years. fifteen made to This debate that advantage that at first he was virtually free of apply for a officially franchise. following In the years immediately the initial builds, cable systems, many of them owned by multiple system operators (MSOs), began to proliferate and with this proliferation came protests from and fees broadcasters, government regulation, franchise requirements and eventually a demand for more from a cable system than the ability with along factors Each of these to transmit broadcast stations clearly. more sophisticated technology helped to shape the development of the cable industry. 4.2 Industry Structure Michael In his book, Competitive Strategy, "industry structure has a influence strong competitive rules of the game as well as available to the firm." 52 the activity that in argues determining strategies that the potentially There is no doubt that the structure of the cable industry has played a central role in venture Porter the abundance of joint is taking place--a strategy so prevalent that PAGE 46 one described analyst it of hallmark the "practically as capitalization structures among cable programmers." 5 3 As will be shown in later the thesis, joint ventures are also common among cable operators. In its present state the industry as we define it, is composed of (This study two sets of players--each comprising a separate industry. joint cable in active These ventures.) not are does not include equipment suppliers since these firms two actors are the cable system operators who install the cable and manage the system programming cable entertainment. are service providers which very supply and the the bulk of the companies There is a great deal of overlap since some vertically integrated, being involved with both operating systems and programming, while some parent firms have each of separate subsidiaries, Both groups which is involved in one facet of the industry. are of firms will be treated in this thesis since they both heavily involved in joint venture activity and to ignore one in a study of the cable industry would be equivalent to doing research on baseball and focusing only on the players. owners and the stadiums while ignoring the The term, "cable television industry" as used in this thesis will refer to both system operators and cable programmers. In the analyzed following using two chapters, the cable industry Porter's five basic competitive forces. will This process is done for both system operators and cable programmers since many the characteristics of the forces are not the same for the two. PAGE 47 be of 5 CABLE SYSTEM OPERATORS A belief that is commonly held within the industry is that it to have more than one cable system in the same geographic inefficient Therefore, although cable operators are not explicitly region. awarding the contracts, exclusive of franchise the guarantees a local monopoly for the life of the franchise potential is rewards have resulted given virtually The term. in fierce competition among system operators for franchises and sometimes shockingly high requirements established by local franchising commissions. The number of franchises still available however, small passed is relatively since presently over 62% of the television homes in America are by consequence, cable the with this number rise and, at the beginning subscribed to cable. over the years. of of steadily figure increasing.54 As a basic cable subscribers has been on the 30% 1983, of all television homes Table 5.1 shows the amount of cable penetration Table 5.2 lists the top 25 system operators ranked in order of subscribers. PAGE 48 * Best copy/text quality available. TABLE 5.1 CABLE SUBSCRIBERS Basic Cable Service: 1970-1983 ? cabie Peeent ZuPenetratZonIot 1971' 59, 32t,00 6C,775,000 19?7. 62,969,000 65,244,00 1971: i F7 I 66, 575,C00 19a2 68,771,C0.0 70 , 573, 0-0 71,556,000 73,307,000 73,901, 00C 75,193.00 w 77,254 1983 83,A62,600 Is76 157 Source: $1,4496,500 4,500,000 2 , Lso 2,639 2,841 5,300,000 2,991 7,300,000 6,700,000 6,000,000 3, 50 3.681 9,800,000 11.2 13-1 10,80,00 11,900,000 3,875 16 .L 17.7 3 ,a5 16100,000 0 3 475 18,300,000 21,000,000. 25,00,00 825 5,60 National Cable Television Association PAGE 7.. 6.7 9.5 49 ag .0 23.7 2.. 30..0 *Best copy/text quality available. TABLE 5.2 TOP 25 SYSTEM OPERATORS Im 1. 3. -,Im oea rtr Tele-Con uivatin !nc.. (?C)* American Televi:ted ar.: Co~~am Grea Ca:1e ,5>000 ications (ATC) 2, 380,000 iI 917,OO 1, 400,000 (9/63) Cox Caake Cocn,.ir on- s : Cor.urmttid 5. earner Amex 1. Sterer CM~e Caste4cstin 7. Tifes Mirror co:e Television 8. .CeroVision, NWkChannels, eC'hC=!e2i (IncIUde* 9. Viaee: Cation:enc 1 350.OC 1, 315,000 Vsion) Continemtal aevsr. 11.. Unit-ed Catle e'ey son Corporation Inc. 15r- Za:-ens ComPur. ettir est"ems 13. Torsca: TeIcC e Ccrporation 12. Cablev$.Mon syatemz Development 15. eroe-Ct-uI cat ar.s 22. 17. -Capiul Clties Cable "-c. Cabiesyate= Corporation UA (Unltead Arti4st) cna 19. Cc:c&at Cat ec~Lrncati 20. General Eectric cablevision .ne nterca'ble Inc. 21. 23. ~w'omeo e 25. 7 t - Daniel: I Source: (9/83) (9/63) (9/83) 696,00D (9/83) 601,000 566,929 467 ,073 375,295 360s,000 356,224 335 ,900 National Cable Television Association PAGE 50 (6/83) 320,000 318, 000 277,964 256 ,3 2 . *LO .23,0 r? ''1 r (9/53) 131,.300 240,000 atins Asociates :n. (9/83) 8.5,311 769,609 696,561 (7/83) a Dennis Liebowitz, several homes cable.55 As a result, the bidding dissipating and attention that have been granted. that within the country will be passed by in the predicts analyst industry of 85% years cable wars for new are franchises focusing on developing the franchises is These are important facts to keep in mind as the competitive forces affecting the industry are examined. 5.1 Barriers to Entry 5.1.1 Government Policy has systems Federal Regulation--The development.of cable Initially, and flowed in direct correlation with the regulatory tide. the industry, promulgated cable Communications Federal but a this number changed Commission in the (FCC) early ebbed virtually ignored the when 1960's the FCC of rules that severely curtailed the growth of systems for a decade. The FCC began to relax its restrictions in the early 1970's, and today the bulk of the restrictions that cable operators face are imposed by local authorities when franchises are awarded. PAGE 51 For many years the FCC's regulatory policies were guided desire to insure localized regionalized television television stations where television smaller in operated service communities larger by the as opposed to were served by metropolitan areas. The Commission believed that "as many communities as possible should have the opportunity of enjoying the advantages that derive from having local outlets that will be responsive to local needs." that The FCC felt the importation of distant signals--defined as signals that most viewers in an area would not be antenna--by cable favor the a to receive threat to with the of an ordinary stated policy of The thinking was that viewers programming stations' programming. able was systems supporting local stations. to 56 would tend imported channels over the local the Local stations then would lose advertising support and go out of business. This philosophy led to the FCC ruling in the Carter Mountain case of 1962 denying a Wyoming cable operator the right to transmit distant signals via microwave. In 1963, opening the FCC the door for regulating system operators. the to courts establish In 1966, the FCC upheld this ruling, rules and procedures ruled that distant signals could not be imported into the top 100 markets unless approved at In 1968, this rule was strengthened and since the an FCC hearing. main value of a cable clearer reception but system in most metropolitan areas was not additional stations, cable system development remained frozen between 1968 and 1972.57 PAGE 52 In 1972, new rules were agreed upon which allowed the carriage of a limited number of distant signals into metropolitan areas and, as result, cable systems began to be built at a rapid rate. FCC the lifted distant signal restrictions. rule, blackout prohibits In 1980, the This means that "only three rules remain for the commission to administer. sports a The the first, cable system from importing the a signal of a station broadcasting a local home game if the event is not broadcasters against cable importation of their network programming; and the broadcast locally; simultaneous the protects rule second third rule requires all cable systems to carry the signals of local stations. ,58 Local regulation--The standards that a cable operator must meet, along with the services locality to locality. the FCC.) and local monopoly, and provided the rates to be charged vary from (There is, however, a rate ceiling franchise the authorities realized the value of a local cable requirements increased in local authorities obligations after being granted a franchise. the number and in cost. some operators have promised more than they can deliver and have had to renegotiate with in by Over the years, as the competition for franchises increased Subsequently, been imposed news frequently because several of its large urban franchises. PAGE 53 to lower their Warner Amex has recently of this type of trouble with local Some of the key factors that cable consider commissions when awarding a franchise are: 5 9 o The franchise fee an operator is willing to pay O O The reputation of the operator The financial and technical capabilities of the operator o Whether local investors will be allowed to participate the in venture Concessions to franchising authorities Services provided O O last The interactive set rate, two services, fees for such include items providing certain considerations for programming providing as basic the each tier of service and the setting aside of a certain number of public access channels. Operators have gone to what many believe to be franchises. One example is Boston where "among other oddities in Cablevision agreed to offer bonds to city residents so they can in the system's potential. win to excesses share Every Bostonian will be able to buy up to 25 $1000 bonds bearing a guaranteed rate of return of 16%.1"60 A bill sponsored by Senator Barry Goldwater is in being considered the Senate which attempts to eliminate the haphazard establishment of requirements. It proposes federal standards and administration of both new franchise awards and refranchising agreements. Copyright liability--For years a debate raged over whether cable operators had to pay program producers copyright fees for the programs shown on their systems. cable operators to pay In 1976, legislation was passed requiring a certain percentage of their revenues to a PAGE 54 Copyright Royalty Tribunal which then distributes them to the Payments totalled $25.5 million in 1981, which averages programmers. out to about 1% of operators' non-pay revenues. 6 1 Rules were requiring adopted various recently to pay up to 3.75% of gross revenues to operators the tribunal. 5.1.2 Product Differentiation Product differentiation plays an role important two in ways. First, in order to win a franchise a system operator must convince the local franchising commission that his operation is best suited to the needs of the locality. based Attempts are made to service differentiate on the criteria listed earlier in the local regulation section. If an operator cannot prove that he is concerning some, superior to competition his if not all, of these points then he has little hope of winning franchises and the right to reap the benefits of a local monopoly. The second aspect of product differentiation concerns the selling of the service to individual subscribers once the franchise won and the cable laid. has been Despite having a local monopoly, the system operator meeds to employ a trained sales force to make consumers aware of the differences services, between cable services and other leisure-time most notably broadcast television which viewers receive for PAGE 55 "free." of With the cost to install a system increasing, the must subscribers remain Salesmen, high. percentage door to door, going practice selling techniques designed to differentiate their product in the the customers' eyes with goal ultimate as being, one system operator's sales manager put it, "to increase the customer's perceived value of Cablevision." 6 2 This increased in importance has aspect the recently as the emphasis has turned toward increasing number of cable subscribers in existing franchises. 5.1.3 Economies of Scale Porter defines economies of scale as "declines in unit costs of a product (or operation or function that goes into producing a product) as the absolute volume per period increases." 6 3 Economies of scale are The fixed costs certainly evident in the operation of a cable system. of installing and operating a system comprise a large percentage of a system's cost when compared to the variable costs of servicing an additional hooking up and Therefore, the per unit cost of customer. providing cable service drops as the number of subscribers increases. System operators such as American (ATC) where are they strategy. attempting own This to smaller involves Television and Communication take advantage of scale economies in areas systems the through a contiguous franchise acquisition of separate franchises in PAGE 56 neighboring localities so that the benefits accruing from economies of scale in functions such as marketing, sales and installation can be realized. 5.1.4 Capital Requirements The cost per mile to construct a new cable system to estimated be $19,935 in 1982.64 Costs vary depending mainly on the franchise requirements and the location of the franchise. at was least In the cities where some of the cable must be laid underground, costs can be as high as $250,000 a mile versus $10,000 a mile in suburban and rural areas where cable is strung on telephone poles. 6 5 For example, million to the Pittsburgh construct, and franchise are considered, Warner Amex $80 the Sacramento franchise weighed in at a cost of approximately $200 million. 6 6 When costs cost ever-increasing marketing it is easy to see that an operator of a large metropolitan franchise must have large financial resources at his with the disposal. The large amount of capital required, existence of economies of concentration in the industry. accounted for scale In have 1969, in combination accounted the top for eight just over a quarter of all subscribers. figure had risen to almost 43% as shown in Table 5.3. PAGE 57 increasing companies In 1982, that Table 5.3 Concentration of Ownership in Cable TV Industry. (Subscribers to Top 8 Companies as percent of Total Subscribers) PERCENT 25.1 27.4 30.4 35.4 36.9 36.9 36.5 34.6 33.4 33.8 37.8 38.8 42.9 42.8 YEAR 1969 1970 1971 1972 1973 1974 1975 1976 1977 1978 1979 1980 1981 1982 Source: National Cable Television Association 5.1.5 Switching Costs Once a system operator has obtained a franchise he has a definite advantage over his competitors when it is time to renew the franchise. This is due to the switching costs involved with having a new operator install a new franchising Although system. authorities costs are associated with infeasible to do so. In in there would be no cost to the the financial sense, other, non-monetary changing fact, system operators "franchise renewal most common means of refranchising PAGE [since it] ... 58 that make it has been by far the is not only simpler, faster and cheaper than comparative bidding but also is less fraught with legal perils for a city." 6 7 As far as the individual consumer is concerned, he usually has no other cable service to switch to. he If wants to cable watch programming he must subscribe to the local system. 5.2 Existing Rivalry The intense rivalry exhibited between has died increased. down as operators It was noted previously that over 85% of the country available, acquiring measures franchises the proportion of the country wired for cable has be passed by cable in the next several years. still for and/or most operators trading for are existing will With few new franchises achieving growth by revenue franchises and by taking to increase revenues per subscriber and penetration rates in existing systems. Thus, the rivalry that was so evident in wars of the franchise bidding past years is becoming less apparent as operators attempt to maximize the revenues of the systems that they currently own. PAGE 59 5.3 Substitutes Thirty broadcasting ago, years industry. cable's competition main a number of years, with the help of FCC For able to keep the expansion of cable systems in check, but that is no longer the case. in industry broadcasting the regulations constraining cable operators, was the from came Cable operators now face new the form of subscription television services (MDS), master antenna direct rivals (STV), multipoint distribution and (DBS), systems broadcasting competitive satellite television (SMATV).These competitors threaten to take away current or potential cable subscribers by providing them with the same programming or types of programming but using communication technologies that circumvent the cable systems. Some of these subscribers are cable is not likely to ever appear. recently become available, service that they initially in extremely rural areas where However, in areas whe're cable has customers tend to stick with the type of purchased even though cable generally offers more services at a lower price. The competitive technologies also pose a potential threat as as programming costs are concerned. far Prices for programming will be driven up as the demand for it from competing technologies increases. PAGE 60 5.4 Buyer Power As has been mentioned earlier, the local a has franchising commission large amount of bargaining power when bids are solicited for a new franchise. This power is severely in limited refranchising decisions by the high switching costs which are present. Although the maximum fee that a cable operator can be charged 5% of annual revenues, franchising local authorities is still take advantage of their favorable situation by extracting large concessions from operators. Of course, this is becoming less of a problem as the number of available franchises diminishes. power The individual subscriber has little bargaining franchise has once the If he wants to receive cable television been awarded. reception then he will have to use the franchised operator. 5.5 Supplier Power System operators deal with two equipment suppliers suppliers provide amplifiers. high and principal programming cable such necessities as of suppliers: suppliers. Equipment groups cable, coaxial converters, At the present time, with the number of new builds not as as in recent years, the demand for their product is not as great as the supply so, as a result, are they operators. PAGE 61 not a threat to system Cable programmers also provide a service system that is essential to since they provide the bulk of the product that the operators cable system distributes. Showtime/The Movie Channel As a result, these services such as HBO and have considerable leverage over system operators. System operators realize how crucial the control is and some themselves. have taken appropriate For example, Time, Inc., programming in order to protect measures which of ATC, owns the second multiple system operator, also owns HBO, the largest supplier largest of pay cable programming. Showtime/The Movie Channel, the second pay cable programmer is jointly owned by three companies with largest extensive cable system holdings. The current attitude, however, is generally one of cooperation as both system operators and programming services attempt work together is a promotional campaign initiated by Music Television (MTV). encouraging system operators with free and radio an One example of this to increase pay and basic subscriptions. providing in MTV is newspaper ads customers to subscribe to their cable system so that they can receive MTV. MTV also provides operators 6 cost to be given away free to new subscribers. PAGE 62 with 8 MTV T-shirts at 5.6 Conclusion The system characterized capital by operator its requirements, decreasing--government portion high of barriers scale the of industry cable is entry in the form of large economies and numerous--though The environment is an extremely regulations. competitive one during the bidding process and even when the franchise is secured the system operator must deal with suppliers programmers) who are many times in a position of power. make system (cable These factors operators likely candidates to be joint venture partners according to the theory developed in the previous chapter. PAGE 63 6 CABLE PROGRAMMING This chapter examines the After a brief discussion forces affecting cable programmers. of the various types of cable programming channels, Porter's framework is again used to examine the structure of this industry. 6.1 Types of Programming Besides locally originated there programming are four main categories of programming shown on cable systems: 1)Distant channels--These are usually normal broadcast channels that originate far enough away so that the majority of homes in the viewing area cannot receive them with a normal antenna. will The cable operator receive them via microwave transmission and retransmit them over cable as part of the basic service. Distant channels have become less important as the number of pay channels channels has increased. and specialized programming Also, operators have decreased the number of PAGE 64 distant channels they the since carried have of end when 1982 copyright payments went up significantly. 2)Superstations--these broadcast stations that also send normal are their programming to cable operators via are offered satellite. stations These as part of the basic service and operators are charged a Ted Turner's WTBS in few cents per subscriber per month. Atlanta is the most well known of these stations. 3)Pay industry in one form or 1975, September, when had been considered by the television programming--Pay cable for another it was programming via satellite that the concept turned the profitability. until not Office (HBO) first transmitted its Box Home but years corner towards HBO and its competitors offer a combination of movies $10. and special entertainment to viewers for a monthly fee averaging This is in addition to fee the for paid basic service. Cable operators split the fee with the programming service. 4)Advertising-supported programming channels--These channels to a targeted audience with specific programming. cater ESPN--a virtually programming all-sports targeted to network women. and Lifetime usually Examples are which airs Most of these channels charge cable free to the and viewer as part of the basic package. The majority are also advertiser PAGE 65 are offered operators a few cents per subscriber with supported selling service the time to national advertisers. Advertisers are slowly coming to the realization that cable ads are buy. good As these channels are given Nielsen ratings (a of more minimum of 12.5 million subscribers is needed to get advertising meter) a should revenues on the Nielsen The substantially. increase winning over of advertisers is crucial to the success of most of these channels. The operator earns revenues by selling two or local advertising time per hour. minutes three of Some operators also earn additional revenues by charging an extra fee for these channels instead of making them available sometimes as of part prevented from the basic following package. this operator The strategy to due is local franchise agreements. All of these programming services, with the exception of available channels, are usually operators via satellite. Table distant nationally and are beamed to cable 6.1 shows the increase in pay subscribers in the last decade. With this information in mind it is now the competitive forces appropriate to examine at work in the programming side of the cable industry. PAGE 66 *Best copy/text quality available. TABLE 6.1 CABLE SUBSCRIBERS Paty Cable Service: 1973-1982 Far Cat-le Urta rrcer.t of !Ys~tC 0.469 rert-trt.on 170 ,029 5.732 SI? 3,072 3 ,975 , SOURCE: 'i -, PCy $7.85 23.6 22.3 25.3 35 .0 37-87 $7.92 41.3 9. 50.6 68.8 76.4 42.0 F:Cg-rcs f!c: Faus ;..r. :..I. Pcrcent Zf of Per-ration er 11.1 10.6 12.2 1. 127-9 27.9 37.6 t64 162 .:/31/77 bith 4..2 :d.80 $9.02 :9.56 rr:;;;;:I ag .1t:%. National Cable Television Association 6.2 Barriers to Entry 6.2.1 Government Policy As is the case with the cable operators, there is of deregulation surrounding the cable programmers. an atmosphere Several years ago the restrictions dictating the age of 'movies that could be shown channels on an cable were lifted putting the pay cable competitive footing with the broadcast networks in terms of for movie rights. PAGE 67 on equal competing Program regulation on a local level is concerned mostly with suitability of Nudity is commonplace on some some of the offerings. of these channels which raises questions of censorship. seems principle to the guiding The that since subscribers have a choice of what be to they want to see, they do not have pay for channels any whose programming they find objectionable. Cable programmers have had several encounters Department disallowed a studios and supplied The exclusively Justice competition programming Getty Oil. to compete with HBO. the formed to Satellite by four that industry. the studios Entertainment A this would similar Corporation Channel, an HBO competitor. PAGE would be for 9 months after their release. Premiere ruled by produced severely argument discourage three studios from going into a joint venture Amex Justice 1980, the Justice In venture joint the This new venture, named Premiere, was formed The films Department in violations. Antitrust concerning Department with 68 (WASEC) was with hamper used to Warner to run The Movie 6.2.2 Product Differentiation Pay Cable--Much effort is expended by the cable services to both the system operators and the public aware of the uniqueness of their particular service. HBO has a loyal customer base that must multipay, where system operators offer more than one and subscribers; packaging services helped HBO's rivals overcome resistance. paying together to a discount have balk Still, many people at additional sum to purchase a service that they perceive to an head service pay at be essentially the same as what they currently have. the be The concepts of in order for a competitor to be successful. overcome make Weinblatt, Mike of Showtime/The Movie Channel, stated in a recent interview that his services needed to increase brand awareness in order to be 69 able to successfully compete with HBO. a A campaign to differentiate a product in the face of market leader is very expensive and It is also consuming. time dominant particularly risky since this type of venture has no salvage value if 70 entry fails. Advertising-supported advertising supported channels are trying to customer channels pay channels are to appeal to a broad cross-section of the American public, attempting and the channels--Whereas brand awareness loyalty within certain segments of the population. strive advertising create to interest locate a segment large enough to The attract and then to create brand awareness and consumer PAGE 69 This loyalty within that segment so it is protected from competition. In is the same strategy used by radio stations and magazines. fact, one industry employee decribed these channels as being video magazines 71 due to their similarity in marketing strategy. 6.2.3 Economies of Scale There is no doubt that economies of scale pose a crucial to cable costs are attributed primarily The programmers' operators. barrier to purchasing or producing entertainment and marketing their services. large Since most of the costs are fixed, a required to a make base is with approximately 12.5 million HBO, profit. subscriber subscribers, has a profit margin of 20-25% but they are the exception. Showtime, before its merger with had Channel, Movie The almost 5 million subscribers and was barely breaking even. The advertising supported channels also was despite being on the brink carried on many subscribers For example, The Weather since their revenue per subscriber is lower. Channel need of closing operations at the end of 1983 systems with subscribers. PAGE 70 a total of 10 million 6.2.4 Capital Requirements The amount of money required to start a programming it John Lack, of WASEC or advertising supported is not. trivial. pay estimated over a year ago that starting a new pay service "would hundreds millions of of dollars." since programming costs have shot up 72 be channel, cost That is probably a low estimate in the months recent the as demand for quality programming has exceeded the supply. Examples of high programming fees abound in the recent history of the industry. semi-exclusive In December, 1983, Showtime/The Movie agreement with Paramount to be Channel a the only pay cable the Industry sources report network to air the studio's films. made cost of the arrangement to be in excess of $500 million. go This is the latest step in a bidding war that in 1983 saw HBO on a talent buying spree which "bid up the price of talent to a level (Showtime] could not afford." 7 that of number artists 3 During spree this HBO paid a over $1 million in advance in order to secure the rights to air their concerts. is Besides programming costs, initial capital also needed for transmission equipment, administrative and marketing expenses and this outlay does nothing to insure immediate success. Herb Granath, president of ABC Video warns that "anybody getting into this large capital business will have to endure years of losses." 74 . operator This means that the of a cable channel not only has to provide a large amount of PAGE 71 *Best copy/text quality available. to capital but must also be willing and able wait an for extended period of time to see a positive return on the investment. 6.2.5 Access to Distribution Channels Another barrier which plays an important role in the industry a ability programmer's programming. to have a system operator his system. 6.2 -shows the number of systems grouped by channel capacity. TABLE 6.2 CHANNEL CAPACITY Systems & Subscribers: By Channel Capacity cha.z1 Not Avalable .&W& Source: its The operator is constrained in the number of programming services he can offer by the channel capacity of 0- 6 7 - 12 1-21 22 - 35 36 - 53 carry is Percent Cf 52 1,933 1,193 1, 503 117 IRE. 0.89 33.32 20.51 27.-8 8.65 3.22 21,370 3,883,028 4,48,067 13,257,853 4,137,727 1997,468 6.22 0.07 13.36 15.79 -15.62 1424 6.87 4.0 5,816 29,060,756 National Cable Television Association PAGE 72 Table A further constraint is that must operators system the carry three networks and up to three independent stations as mandated by the Also, FCC. local less than stipulate a certain number of public This means that an operator with a access channels. of agreements 21 channels--a group representing produce the most This revenues. is 30% almost subscribers--has to choose the programming services which he will capacity system of believes a tough sell for a new programming service with an unproven product. The situation is improving since many franchises are currently or will soon be rebuilt with larger channel capacity. Most of the new systems have a 36+ channel capacity. 6.2.6 Switching Costs The good news for new pay cable costs to the subscriber are low. competitors is with switching A phone call to the system operator will result in a free service call to change services. systems that In the newer addressable converters, the system operator can flick a switch and "make the change from service to service in PAGE 73 60 seconds." 75 6.3 Existing Rivalry The competitive situation among programmers is best summed up by Bill Daniels of Daniels and Associates which is one of the top 25 MSOs in He states that "with few exceptions, the place where the country. you make your dough in the cable business is being a Today HBO is making operator. cable a tremendous amount of money but it took a big risk.. .Software is so competitive. It's not way that as a local operator. In very few instances do you have two cable systems in the same area. We're not faced software programmers." the with problems competitive of the 76 The competition, which was always fierce, has increased due to the fact that, after years of rapid growth, during which entrants were attracted 1983. despite barriers, the industry slowed a bit in formidable The increased competition took several forms. was highlighted by the bidding war mentioned earlier In pay cable, it as programming channels scurried to secure exclusive rights to product. The competition among advertising channels varies from segment to segment depending on attempting size segment to divide it up. in the Satellite the number Network (CNN). by competitors Faced with a new News Channel (SNC), Turner established CNN2 which had a headline format similar to SNC. responded of One particularly vicious battle involved Ted Turner, owner of Cable News competitor and All three networks offering all-night news shows, so in the space of a few PAGE 74 offering months, the customer was faced with not one but six services extensive or continuous addition, some local news shows In news. increased their length from one to two hours. The was result that simply were not enough subscribers or advertising dollars to go there around and the inevitable shakeout occurred. the of Two networks dropped their shows and Turner bought out SNC for $25 million. 6.4 Substitutes is It from obvious the that example channel news network channels are powerful substitutes in the competition for broadcasting viewers and advertising dollars. channels The networks also serve as substitutes to pay cable the of eyes the firms who own the rights to the movies and sports packages that both groups bid for. with CBS and NBC have been negotiating several movie studios about getting theatrical films before they go on pay television. cable in channels The enmity that the networks feel for goes well-known vanish. beyond the deal. business competitor." 7 7 a weakening pay is exemplified by NBC Entertainment President Brandon value Tartikoff who recently stated that "at some point, the endeavor the If By broadcast the doing networks in the this we'd be can offer movies before pay cable, a key advantage of pay cable will It could also mean a return of dollars that have begun to trickle to cable. PAGE 75 some of the advertising Broadcast allows a is most the video cassette.s and a new called service to Telefirst cable Movie which subscriber with a VCR to tape a film transmitted over a VHF channel overnight, are all substitutes for sporting threat obvious at the present but it is by no means the only one. programmers theaters, television cultural and events Live programming. cable are also substitutes for the viewer's time and attention as are other leisure activities. hard The presence of such a large amount of substitutes makes it for a programming service to attain the level of subscribers it needs Realizing this, some programmers are investigating to transmit their product to customers. The following to show a profit. other methods section explains this further. 6.5 Buyer Power The buying power of MSOs will slip if the cable system It is conceivable that a cable programming service will sell its product to substitutes mentioned in Chapter 5 gain in popularity. operators of DBS and SMATV systems in the future in order to increase revenues. If this happens then the diminish. PAGE 76 MSOs' bargaining power will The operators' bargaining power is currently handicapped fact that cable programming is Most metropolitan subscribers franchises. to crucial the success of their the sign by on because of the If programming that is offered with either the basic or pay services. services these are not offered then the single most important attribute of a cable system for many people no longer exists. The advent of multipay--the practice of offering more than one the subscriber pay service--increased operator revenues, although it reduced their power over pay cable programmers. result The is that pay services are less often denied access to an operator's system. of The increasing number of systems with a large amount channel capacity means that operators can carry more services which bodes well for many of the advertising supported channels. It also means that operators have less room to squeeze programmers for favorable rates or more ad time to sell. This is not to say that the operators are totally at the mercy of the programming services. Some of the larger MSOs leverage given the number of subscribers they service. banded into programmers. strengthen groups to Some MSOs have negotiate favorable rates with the pay cable Another measure that their considerable have position is system secure to programming as was mentioned earlier. PAGE operators 77 their have own taken to sources of 6.6 Supplier Power The major suppliers to the programming services are film studios, independent producers, syndicators and owners of sports teams. suppliers hold a These large amount of power over programmers for several reasons: O There are other industries besides the cable industry which provide these suppliers with sizeable revenues. O The suppliers' products are crucial to the programmers' business. o Some of the suppliers pose a credible-threat of forward integration. O The demand for the product eclipses the supply. Programming services, especially pay cable programmers, have attempted to alter this balance of power by forming alliances with which give products. them exclusive Many pay cable and the studios pay cable rights to some of the studios' advertising channels have their production studios to supply some of their programming needs. PAGE 78 own 6.7 Conclusion Until recently, cable programming has been a high growth industry that attracted a large number of entrants. failures and, with Now there have been a few the bloom off the rose, a potential entrant must soberly consider how wise it is to invest in an industry characterized by high scale economies in marketing and administration, rapid and the service. need for a sizeable amount of capital in order to launch a A capital outlay of any size is a risky bet in competitive industry, this As operating in is an the highly (the competition comes from direct competitors and readily available substitutes) that is still experiencing pains. change case with environment system that is ventures. PAGE 79 operators, conducive these to growing firms are forming joint 7 CABLE TECHNOLOGY As mentioned in the last chapter, cable technology the satisfy demand of those individuals broadcast television signals because they by surrounded signal's origin. irregular who lived could in an developed not area to receive either terrain or located a long distance from the To complete the link between the program originators operators and the television viewers, system like L. E. Parsons high gain receiving antennas at points where an undistorted installed broadcast signal could be amplified received, and relayed to the community. The changing technology of this link has played a central role in the development of the cable industry. A cable analyst nicely summed up the effect that technology has had when he stated that "necessity is the mother invention. With is racing ahead of demand. technology 7 the time." of 8 PAGE 80 cable and its competitors, Something new is happening all The cable industry is affected either directly or that technology changes by the link between program originator and the directly The cable industry is affected home user of video services. a new technology decreases the cost or increases the services of when industry cable industry by technology change Technological cable signal transmission. the indirectly when improves it affects indirectly the position of a competitor different transmission between program provider and the home user. Each of these decreasing costs the of a categories will be discussed in turn. 7.1 The Direct Effects of Technological Change Technology affects the link directly by improving two types of transmission technologies: signal from origination to cable system operator, and from headend to subscriber. 7.1.1 Technological Change--From Origin to Cable System Operator After the cable operators established receivers, amplifiers and retransmitters the link that made them the of broadcast signals, important new technologies affected cable system operators: and satellite transmission technologies. PAGE 81 two microwave of undistorted television broadcast signals from distances of several The television signals were transmitted via hundred miles. to transmission the In the late 1950s microwave technology allowed system operator's headend (central receiving and distribution the site) where the microwave signal Microwave signal. carriage was separated allowed from broadcast the result was added be variety for cable subscribers. be Up until microwave remained markets only and began channel cable introduced, those geographical areas with poor reception. broadcasting, markets began shrinking. were technologies These markets were usually small an'd as licenses that channels by cable owners dramatically increased the demand received for cable. received. The resulting improvement in cable service quality and the number of could broadcast signals to be seen, distortion-free, in areas where they would not normally The microwave more even were stations granted the larger medium size city With the introduction of microwave, a twelve system became feasible and the large urban markets, three broadcast channels became interested in with their cable. Regulation in the mid 1960s that restricted cable distribution of distant signals slowed the progress of this continual cable more tempting to the urban markets. occurred: Home Box Office programming service, announced that it satellite make It was not until 1975 when deregulation of the industry had begun that a breakthrough transmission to drive would (HBO), beam in signal a first run movie its signals via to system operators nationwide who would pick up the signal PAGE 82 HBO until that time had been using an earthstation. pay regional a cable network transmitting its programming by microwave and videotape. HBO's decision to use satellite technology to transmit programming had ramifications dramatically "altered the both within, the reduced business and costs outside of, the industry since it programming of It distribution. plans of cable TV system operators, equipment the manufacturers, communications common-carriers, arts, performing 79 sports promoters and private investors." HBO's decision, of licensing in with the FCC's today, of course, the cable is Table using them. satellite varied market programming channels transmitting via satellite. 7.1 lists the various satellites along with the services Thus, and approval small diameter earth stations, paved the way low-cost, for other services to emerge and flooded with conjunction distribution of cable programming resulted in a more service offering than was available to a cable subscriber. The introduction of satellites also created a new for programming services since the entry acquisition--through barrier rent or purchase--of satellite transponders became necessary in order to reach subscribers. After the first transponders were utilized on SATCOM IV, was established. buy a A resulting problem was that cable operators had second earth station directed towards the new satellite. created headaches for programming services such as The 83 This Entertainment Channel which found itself on a poorly utilized satellite system. PAGE to *Best copy/text quality available. TABLE 7.1 CABLE SATELLITE LINKS iia.a. Satellite lineup en Satcom IB-R (RCA Armericorn) Transponder AP seas ca::e ............................................................... A sa f-.e -e-.'w ne....................................................... SoO-KVw+ 6 Eft, L41tenrn 41s .: .............................................. C-sp f Car-Lc . ......... ........ ................. ..... .......... . .............. .... . . . ......................................................... ....e... . .'c - .. 16 . ............................ .......................... ... .. .......... . C......... - . set.., ........ .. ....................... ..................................-.. ....... .............................................................. * *................................. ......... A ............................ ak..... s.... . ... 4 ........... I*L Av- tNfl se"J - u...d** ... & '1~w3Maos ~gm si ... Transponder ................... D........ ............ w: c .... ............... ............ .......... .y .e-.So. .................................... ttws Westar V (Western Union) Transponder !D6 1. ................................................................ . .. A,- . o.s-eU94.-o-.f- 6............. . . . ........ . . . .... . 5X, ro ....e....1 ........... c........... 6D.1 17 5... c- &.asr AT .. ............................ -..-. -. '" .............. .s:. .... ........................... .L................. suz... N -*:. ..e ... Sa , -.................. s : ...... 2 ... . ,, I ............................................ ..... ,.. IV (Westemn Uruon) Westar , 5- Gw. s. . .... osen La.,e-*.- 64.A- woo: ............ ............................. 36 Comstar Lda:l 4~ .w%A w-X Oes ..... c... .. C . &-RU4'n.-; 6.aV .... ; ...e....................... ................................. 16 .. ....... .... e .<. ... .... ............. ................ ...... - . . . - ... ........... .. ......... ........................ ....... . a. .... ....................................... ....................... . katOna- C-ws.an heiwo Psety, yne.igs, .... I . t8 . ......................................... -LDaM .......................... I Eh.. ......................................................... ES .n :- ..................................... ..... ...................... Ek-q .................................... . ....................... ....................... .. F e r a . . ............................................ . cs 3 ....... 19 . . ............................................. 6 .............................................. .................. .... ....... .................... 2 ) .. 2C ........................................................... c fn e . Ads -Sphe ................. Ga.n ie.wre. -tawa C8% Ca . % -k care eas %o.. i sw i E"n.na- os.n Sp r ..... f s . ........................................... a Go ... &................................................................ . ..... . ... ....... . ............ 60' E 6 . .... ... sS. OS .............................................. ................................................... ..............62 s:-~ ...... a.. % fa. . . . ..... - -............ (WsAr&Tn/GT) w 'D1e.. ..o ............... (ge ........ .. %......... Transponder .................. . Trans.nde.... r .f l%. .eS . .. . . . '".k'.U . "?. g ..-... ................................. c. n........... .....2 .. ---............... .Wvt. "iW . . 7V. 1 371.2;1. .%4...................6 .ls haV-S. accs'.'; ? & 'Cix22 " ---"-... " " " ... -".... ..... - "lqw-' -o .C....................................... . Stvt bV. O- .4tIo. . kvv . .j............ .................. wr Cc ! ........ ............................... X ., SatI A4::% a. t . - o i*............... ..........................-- - - -- - - -. nS % - z; S. . C 'TN*~ ek.......... :................ . e............................... ;.... .................... 2 ............................................................ Lp:CDCNfs 6 7,?. . ....................... It* S-ew 1A .................. k.................................... ................................ Ct &.%..o. . n.. ... ... .......... .... ... . .... ...U ~c.s . .............................................................. Satcom 1.a o .. IV (RCA Amenicom) Transponder ............................................................... Source: Gaaa oreny 6 Cablevision, March 5, 1984 PAGE 84 narme an&ateninses ionoeng a sHg.c - nesworanupoe T r' .- 7.1.2 Technological Change--From Headend to Subscriber The improvement in this retransmission technology has been the major types improvement in transmission quality, the ability to deliver new of technologies, the programming. Some changed provide variety to "The unsatisfactory. a of with weather.. .Another annoying of kinds different the of residents television." 80 [in house first the the rest of the neighbors' effectively were line--they twin-lead sets went off right down the this of characteristics turned off their set at 9:00 P.M., without distribution of the earliest systems were wired with twin lead drawback.. .was that if the system] programming the capacity increased wire which was very cable with as and, services two-way The use of coaxial cable solved these problems to allow reception of a higher quality picture. Coaxial cable had the allowed which an cable had a 12 are cable communities U.S. capacity since each When the services. were being video developed, These systems requires channel 6 megahertz of bandwidth. 8 1 Today, over 50 channels can be fit on cable with bandwidth operators of bandwidth increased with a 72 megahertz bandwidth was used. channel approximately of advantage variety increased franchises for many small coaxial added exceeding 300 megahertz and system sometimes doubling that capacity by laying dual cable. The system operators' ability to carry more channels growing number of services that are being offered. PAGE 85 complements the Technological changes in the transmission of the to operator subscriber have the creation of stimulated also cable from signal dynamic, interactive services in which the subscriber can participate. Since 1972, most and transactions receives. in have Some have some control the he programming the the (WACC) Warner Amex Cable Communications' Qube service in their Columbus, Ohio system for of systems actually allow the subscriber to participate For example, the program. vote (two-way) interactive installed Interactive cable provides the potential for a subscriber to cable. 82 make builds new has boxing had The votes are winning boxer in their estimation. tabulated and shown on the screen. Besides the allowing viewers to viewer participate in programming, interactive cable opens up the possibility of supplying transactional services like shopping and banking at home. services These will be provided more frequently as the percentage of systems with interactive capabilities grows larger. Addressability has also surfaced as one of the key issues in the Homes equipped with history of the industry. recent technological addressable converters can be controlled individually from the operator's headend. This allows system the operator to offer multiple tiers of pay programming and two way services without making a service each time a addressability pay-per-view subscriber allows a events. changes his services. More importantly, simple method to provide homes with one Since pay-per-view is expected 86 time, to increase dramatically in the next decade cable operators are equipping PAGE call with a technology which allows them to easily control the flow of programming into individual homes. According to Irving Kahn--the former who has been called "a president by laser technology will Glass fiber Also, the cost of the glass fiber will be much less costly than coaxial cable. other advantages to laser technology; between presently only being laid problem up holding signals Considering that investment they will competition in be listed Apparently, only the broader acceptance of laser technology is the a the for the Kahn however, fiber cables are headends. high cost of the equipment required to traditional cables allow bandwidths more that 20 times larger than the widest bandwidth coaxial cable. many TelePrompTer visionary of the industry"--laser technology will cause the next major change in the industry. used of cable convert television industry from reception has a laser of back to the signal. dollar multibillion traditional transmission technologies, we suspect that sluggish might in stimulate accepting laser technology. more rapid adoption a technology that would give the cable industry a clear Only of this novel advantage other links between program originators and the home video user. PAGE 87 the over 7.2 The Indirect Effects of Technological Change While the technology important to the cable industry improved, other technologies developed to make the link between the program originator and the home video service user. are subscription television The four major types of (SMATV). Following distribution systems (DBS), and satellite master antenna (MDS), direct broadcasting systems television microwave (STV), competitors a is description of technologies involved in transmitting the signals for each system. MDS--As cable operators began using microwave to transmit and receive long-distance programming, competitors transmit programming developed the directly to television viewers. technology Programming is MDS is transmitted in this system via line-of-site microwave signals. a 5-8 channel system the FCC determines (as with other the amount airwave communications methods, of bandwidth allocated to MDS) that until recently was targeted at hotels and that to apartment buildings. Now smaller, less expensive antennas have been developed, it is also being marketed to single family homes. PAGE 88 of MATV/SMATV--MATV and SMATV technologies developed as a result the buying power of large apartment buildings who originally obviated the cable operator by having a could to use their which antenna master clear network broadcasting signals. receive tenants An SMATV system is simply an extension of this concept with an earth station of to used satellites as technology is the same received programming by that by used and satellite subscribers hooked into the systems has building by technology small, been the cable economies consequence, Because the market for these known as private cable. also a As programming is limited to one apartment complex. is with The difference is that the cable distribution of the system by cable. SMATV industry cable the same the In essence, the system operators. to transmit from programming receive the type cable operators use to this with competes industry scale and by offering special of interactive services that these small SMATV systems may not offer. STV--With the development of addressable converters, broadcasting to companies have tried to develop STV technology The operator. broadcast signal STV they transmission. upon an that technology addressable converter unscrambled with subscriber. The use of addressable converters pay-per-view programming must signal is which cable scrambles the developed This the bypass allows then be given to the STV to offer as well as continuous programming where the subscriber pays a monthly fee. As PAGE with 89 most of the other cable substitutes, offers a limited number of channels (usually one to STV three) and therefore has had little effect on the cable industry. the DBS--A more recent development allowed low cost reception of from signals individuals instead of cable only offers 3 to 6 earth by satellites stations This operators. of channels the number of programming, to channels rented but in the future, are expected to cable with competitive be by presently technology technological improvements of this young technology increase or owned technologies. This competition was transmission used not years present the mu band since ago, (4-6 MHz) which could only be received by large earth stations costing a minimum of $2000. many However, launched satellites have transponders that are substantially recently more powerful, and they operate off a higher frequency, (14-16 satellite MHz). stations that individually two These cost $300 characteristics or less.83 allow Besides ku the band reception by earth the drop in price, owned earth stations are becoming more common due to the FCC's deregulation of receive-only earth stations. Although capital costs can be forbidding--for example, the DBS service (offered first by USCI) has required more than a $200 million investment over three years--dozens of companies have applied for licenses from the FCC. DBS Of the technologies that threaten cable, DBS may be the only one with a chance of having PAGE 90 a major impact on the cable industry. In the future, the interactive service capabilities of cable may be the only services available on cable but not available on DBS; services however, the other communications companies available. This threat from DBS PAGE 91 make these and the communications companies may stimulate the cable industry's use of in the near future. may laser technology 8 CABLE JOINT VENTURES order in industry television outlined chapters preceding The to the provide of nature cable the reader with a basic the understanding of the forces affecting the structure of the industry. This chapter presents a detailed accounting of the joint ventures that were studied. For each joint venture, the motivations, goals and Each section concludes with an evaluation which structure are listed. for sums up how well the operation was running and offers reason specific results. chapter The concludes with of the summary a elements that all or most of these joint ventures share the compares and these findings with the theory developed in chapter 3. As was stated in the Introduction, material on each of the ventures was collected through phone and personal interviews as well as through the literature. provided further by joint the reference Where background information has been person or persons listed in the acknowledgements no has been provided. However, instance, a source is cited in the usual way. PAGE 92 in every other Table 8. 1 CABLE JOINT VENTURES. JOINT VENTURE Disney Channel PARENTS DESCRIPTION Disney Pay Channel Group W Satellite Satellite News Channel ARTS and Entertainment ABC Video Group W Satellite Hearst ABC Video Ad Supported News Ad Supported Cultural Programming Rockefeller Center TV Lifetime Hearst ABC Video Viacom SportsChannel Cablevision Washington Post Ad Supported Health and Women's Topics Pay Channel--Sports Playboy Channel Playboy Cablevision Pay Channel Adult Programming Spotlight Cablevision Storer Cox Pay Channel TCI Times-Mirror Showtime-The Movie Channel Tri Star Warner Amex Warner Communications Warner Amex Viacom Pay Channel HBO Columbia Pictures CBS Film Studio Warner Communications American Express MSO and Programmer Theta Cable Manhattan CATV Hughes Aircraft TelePrompTer Franchises N.Y. and L.A. Group W Cable Franchises Group W Cable Local Investors Franchises Warner Amex Cable WACC Local Investors Franchises Franchises PAGE 93 Table 8.1 CABLE JOINT VENTURES (continued). DESCRIPTION PARENTS JOINT VENTURE Continental Cable- vision Franchises Franchises Continental Cablevision Local Investors (Chicago) Competing System Operator (Springfield) Cablevision Cablevision Franchises Scripps-Howard Chicago and Springfield Franchises Connecticut and California The joint ventures have been divided into two related and which will be programming related. discussed in this types: franchise Table 8.1 lists the joint ventures chapter. The programming joint ventures are listed first followed by the franchise joint ventures. PAGE 94 PROGRAMMING JOINT VENTURES THE DISNEY CHANNEL This was a joint venture between The Disney Corporation and Group It was formed in 1981 and was dissolved in the W Satellite. 1982. the fall of Both companies were considering establishing a pay channel when chairmen of the Golfers' Professional two parent Association corporations function. discussed Soon it at a that after discussion, formal negotiations were entered into and an agreement was reached. CONTRIBUTIONS--Disney provided the largest film library for children in existence and also provided a name that is synonymous with children's Satellite entertainment. was to provide Under the the terms of the agreement Group W sales satellite transponders and the uplinking. PAGE quality 95 and marketing support, the MOTIVATIONS--Disney wanted to provide quality programming while at the same time using the channel as a promotional vehicle for Epcot. W Satellite children. parents wanted a channel that would be socially stimulating for Lloyd Werner of Group W termed could be a "safe haven" where 4 STRUCTURE--Each partner had 50% equity The it sure that their children were not being exposed to programming with questionable content. 8 Channel. Group Board participation in the Disney of Directors had 2 Disney representatives and 2 Group W representatives so neither group had absolute control. EVALUATION--The Disney Channel is now wholly Jimerro, owned Disney. Jim president of the Walt Disney Telecommunications unit, blames the dissolution on Disney's lack of control. conclusion that we had to have creative control. control by was the main [reason for the breakup] "We came to the I think the creative in both programming and marketing. "5 Lloyd marketing Werner says issues and that disagreements then spilled programming and pricing strategies. supposedly agreed to in the over Many of contract arose into 96 issues these issues over concerning had been Since control was divided evenly there was no one party to decide matters. PAGE first but one or the other of the parties would raise objections nonetheless. was cited by Werner as a major factor in at the This lack of control failure of the joint 86 venture to endure. ways and cultures blames also Werner dissolution the of doing business. He used Group W's partnership with ABC Video in the Satellite News Channel the in firms corporate differing on as example- of an two same business (broadcasting) having similar methods of Disney, on doing business. other the hand, a was business show and was used to handling business deals in a manner different company 87 than Group W was accustomed to. The agreement channel because failed ultimately there clear no was on who controlled the venture and because Disney eventually felt that they could distribute the product effectively on their own. SATELLITE NEWS CHANNEL The Satellite News Channel Satellite and (SNC) was a joint venture of ABC Video Services. Group W It was announced in August, 1981, launched in June, 1982 and was bought out by Ted Turner in the fall of 1983. SNC offered 24 hour live news 365 days a year. Group W Satellite first contacted ABC in deal for use of ABC's international news footage. then brought up the possibility of a evolved from that point. PAGE 97 joint to order negotiate a ABC Video Services venture and the deal W CONTRIBUTIONS--Group the provided local facility, news news-gathering expertise, sales and marketing expertise, the satellite and transponders the ABC skills. engineering contributed Video footage and enough cash to equal the value of Group W's international contributions. MOTIVATIONS--Both partners wanted to provide the on a its own to which set had been prepared to The joint operate the aside only half of the capital for the It also provided Group W with the international project. would that channel best news coverage available to the consumer. venture allowed Group W, service produce footage it starting an needed. According to industry sources, ABC was channel before it learned of Group W's plans. all-news motivated in part by the belief that more than two but situation. firm's advertising ABC Video was could not support By forming a joint venture with cable news channels. Group W, ABC was not only able to possess considering gain abilities that it did not was also able to avoid a potentially harmful competitive Furthermore, motivations for Jack Healy of ABC Video states that his entering any joint venture are to share risk 88 and to enter the market sooner than it would on its own. PAGE 98 However, STRUCTURE--Each partner had 50% equity in the joint venture. Group W had 3 of 5 representatives on the Board so it had the operation. Lloyd of control Werner of Group W says that his company would Video not agree to the joint venture.otherwise and ABC the accepted arrangement.89 channel EVALUATION--The itself is longer in existence but both no partners insist that this is a result of several business factors that are totally unrelated to the ability of the The partners to along. get reasons for the sellout to Turner were the increased number main in of competitors the market and segment the failure to reach projected levels of advertising revenues. Although both partners suffered minor losses on SNC it was not failure as a joint venture since both partners feel that as a result of combining strengths superb news programming was made the public. a available to The partners were able to work together effectively for several reasons. The roles of both partners were clearly delineated beforehand and it was obvious that Group W, with a majority control of the Board had the legal power to take charge. The result was that no It important question was endlessly debated or left unresolved. helped also that the two companies were both in the broadcasting business. They understood each other and were familiar with how each business which meant that communication was relatively smooth. PAGE 99 did ARTS AND ENTERTAINMENT CHANNEL This is a upbeat programming entertainment. channel The that service venture between Hearst and ABC specializes in cultural, was initially formed as a joint Video Services. Rockefeller Center Television joined the partnership in 1983. CONTRIBUTIONS--After a mission it was to create concluded that of research ABC created ABC Video whose year what be a the It was felt Channel. ABC had that a channel cultural good start since that kind of programming would be least offensive to ABC's broadcast affiliates. purchasing ARTS cable programming channel would fit in nicely with a the strengths of the network. would became European with ABC Video was involved footage to use on the channel when Hearst, which was already partners with ABC Video in the Daytime service, approached with the idea of making the project a joint venture. contributed its skills as a publisher of women's magazines. valuable This is a asset since the target audience for this type of programming is similar to the audience for a specialty magazine in that segment Hearst of the total programming service, Rockefeller population. formerly The Entertainment rights to BBC programming. PAGE 100 it is a brought a low cost Channel, and the in feeling MOTIVATIONS--ABC's Hearst would complement its entering and strengths joint venture was that the span time the between 90 startup and profitability would be shortened. Another reason for the initial ARTS partnership between ABC Video Video. and Hearst Corporation was given by Tony Herrling of ABC The two companies had agreed to produce Daytime as a joint venture and the was that a large portion of the costs involved in running two feeling combined. As cut be different programming services could the if services were result, Hearst became a partner with ABC in ARTS as a well as Daytime and both services the had administrative same and 91 marketing staffs. STRUCTURE--The Arts and Entertainment Channel is run by a 9 man Board with each company having 3 representatives. ABC Video and Hearst vote in a block so they essentially run the show. EVALUATION--Jack Healy of ABC Video likens a joint married The fact that Hearst is a private being corporation ABC is publicly traded causes some difficulty according to Healy. For example, Hearst measures its performance according while ABC is more concerned about earnings per share. is to to several wives in that no matter how hard you try there are going to be problems. and venture that people at ABC are used to paying management at Hearst is not accustomed to this. PAGE 101 to cash flow Another example bonuses whereas the Since they vote in a block there are times when compromises must be made. Healy feels that the joint venture will succeed fact that the minor are differences each because and of because 9 contributes some skills that make the partnership stronger. the partner 2 LIFETIME This joint entertainment venture for women produces a specializing channel and health fanatics. in The founding partners In the fall of 1983 Viacom were ABC Video and the Hearst Corporation. entertainment Services joined the partnership. The channel started as Daytime in 1982 1984 and became The channel with the addition of Viacom's Cable Health Network. has never broken even but costs have always been at or in Lifetime below budget and advertising revenue is increasing so the outlook is brightening. CONTRIBUTIONS--ABC Video for daytime audiences. providing information brought experience in producing programming The Hearst Corporation targeted at women. brought expertise Viacom brought the Cable Health Network and its associated programming, additional time and subscribers. contribution since the more The additional subscribers appealing it is to advertisers. PAGE 102 a in subscribers service has, transponder are the a key more goal overriding MOTIVATIONS--The words, is "to make Lifetime a core subscriber." 9 basic 3 Another the partners in Jack Healy's service required to of prime motive for ABC maintain Video a is the opportunity to spread the risk. The motivation for becoming partners with Cable Health greater was that the Network was aimed at the same audience that Daytime was Combining the services meant an increase in viewers directed to. a Viacom appeal for combined service is Finally, the cost to operate a advertisers. less than the and cost of running separate two services. is STRUCTURE--As the case in the Arts and Entertainment Channel, ABC Video and the Hearst Corporation each have 3 of 9 seats on and vote a as Viacom, block. however insisted on a long list of exceptions which require an unanimous vote. budget approval, approval Board the These exceptions include of any shift from the present programming format and pricing strategy approval. EVALUATION--The joint venture appears to be running smoothly apparent rifts between partners. both no The fact that ABC and Hearst have been partners for a while helps as does the fact that Viacom Video with and ABC have roots in broadcasting (Viacom was spun off from CBS) and tend to have the same way of thinking. PAGE 103 SPORTSCHANNEL In 1983 the Washington Post paid Cablevision $20 million to get a 50% ownership of a SportsChannel, regional pay service featuring sports programming. CONTRIBUTIONS--Before the Washington Post approached Cablevision, the MSO was operating the service on a low budget. The Washington Post brought $20 million of much needed capital as well as expertise in the publishing and information business. Cablevision established service as well as programming, marketing provided and the management skills. MOTIVATIONS--The Washington enter the cable industry. Post wanted a vehicle through which to It felt that a joint venture with a company with considerable cable expertise would provide investment.* Cablevision was happy skills. PAGE 104 to get the both best return on the cash and the STRUCTURE--Each partner has 50% of the equity in Both year. a after smoothly EVALUATION--This joint venture is operating venture. joint this partners cite the importance of bringing complementary skills to the table. Alan of Spoon, the Washington Post that feels this increases the chances for success. 9 4 THE PLAYBOY CHANNEL The Playboy Channel, an erotic pay channel was between Cablevision, an MSO, after two venture joint The association was and Playboy Inc. started with a handshake and was a years without a legal agreement being signed. CONTRIBUTIONS--Playboy's main contribution to the arrangement was its name and its programming expertise. Cablevision provided the sales and marketing expertise. MOTIVATIONS--Bob Sullivan, the chief financial Cablevision, says that the goals of the two firms not were officer for "similar but congruent." 9 5 By this he means that while both partners wanted to produce a service that was known for partner had a slightly its quality programming, each different definition of what quality meant. PAGE 105 to Both firms sought have input considerable in the programming decisions and a final agreement on this issue was never reached. was STRUCTURE--There formal structure agreed to since an any never agreement establishing the joint venture was never signed. EVALUATION--In Sullivan's words, "after two years of operation without a signed contract [the result] they'd a decision Playboy where said their way and they'd let Cablevision market it to it produce was affiliates.. .The decision was to go down the road side by side instead of together." 9 6 issue The central control. The in firms two this had instance differing was one of programming on what constituted views acceptable programming on an erotic channel and even though they spent years attempting to come to an agreement concerning found it to be an impossible task. companies' philosophies concerning this issue they This is an indicator that the programming were far apart and deeply rooted. Their present agreement, where Cablevision has no responsibility for the editorial content, is going very well according to Sullivan. PAGE 106 SPOTLIGHT Spotlight was a pay service designed to compete with Cinemax, The Movie Channel, HBO and Showtime. It was initiated by Times-Mirror and in December, 1981, a joint venture was formed and four other MSOs: CONTRIBUTIONS--Each to Times-Mirror Cox, Cablevision, TCI and Storer. partner contributed cash and subscribers cases Spotlight replaced the pay cable offered involving service was that (in many originally of cable systems owned by one of Spotlight's subscribers partners) to the venture. MOTIVATIONS--The purpose of this joint venture was costs 9 middleman to eliminate and to combat some of the power held by HBO. 9 8 The 7 partners felt that "Spotlight could start saving money by affiliate relations or owners hold contribution line." 99 and their marketing hands. costs--no More subscribers. eliminating need to market to the importantly, there's the the pay services make to their corporate parents' bottom The partners hoped to keep that profit STRUCTURE--The the equity contribution Cablevision, varied for themselves. with the number of for example, had a 10% share of the joint venture. PAGE 107 EVALUATION--Cablevision left the joint venture after less than a in and 1984 early the rest year of the partnership was dissolved with Showtime/The Movie Channel gaining the Spotlight subscribers. Bob Sullivan of Cablevision points to lack of control as the main problem. lead." 1 0 0 the took one "Everyone has to agree who's running the store [but] no Sullivan out pointed all five although that the partners had the same broad goals for the venture--taking some of HBO--they had other firm-specific goals which conflicted. power from As result, a "getting all five MSOs to talk Jack Kent Cooke, the president of Spotlight, concurs subscribers potential the partners." low is a 10 2 typical pattern for joint ventures. you think is a good idea and then constituent viewpoints." number and the differing commercial objectives of Sullivan is not surprised at the end result since this this with part, stating that the demise was due to an inability in to "sustain acceptable profitability given its relatively of other 10 [was] almost an impossibility." ' intelligently assessment, each to units. 10 3 You get you tend to he says that "You start with what break up into the a lot of chiefs and a lot of different Since Spotlight did not have a designated leader with the power to make decisions on conflicts the joint venture dissolved. PAGE 108 SHOWTIME-THE MOVIE CHANNEL Showtime was a pay service formed in 1977 by Viacom in an to compete with with HBO. TelePrompTer TelePrompTer). For a number of years it was a joint venture and Group then for Group W (after the acquisition For a number a partner or partners. of months Viacom was The the the justice Finally, disapproval of the. venture on antitrust grounds. in the fall of 1983, Showtime, the second largest pay with in A potential deal with a number of movie studios fell through in the summer of 1983 because department of W sold its share of Showtime to Viacom in 1982 citing control issues. market effort channel merged Movie Channel, the third largest pay service to make Warner Communication Inc., Warner Amex and Viacom joint venture partners. CONTRIBUTIONS--In this joint venture the partners than cash to the table. more Viacom brought a channel approximately 4.7 million present subscribers and differentiated programming. Warner and Warner Amex brought an all-movie service approximately 2 million strength in movie production Viacom much Both Warner Amex and Viacom are MSOs so they both brought outlets for the pay service. with brought brought syndication subscribers. as owners Warner of Communications Warner Bros. and had Studios. expertise, rapidly becoming an important skill since shows produced for pay cable are now being syndicated presentation on broadcast stations. PAGE 109 for MOTIVATIONS--According to Dave Fluhrer of Viacom, his company wanted a partner for it has "always been interested in joint since Showtime risk spread ventures because you around and share resources." 1 0 4 Fluhrer states that the additional advantages to all three firms are: O Economies of scale--combining the staffs of the two services saved an estimated $15-20 million, because now that one organization takes care of all the administration and marketing. O Resources of the new partners. O Larger subscriber base. O Partnership is now more attractive to the investment community--soon after the merger was announced it obtained a $150 million line of credit which was not secured by the parent companies. The goal of the new firm is simply to compete successfully with HBO. STRUCTURE--The Communications, Communications equity 31%, and is divided up as follows: and Warner Warner Amex Amex, 19%. However, if Warner vote in a block, this joint venture would perform much like a 50/50 joint venture. PAGE Viacom, 50%, Warner 110 EVALUATION--The merger resulted in two services that can now be easily marketed as a package to produce formidable competition for the highly popular pay package of HBO and Cinemax, which are both owned by Inc. As strategy. a Time, business idea it appears to be a very viable competitive Whether or not the partners can work together remains to be seen. TRI STAR This joint venture between production company. was It HBO, CBS announced Columbia and in 1982 and is to a film date has distributed one movie and produced and distributed another. CONTRIBUTIONS--Each partner specific contributed 1/3 of the capital. The strengths of the partners were HBO's pay television markets, CBS's television distribution capabilities and Columbia's production expertise and theater distribution experience. firm MOTIVATIONS--Each particular market. explaining her wanted a guaranteed supply of product for its Laurie firm's Goodman reasons of HBO was very specific for entering the joint venture. in HBO went into the venture at a time when film costs were escalating and it was felt that it was better to take a long term, PAGE 111 up-front risk with Tri Star than to be entirely dependent on the vagaries of the market. The intent was to gain some control of the supply of less subject to losses and product be when film prices shot up due to a incurred dearth of quality product. 10 5 STRUCTURE--Each company has 1/3 representation on the Board. EVALUATION--The firms had experience had with dealing other each before so the opportunity was there to sound each other out before the deal upon. agreed was date, To the joint venture appears to be working. WARNER AMEX This is arguably the was It country. Communications $175 operations. Cable, an known best formed million in cable joint venture in the 1979 when American Express paid Warner for 50% ownership of Warner's cable The company is composed of two subsidiaries: Warner Amex and Warner Amex MSO responsible for cable franchises Satellite Entertainment Corporation which produces cable programming. PAGE 112 CONTRIBUTIONS--Warner provided its extensive cable 1979 in largest fifth the was Although considerable expertise in franchise operations. no they had Warner had Thus, country. the in which network direct cable programming expertise they had a number of people who had considerable experience in radio and television production. American Express contributed cash--lots of it. that true had marketing and credit expertise certainly Express American While it is (the latter is useful for transactional services done through Qube) it extent. were attributes does not seem that these called upon to a large fact, one Warner Amex employee, when asked what American In Express brought to the joint venture besides cash, replied, don't "I know." iOG Cablevision's Bob Sullivan, who was with American Express when the joint venture was completed, claims that "American Express brought 07 nothing to the party except money...they brought no management."1 Express MOTIVATIONS--American wanted to enter because it had a desire to enter a growth industry the mature involved insurance with interactive American Express' American the had and services. cable industry to counterbalance Cable was appealing because it was communications with synergies industry. the potential current Express sought provide to businesses a partner through with experience in the business and felt that Warner provided the best fit. Warner's immediate goal at the time of the agreement was to acquire PAGE 113 capital so that it could compete for new franchises. STRUCTURE--Each partner has a 50% equity position and 50% the joint venture. control of Each shareholder has first refusal rights in the event that the other shareholder desires to sell its stock. EVALUATION--Warner Amex is still in existence after severe franchise five years difficulties and rumors of a dissolution. $47 million and that this A recent net loss figure increased to $91 million in 1983. Business Week article reported that Warner Amex's 1982 amid was 108 Like a number of other companies, Warner Amex became embroiled in the recent franchise bidding wars and agreed to in order to secure the franchise. provisions expensive When interest rates shot up in 1980 and 1981, construction financing costs increased and Warner Amex found itself in difficulty. Other companies were faced with the same problems and Warner Amex It happens that this is another case has fared more poorly than most. In of uncertain control. according to Sullivan nobody did anything. inmates ran the the "they years early were 50/50 of the joint venture, partners which means that They were so courteous to each other.. .that responsible financially."1 No one who was No one exercised control. asylum. 09 The implication is that the if Warner had taken the lead at the inception, then the joint venture quite possibly could have avoided some of its poor franchise decisions. PAGE 114 FRANCHISE JOINT VENTURES TELEPROMPTER-HUGHES FRANCHISE JOINT VENTURES In 1966, TelePrompTer, a leading MSO, and Hughes Aircraft two formed joint ventures to capture cable franchises in Los Angeles and New Theta Cable was the L.A. York. equity position. joint venture and Hughes had a 51% TelePrompTer had 51% of the equity in Manhattan CATV Corporation. CONTRIBUTIONS--In to the deal. each case TelePrompTer brought management expertise Hughes brought technical expertise as well as money. when fact, management at TelePrompTer first met the Hughes team needed a microwave hookup In they to transmit programming from building to 1 10 building in Manhattan, eliminating the need to go underground. In L.A. franchise and the Hughes reputation was very important in securing the in New York, Kahn believes that reputation led to the winning of that franchise. PAGE 115 the TelePrompTer MOTIVATIONS--The Hughes had a bigger stake in franchises. being a immediate goal of the partners was to secure the two joint venture indicate since it also owned would partner simply than projects the 600,000 shares of TelePrompTer.* STRUCTURE--As was mentioned earlier, Hughes had and 49% of the New York franchise. franchise of 51% L.A. the In both cases, however, "TelePrompTer managed and ran the systems.""' Irving Kahn, the chairman of TelePrompTer at the time, stated a interview recent that in was not much of a formal structure. there Management of both parents were comfortable with each other and it was be agreed that TelePrompTer would regardless of equity wanted control participation. participation this way because the city in They franchising of operations daily arranged the authorities equity in each the company they were familiar with to have the majority interest.112 EVALUATION--These joint through several operating in one form or another, changes of TelePrompTer's management until 1981 when TelePrompTer bought Hughes out. were lasted ventures at For much of that time the franchises a loss as a result of high construction costs and lower than estimated subscriber revenues. PAGE 116 GROUP W CABLE FRANCHISE JOINT VENTURES In 1981, Westinghouse Broadcasting and Cable company The is .Westinghouse Corporation, whose parent bought TelePrompTer whose York holdings included the Los Angeles and New Co., discussed franchises This purchase made Group W Cable the third largest MSO in the above. country. Group W Cable owns approximately 140 systems, which are joint ventures less than 5% of according to George O'Hanasian of Group W Cable. CONTRIBUTIONS--In makes, ventures of the franchise joint all that Group W supplies the management expertise and the bulk of the cash. it The local investor or investors supplies the political clout that is sometimes necessary to win a franchise. MOTIVATIONS--Group W Cable's is to win the franchise and as a goal result it will enter into a joint venture with "that will increase the probability of winning." in an earlier chapter that competition fierce. The a idea is to get local for a local 1 13 franchise 117 if was mentioned is usually support so that the franchise committee looks most favorably on your application. PAGE It investor Local investors are motivated by the potential to make a nice profit for a minimal investment. STRUCTURE--This varies equity for Group W percentage but Cable the predominating figure seems to be 80% and 20% equity for allows maximum accounting benefits. instances manages the system and is in the partner. This Group W Cable, in all complete control of daily operations. EVALUATION--Group W as a last resort. The influence they enters a joint venture with local investors only have local in partners' getting the value franchise Despite this, the joint ventures run smoothly. to lies This mainly in the for Group W Cable. is attributable the fact that the partners do not have conflicting goals. Group W wants to win a franchise and then manage it so that long run profit is maximized. local Group W has legal control of the venture and it is in investors' best interest to interfere as little as possible since Group W has the management expertise. PAGE 118 the WARNER AMEX CABLE FRANCHISE JOINT VENTURES Warner Amex Cable is the subsidiary of Warner Amex cable system operator. the multiple It controls approximately 125 systems, over 95% of which are wholly-owned. CONTRIBUTIONS--Like Group W, Warner Amex Cable investor looks for local the Warner Amex Cable to provide help in obtaining a franchise. provides management expertise and a good investment. MOTIVATIONS--The primary motivation is to win the Amex entered joint ventures with Warner franchise. local partners in Cincinnati and Pittsburgh because the message from the cities and the of strategies the competition dictated that this would be the best course to take. STRUCTURE--Warner Amex Cable has an 80% equity share in the Pittsburgh system with the remaining 20% going to minority organizations. Cincinnati, the minority partnerships went to civic groups. In In both cases, Warner Amex Cable was in charge of managing the system. EVALUATION--Warner Amex Cable has been in the headlines lately because it has had financial difficulties with new builds in their large city franchises. The difficulties do not appear to be a result in any of squabbles with the minority partners. PAGE 119 way Warner Amex Cable has never joint ventured with another it is considering MSO doing just that with Viacom in Milwaukee. but Viacom owns operating franchises in the suburbs and Warner Amex Cable has the right to wire the city of Milwaukee. difficulties, the costs. specific agreed Warner Amex Viacom would to cable upon, would to its financial Cable is seeking a partner to help defray provide operations also However, due capital in provide and Milwaukee. management expertise The joint venture, if considerable administrative and marketing cost savings since one staff would take the place of two. CONTINENTAL CABLEVISION FRANCHISE JOINT VENTURES Continental Cablevision is the country's tenth largest approximately 75 systems and 696,000 subscribers. MSO with Like the other MSOs that have been discussed, Continental Cablevision has entered very few joint ventures but in recent years it has entered into a few joint ventures in large franchises. discussed here Two of these joint ventures will be and will be treated separately since the partners for each venture are considerably different. PAGE 120 Springfield In 1981, Continental Cablevision won the Springfield franchise of 60,000 homes as an equal partner with a group consisting of the Tribune, Scripps-Howard, and a private investor. CONTRIBUTIONS--This joint venture came about after the Springfield franchise committee rejected all of the first round invited rebids. that they and Continental Cablevision and the other group both felt were the two leading contenders for the bid and that their chances of winning would be excellent if bid. applications they submitted a combined So, besides each group contributing half of the cash, they gave each other a sense that together they were stronger than they were apart as far as winning the franchise was concerned. MOTIVATIONS--As in to win the franchise. better most of the franchise joint ventures the goal was Each partner felt that part of the pie was than no pie at all and that combining forces would enable them to win the pie. STRUCTURE--Initially, equity was 50% each and the evenly between the two groups. Board was divided Currently, after the selling of stock, Continental Cablevision has 70% of the equity. PAGE 121 Continental Cablevision has always had the management contract to operate the system and the Board has been comfortable control the daily operations. in letting it Out of all the partners Continental Cablevision clearly had the most management expertise. EVALUATION--No crisis has come up in the three years of operation. is clear that Continental Cablevision has control of this It joint venture. Chicago In early 1984, Continental Cablevision won one of Chicago's franchise areas in a joint venture with a group of five minority businessmen. CONTRIBUTIONS--The franchise committee made it clear that they wanted minorities represented so the minority group satisfied that criterion. They also brought considerable reputation to a cable venture Continental Cablevision business whose brings franchise its partnership. PAGE acumen 122 system and area is an excellent 63% expertise black. to the MOTIVATIONS--Once again, the motivation for the joint venture on Continental Cablevision's part was to win the franchise. STRUCTURE--Each group has a 50% Cablevision will manage the system always controlled by Continental share of the equity. but some Continental subcommittees Cablevision. are not This could lead to confusion in the future. EVALUATION--Since this joint venture has just been is no past history to judge it on. two partners have separate Cablevision has the and there It is likely to succeed since the complementary management consummated expertise strengths--Continental and the local group has extensive knowledge of how business is conducted in the community. CABLEVISION FRANCHISE JOINT VENTURES Cablevision owns less than ten systems but one of them, Island, on Long is the second largest system in the country with over 200,000 subscribers. Scripps-Howard It has in entered three franchise locations: Connecticut and Sacramento, California. PAGE 123 joint Fairfield ventures and with Bridgeport, CONTRIBUTIONS--Scripps-Howard brings publishing a expertise as well as capital. and background journalistic Cablevision provides system expertise in both installation and management. MOTIVATIONS--Unlike the previous franchise joint that have discussed, Cablevision's primary motivation for taking a partner been is ventures not to secure franchise, the that although is certainly a consideration, but to be able to have the finances to build it when it is won. the cable an alternative way of delivering its information. These Scripps-Howard, like many publishers is interested in business as joint ventures provide Scripps-Howard with an entry into the without the responsibility of industry managing a business it knows nothing about. STRUCTURE--The complicated as structure far as of the equity joint is are ventures concerned. The plan allows for Scripps-Howard to receive virtually all of the tax benefits with the stipulation joint ventures. extremely at first that these savings are to be reinvested in the Eventually, the two partners. PAGE 124 firms will be 50/50 equity As far concerned as Bob control of of operations the franchises is states that it is written into the contracts Sullivan president of is Cablevision) the general that Chuck Dolan partner. In other words, both partners have agreed that Cablevision 114 (the the is running the show. partners appear to be happy with the relationship as EVALUATION--Both is evidenced by the fact that they are now together. Bob Although states Sullivan in three joint ventures that Cablevision does not "want a partner with just deep pockets that brings nothing other money to largest the party," contribution. Scripps-Howard's 1 15 It publishing it than appears that money is Scripps-Howard's will be expertise interesting is put to to observe how use in the joint venture. Regardless of whether or not cash was the primary motivation making the deal, the key for element to remember about this series of joint ventures is that Cablevision is in control. PAGE 125 CONCLUSION Before summarizing the typify a what we mean by successful. the for new products, a firm's environment venture a a account in the dynamic business environments which are common that fact Initially, we had planned to designate This definition does not, however, take into original goals. that motivations success if it had achieved or was achieving its a as venture joint and joint venture, it is necessary to define cable successful elements crucial because it change often it Hence, changes. failure goals as not did achieve term a joint to unreasonable is competitive the goals that were established given assumptions that no longer were accurate. Taking this into consideration, our definition joint is venture one of a successful in which the partners had a harmonius working relationship with their final goals being achieved or one the road achievement. Put another way, a joint venture that did not meet its initial goals is still a success in a joint the failure to to meet venture relationship if the goals was caused by incorrect planning and assumptions and not by any problems with the relationship itself. Given this definition, Table 8.2 successful and unsuccessful joint ventures. PAGE 126 lists our evaluations of Table 8. 2 CABLE JOINT VENTURE EVALUATION. TOO EARLY TO TELL SUCCESSFUL ARTS and Entertainment Disney Channel Cont. Cablevision--Chicago PlayboyChannel ARTS Cablevision UNSUCCESSFUL Continental Cable- Lifetime Spotlight vision--Springfield Daytime Group W Cable Franchises Showtime-TMC SportsChannel Satellite News Channel TelePrompTer-Hughes Tri Star PAGE 127 Warner Amex MOTIVATIONS Table activity 8.3 lists the various motivations for joint venture given by the joint venture partners covered in this chapter. Numerous reasons were given for entering programming joint ventures. Four motivating factors were cited most often: O O O To gain the skills needed to successfully compete Allow quicker entry into the market Spread risk Gain market power o System operators, ventures for on the other hand, tended a much smaller variety of reasons. to form joint Joint ventures with other than local partners were made not only to improve the chances of winning the franchise but also for complementary skills and capital. CRITICAL SUCCESS FACTORS We have interviewing determined the from individuals studying involved these joint ventures and in putting them together and running them that four conditions are vital in order for joint venture partners to relationship. have an optimal chance These are: O Complementary skills O O 0 Complementary company cultures Non-conflicting goals Clear control PAGE 128 of an effective working Table 8. 3 CABLE JOINT VENTURE MOTIVATIONS. JOINT VENTURE Disney Channel Satellite News Channel PARENTS Disney MOTIVATIONS Marketing Expertise Group W Satellite Access to Film Library ABC Video Group W Satellite Complementary Skills Reduce Competition Increase Market Power Quicker Market Entry Reduce Capital Outlay Share Risk ARTS and Entertainment Lifetime Hearst Economies of Scale ABC Video Rockefeller Center TV Complementary Skills Quicker Market Entry Share Risk Hearst Viacom ABC Video Complementary Skills Economies of Scale Increase Market Power Share Risk Cablevision Washington Post Complementary Skills Playboy Channel. Playboy Cablevision Complementary Skills Spotlight Cablevision Storer Cox TCI Times-Mirror SportsChannel Showtime-The Movie Channel Warner Communications Warner Amex Viacom Cash Market Power Share Risk Economies of Scale Market Power Subscribers Cash Tri Star Warner Amex HBO Columbia Pictures CBS Complementary Skills Market Power Warner Communications American Express Complementary Skills PAGE 129 Cash Table 8.3 CABLE JOINT VENTURE MOTIVATIONS (continued). JOINT VENTURE PARENTS Theta Cable Manhattan CATV Hughes Aircraft TelePrompTer Cash Win Franchise Group W Cable Franchises Group W Cable Local Investors Win Franchise Warner Amex Cable Franchises WACC Local Investors Win Franchise Continental Cablevision Franchises Continental Cablevision Local Investors (Chicago) Competing System Operator (Springfield) Cablevision Scripps-Howard Cablevision Franchises Complementary MOTIVATIONS Skills--In all of the Win Franchise Local Expertise Comp. Skills Complementary Skills Cash joint ventures that we termed successful each partner contributed at least one skill central to business success of the joint venture that no other partner had. served to the This make the partners dependent on one another, and fostered a spirit of teamwork, since the partners realized, quite well, that they could not achieve business success on their own. Also, in cases where one partner believed that it could do its partner's specialty it set the stage for conflict and an ineffective relationship. PAGE 130 better, Complementary Company Cultures--Anyone country has probably spent some that beliefs are time from different who getting those in a foreign visited has to used customs Some people, America. others especially those who have traveled before, adjust quicker than while and never can accept the fact that there are suitable ways of some doing things other than what they are used to. they Joint venture partners encounter much the same problem when enter a partnership. It is crucial that joint venture partners be able to work together harmoniously. In order to conflicting corporate cultures must be reconciled. necessary do possibly that, This is especially in joint ventures where control is not clearly in the hands of one of the parents. We concluded from our research likely succeed to the more that that the joint same language. The were more parents had in common. example, Group W and ABC are both broadcasting the ventures and companies For talked result was minimal communications problems between the parents. On the other hand, the Group W, Disney partnership fell due in large part to a failure to communicate effectively. people were through The Disney movie producers, not broadcasters and the two groups did business in different ways that were never reconciled. PAGE 131 This is not different to say businesses that a joint will not be successful. The key working well as did Daytime and ARTS. partners other in all before prospective of and venture between firms in Tri Star appears to be element is that the these joint ventures had either dealt with each thus partners were or familiar had with recognized the this habits of their issue as a potential problem and have taken steps to adapt. We have cultures concluded that companies with different corporate can work effectively as joint venture partners but that they have an uphill battle in front of them. when the firms have done business before The problem is eased somewhat and it causes the least trouble when the attitudes of the potential partners are similar. Non-conflicting Goals--In all of the joint ventures successful, the partners had goals which, even if not not conflict. This is not would to agree did surprising since it does not make much that is detrimental to your goals. the partners were identical, sense to enter an arrangement with a partner that wants to goal that loosely achieve a A common occurrence was that worded objectives and then discover when the work started, either that the true objectives of the separate partners were not similar or that they disagreed on the best way to achieve the goals. overcome when one of These disagreements were more likely to the be partners had the power to make the final decision. PAGE 132 Clear Control--The ingredient that emerged time and again as being the most useful factor in determining the issue of control. involved one the the success of a In all of venture In all of the successful cases except (Tri Star) there is no doubt about which partner operation. joint the has control of joint ventures that we have termed failures there has been considerable doubt over which partner had the final say in certain decisions. We therefore feel that it is paramount for the control issues to be decided entirely to the satisfaction of both parties before a joint venture Whenever possible, one party should be is signed. agreement We given the right to have the final word in all decisions. that firms many are reluctant realize give away that power but in our to sample the joint ventures that have lasted have been those where one partner was in control. COMPARISON WITH THEORY For the most part, our findings motivations and regarding the We have seen that the growth reasons structure cable industry matches the profile given in the literature of an industry which is prone to forming joint ventures high venture joint success factors coincided with joint venture studies done concerning manufacturing firms. of cable industry mentioned with the several most PAGE high frequently 133 since it entry barriers. for entering is a The four joint ventures--complementary skills, risk spreading, quicker market entry and attainment of market power--were all listed as reasons for forming joint ventures in the literature. We have concluded that, just as the literature maintains, necessary to have complementary skills, and it is an "impedance match" between the cultures of the partners if a joint venture is to have a good chance of becoming a viable entity. Our research on the cable industry has also led two success factors that get us to identify little emphasis in the joint venture literature--non-conflicting goals and the control issue. These are very closely related since we found that where goals conflicted and no one party world. a had total control, the partnership was not long for this When it has been agreed that one partner is in charge that sign that the partner conceding the control feels that the first partner's goals are fairly well in line with that most is successful its own. Our finding ventures are ones where one partner is clearly established as the controlling partner, coincides quite well with the finding cited in chapter 3 that chemical company joint ventures of two partners are more stable when the equity split is 51/49. Finally, although joint venture types have not been emphasized in this thesis, it is interesting to note that the joint ventures by system general operators to win franchises types--market/distribution, production/mining, and formed do not fit any of the four R&D exploration, construction/land development--covered in the PAGE 134 literature. We have classified these political joint ventures. PAGE 135 franchise joint ventures as 9 VIDEOTEX INDUSTRY INTRODUCTION 9.1 History and Definition of Videotex In reality, no videotex system has "full Only a system service" that provides text, graphics, video and audio two-way communication will truly be able to offer the complete five general types of videotex transaction processing, messaging, services (see capabilities. Table 9.1). services: of the information retrieval, computational However, range and telemonitoring four quite different types of videotex systems have developed for particular industries that provide one or more of these services: O The Cable Industry O The Personal Computer Industry O The Financial Industry O The European, Japanese and Canadian Governments The economics of videotex predicts that these systems will be compatible. Many ultimately signs of the emergence of this single standard have begun surfacing. PAGE 136 Table 9.1. VIDEOTEX SERVICES. 11 6 DESCRIPTION TYPE OF SERVICE NAME OF SERVICE Information Retrieval Electronic publishing Electronic newspapers, newsletters, magazines encyclopedias, books, etc. Library/reference service Specialty database access, electronic catalog. Community services Community, transit/travel, government, housing, shopping information. Health services Medical, first aid, poison control hotline information. Entertainment services Electronic jukebox, Ondemand TV, electronic entertainment hotlines. Foreign language services Foreign language translations of information, captioning of TV programs. Directory services Open or closed systems for providing listings of employees, buildings, stores, hours of service, telephone numbers. Education services Course listings, computer assisted instruction, special services for home .bound students, supplemental materials for education TV programs, do-it-yourself training, literacy training. Advertising services Electronic yellow pages, Supplement to TV ad., classified advertising, display advertising PAGE 137 Table 9.1 VIDEOTEX SERVICES (continued) TYPE OF SERVICE NAME OF SERVICE TRANSACTIONAL Financial services Electronic checkbook, funds transfer, credit cards, stock and bond trading, etc. Sales transactions Electronic catalogs that allow purchase of items. Entertainment transactions On-line gambling, electronic box office. Electronic Mail Point-to-point or pointto many messaging. Conferencing Textual real-time communications. Referenda Citizen input to gov't Closed user group services Consumer action groups, special interest groups, business organizaticns, communicate in private part of system. Game services Video games downloaded to home computers. Computing services For additional computing power. Information storage Private files. Telework Text editing, file maintenance, data entry and analysis as extension to the office. Home security Remote fire sensors and burglar alarms for police and fire protection. Health and saftey monitors Assist in at-home care with ECG, blood pressure remote readings. Energy management Control and regulation of household and business energy use. Meter reading. MESSAGING COMPUTING TELENONITORING PAGE DESCRIPTION 138 9.1.1 The Cable Industry Two way communication of textual and services, videotex called back mentioned was visionary cable equipment suppliers such as in also sixties by the Instrument, General who about the future uses of cable in their annual reports. 117 speculated subsidiary, In 1972, a Warner Communications Inc. have information graphics the performed experiment first may services in This experiment involved linking up collaboration with Mitre Corp. a Reston, Virginia to a computerized cable system through in community videotex in Cable Warner which home users could receive many forms of the typical five videotex computing information retrieval, transactional, messaging, services: and telemonitoring.118 The recession of 1974 - 1975 caused Warner Cable to abandon project until 1977 when they established a complete, fully working model videotex system in Columbus, Ohio called QUBE. of system this franchises. was this The development clearly a strategy to win the large urban cable In an attempt add to credibility to these franchise that would cost hundreds of millions in capital investment, proposals Warner joined forces with a financial power, American Express, to form Warner Amex Cable Communications won such urban franchises Pittsburgh. 1 1 9 Furthermore, develop (WACC) in 1979. as they Manhattan, forced competitive videotex systems. PAGE 139 the As Dallas, other a result, Milwaukee major MSOs WACC and to The competition for franchises forced acknowledgement of a truely powerful technology, videotex. 9.1.2 The Personal Computer Industry Still another form of videotex microcomputer grows. owners is News/Retrieval other videotex systems. onto by and the Dow Jones which provide many of the same services as For example, a microcomputer can user pay debts to manage an investment portfolio or the home through an bank; on-line converse with others using the system. must of log an information utility to get the news, a special food recipe or a stock quote; to - owned like The Source, Compuserve, owned by H & R Block; Service number These curious and industrious users log into the so called information utilities Reader's Digest; the as emerging be textual compatible or budget; to send messages and However, since these services with the various home computers, they only offer (ASCII) two-way services. 12 0 This has limited the acceptance of these services because the price is carried completely by the user. PAGE 140 9.1.3 The Financial Industry service Another approach to videotex has been taken by financial as a way to reduce the costs of completing transactions and companies participated in have Sears Thus, retail companies such as of providing information. numerous videotex trials 1 2 1 and the major banks have developed some 175 to 200 automated teller machine networks across the country or have computers.122 five general The home through services banking home offered home banking services often offer many more of the of types videotex services than transaction just However, once again these services allow two-way processing services. communication of only textual information. 9.1.4 The European, Japanese and Canadian Governments Meanwhile, videotex in other developed nations since look, different text videotex in 1980 a terminals been have commitment full on a strongly graphics to full graphics when they decided not only to develop a commercial videotex system, now known as the Antiope videotex taken system was offered by British Telecom in 1979.123 Also, the government of France made videotex services PRESTEL, the largest and oldest government-supported. and these has in public System, but also to use places to give the public access to a PAGE 141 Japan's 1990-124 by France complete electronic phone directory for telephone and telegraph company also introduced a graphics and public system. PRESTEL 125 the to similar was that 80s early textual graphic system in the Canada has developed and begun marketing a higher resolution graphics and text videotex system known as Telidon.126 in The Canadians state-of-the-art given in National the these of important Standards Level Presentation moves Institute's Corporation and one of the top ten cable MSOs, Infomart, major a videotex been The standard. most standard was the American a approve to Protocol a of emergence acceptance of North the American Standard, a modification of the Telidon by endorsed standard offered by AT & T and Electronics has approval by numerous vendors in the United States, which broad may result services videotex National Cash Register. Times Mirror software videotex like companies 127 joined has Digital Furthermore, forces with developer in Canada, to begin offering full graphics and textual two-way services in the Los Angeles area. will At least three other services be of 1984. joint offering NAPLPS full offered in particular American geographic markets by the end To top this off, IBM, Sears and venture CBS recently being offered; several years. will be 128 announced a develop and market a videotex system which will be to fully compatible, and possibly more advanced than the now videotex systems however, their system will not be available for Since three out of five of these provided NAPLPS by joint ventures, PAGE 142 we will videotex services concentrate our discussions around NAPLPS videotex services which offer full text and graphics. 9.2 The Components of the Videotex Industry The videotex industry is usually as described three having components: O O O The Information Supplier The System Operator The Communications Network Supplier components These industry: to similar the three components of the cable the program supplier (the information system (the are operator), and the satellite company network supplier). provider), the MSO (the communications Although we will be focusing our discussion on the videotex system operator, a thorough discussion of these components is necessary to understand the reason that most of the full text and graphics videotex system operators are joint ventures. 9.2.1 The Information Supplier The information supplier usable supplies form this distribution. (i.e. gathers database to collects and the and assembles data into a and then operator for processes information) videotex system Information suppliers should be recognized as suppliers PAGE 143 to the videotex communications network supplier. service uses defined by upstream a two-way information provider; for videotex systems of the system operator and the composed industry, Since connections to communication every user distribute system), videotex a information every user (as is an however, the first and most important suppliers are information already networks, like the cable or newspaper networks. suppliers for other To enter the videotex information supplier business these organizations putting of have simply begun their information into an electronic database compatible with videotex systems. These include four types of organizations: o o o Publishing companies Service organizations Advertisers o Special-interest organizations 9.2.1.1 Publishing Companies journals, These companies provide newspapers, magazines, videotapes, records, computer software and movies. their information either through direct stands, mailorder houses, and book, channels such books, They distribute as newspaper record and computer stores or through more indirect channels such as movie theaters, television, radio. Videotex or to these companies is simply another direct channel for distribution of their information. PAGE 144 9.2.1.2 Service Organizations Service organizations provide financial, wholesale retail, other transactional services, as well as consulting services. these services require the distribution of information. consider a financial service company that provides salesmen with company reports, economic or market statistics. make its and Each of For example, customers or stock quotes, investment advice and Each transaction that these companies also involves supplying information to buyers and suppliers in a two-way communication setting. as videotex Therefore, service organizations see a means of reducing their information distribution costs to remain competitive. 9.2.1.3 Advertisers Advertisers provide information about their products to potential customers. and With the implementation of graphics into videotex systems as the number of users of videotex systems increases, advertisers can directly benefit from distributing their videotex systems. In fact, product information on advertisers will be willing to pay for their use of the system to defray the cost of while increasing the number of users. PAGE 145 the videotex services 9.2.1.4 Special-Interest Organizations These organizations provide information to their form of newsletters, other information information to journals, providers, videotex books, etc. meetings, special-interest in members the As with the organizations supply systems to reduce the costs of distributing their information. 9.2.2 The System Operator as The system operator manages the videotex services channel for provide information the by access buyers two-way These system operators access information distribution. and store the databases generated a to suppliers information these databases. Thus, the system operator is interested in how the information is received the information how suppliers, it is stored and and from accessed for between the transmission, and how information buyers are billed. acts Because the system operator information supplier and the as information a middleman buyer, the relationship between information supplier and the system operator is quite complex. Expertise in the service and publishing industries may close relationships with information suppliers. and communications orientation PAGE improve these Furthermore, computer is essential for the videotex system 146 operator since these technologies pervade every strategy affecting the operations of the connection between information supplier and buyer. 9.2.3 The Communication Network Supplier The communications network supplier transmits the electronic form of information from information supplier to system operator operator to information buyer. systems television, packet switched or switched telephone, radio, multipoint The cost of two-way satellite. and television communication technologies; telephone or systems, distribution from The network supplied can be a combination of seven different communications technologies: FM and is broadcast television, cable direct lowest therefore, broadcast for these cable two communication network technologies have received the widest acceptance for use in videotex systems. At the moment, one of the major costs of videotex systems is cost means of sending that industry and the its evolution effect immensely important to Thus, through communications networks. information the of on deregulation communication growth of in the the This communications cost structures will be videotex systems operators. close relationships between the communications network provider and the system operator will increase the likelihood of videotex system. PAGE 147 a successful 10 VIDEOTEX INDUSTRY STRUCTURE used Since we describe the competitive Porter's of structure to using technique. same this the cable industry is maturing, the videotex industry is in its infancy. This forces us to look at the videotex industry as a services programming in the cable industry) and system operators (analogous to cable system operators in the cable industry). of both segments videotex the industry videotex are companies single (analogous industry rather than breaking it into information providers to 12 9 cable industry, we will compare the the cable industry to the videotex industry While technique analysis the exist, do Although prominent vying for positions in the system presently 1950s, 60s and the early 70s was predominantly composed of system operators. The development the of addressable converters and satellite communications in 70s late programming made pay-cable services possible and services component of the cable industry. the technology is videotex the Similarly, the cable industry in operator industry. already available to allow the created the However, since growth of the information provider industry, once systems become available PAGE 148 for the delivery of videotex information, this industry begin should growing quite rapidly in comparison to the cable industry. 10.1 Barriers to Entry from expected be As would an industry, emerging the However, barriers to the videotex industry are generally quite small. as firms begin entering begin developing as entry this industry by 1985, entry barriers will of economies identification brand scale, and experience curve effects become important. 10.1.1 Economies of Scale eventually Although of economies recognized. scale, videotex the these economies industry just are to beginning be The costs of bringing information suppliers in touch with size the right videotex users will decrease as the system experience will of the videotex This effect comes from the fact that the computers at grows. the heart of the videotex system become more efficient as they grow in size. a For instance, a videotex system for sixteen users might require $4000 investment multiplexers or per however, user; controllers, 32 users system for an investment of only $2500 per PAGE 149 simply by may more adding be supplied a videotex user. We noted a very similar situation cable system operators who can add additional for subscribers at a low variable cost compared to a high fixed cost of the initial investment. 10.1.2 Brand Identification Early entrants to the industry videotex greatest advantage from brand identification. of the expect to get their In fact, presently four five videotex system operators are rushing to be the first to make major commercial introductions around system potential they country. The other operator, the IBM, CBS, Sears Roebuck joint venture can expect to benefit from the strong therefore, the can reputations of the partners; afford to be slow in introducing their videotex service. 10.1.3 Experience Curve Effects Although experience curve effects will be important in future, presently very On the other hand, the ability to gain experience in managing relations with each of the videotex near few organizations have had enough experience with videotex to build entry barriers. of the the components industry may have stimulated the formation of joint PAGE 150 Such joint ventures have ventures in this industry. might have taken decades to amass; experience that thus, they are further along on the experience curve than if they had been started by only one of Furthermore, partners. the first joint venture that appeared in the videotex industry probably motivated others since the to form joint ventures they would otherwise be at a disadvantage with respect to their position on the learning curve. 10.1.4 Capital Requirements Unlike the cable industry, only a small investment is required to become a videotex system operator. For instance, the hardware for a system that can handle up to 24 simultaneous users can be obtained for approximately $50,000. With the personnel required to manage such a system, the annual cost of running this system costs only year. million. startup Even $150,000 a large public systems can be established for less than $1 These figures are companies. well within the limitations of small Thus, capital costs do not create entry barriers to the videotex industry. PAGE 151 10.2 Existing Rivalry With only four companies offering full NAPLPS by the of end Present participants are keeping competition operations establishing by in separate This may be the result of the newspaper publishing character cities. of services 1984 in four different geographic areas in the U.S., rivalry does not yet seem important. away from the videotex newspapers city major Few participants. these compete with other papers in the same city. vigorously have had The newspaper partner in each of the videotex joint ventures may be afraid to try move competitive against other lack they because operators to a the competitive expertise. This lack of industry since. advertisers, it provides government be may competition a regulators beneficial consistent and to front financiers. the to videotex potential Eventually, however, four factors will contribute to an intense competition in the videotex market. 0 0 0 Numerous competitors Lack of switching costs Capacity augmented in large increments 0 Diverse competitors PAGE 152 10.2.1 Numerous Competitors The low barriers to entry and the service industries geographically will create competitive competitors in one locality. the numbers numbers of interested the associated computer, communications, publishing and in companies large industry companies and with a least hundreds two or of three The intensity of competition created differentiation force will an and eventually companies will dominate the industry as multiple system by several operators or information providers. 10.2.2 Low Switching Costs Switching costs will always a because be low in the videotex industry user only has to dial a different phone number - a process that will soon mean the depression of only one button videotex services suggested to be of another important system switching banks and the cost of subscribing to these will diminish as a operator. costs: service. Two to receive the factors the cost of switching However, both the competition in the industry grows. necessary acceptance of standards such as NAPLPS makes this switching possible. PAGE 153 are low of The cost 10.2.3 Capacity Augmented in Large Increments Capacity additions marketing efforts to will fill be disruptive added unused, as firms capacity. their boost However, the marketability of computers, the major fixed asset directly involved in videotex, allows these firms to avoid chronic overcapacity by selling off unused machines. 10.2.4 Diverse Competitors Since computer, publishing, communications and service industries are considering diversity of major players investment's in the videotex in this industry will probably be large. result, no "rules of the game" will be agreed upon. sophistication of industry, foreign Furthermore, the As a the firms such as British Telecom, French PTT and Infomart make the strategic environment even more complex. PAGE 154 10.3 Substitutes Videotex must overcome the commonly used services that substitute for videotex. Most A list of these substitutes is given in Table 10.1. believe that once consumers see how cheaply and efficiently they can get services through readily. A Booz, a Allen videotex and system, switching will occur Hamilton study reported that the most popular services were household budgeting, personal calendars, games, travel reservations, electronic messages, education, banking, shopping and monitoring of customers will not burglary use and videotex fire. for These results suggest that services that offer little advantage over presently used services such as newspapers. 10.4 Buyer Power Buyers of videotex services will have strong Two bargaining characteristics of videotex give the buyers this power: monthly services, cost like relative phone to and more familiar monthly powers. the high communications cable TV services, and the commodity-like nature of videotex.- PAGE 155 Table 10.1. SUBSTITUTES OF VIDEOTEX SERVICES.1 VIDEOTEX SERVICE 3 0 SUBSTITUTES Newspapers Magazines Information Retrieval Television Broadcast Cable Subscription TV Audio cassettes Records VCR and videodisc Radio Telephone Yellow pages White pages Paper files Transactional Checks Cr.edit cards Purchase orders Computerized billing and payments Catalog shopping Telephone bill paying Telephone shopping Messaging Telephone Mail and private carriers Telegraph Teleconferencing Facsimile Electronic mail Specialized common carriers Computing Calculators Video games Electronic games In-house data processing Personal and home computers Timesharing Stand alone alarms Autodial alarm systems Security patrols Telemonitoring PAGE 156 10.5 Supplier Power now The suppliers of this industry include each of the companies considering entering the computer, communications, industry videotex and publishing as operators: system service This companies. However, means that the videotex industry has thousands of suppliers. the communications, service and computer industries are dominated by a few such companies as IBM, and T, & AT competitors may find these supplier forces affecting For upon instance, the announcement of Thus, videotex Sears. strategy. their the IBM, CBS, Sears joint locked venture, many firms were concerned about whether they would be out of the videotex markets. This concern probably caused increased interest in defensive investments in videotex. Recent approval of the NAPLPS standard has decreased the potential for supplier power. 10.6 The Future Structure of the Videotex Industry The future pictured with structure of the videotex industry can best Like a comparison to the radio broadcasting industry. the future videotex industry, the radio broadcasting industry characterized by low barriers to entry and low switching costs. be is Thus, the radio dial has numerous channels, each with a quite differentiated strategy to attract and hold listeners. Likewise, industry will be made up of numerous companies which PAGE 157 can the videotex be reached simply machine. by pushing a different button on a phone or cable access Each videotex company will provide differentiating services that attracts and holds a segment of the users of videotex services. PAGE 158 11 JOINT VENTURES IN THE VIDEOTEX INDUSTRY entrant The large number of skills needed to be a successful of the videotex industry has forced the formation of many joint ventures. 11.1 Table lists some Group, these joint ventures associated with the Jay Borden, a communications consultant videotex industry. Yankee of said that videotex is easily more operation, computer by done The an communications organization with two or more of the following skills: architecture design and with design operation, and or transaction processing.131 One other reason may explain publishing the motivations for forming joint ventures in the videotex industry: videotex joint ventures are formed to obtain rapid national coverage. We interviewed representatives joint ventures -- from the main to determine motivations and the joint venture structure. partner's one of these joint ventures is in an embryonic stage discuss only operator Viewdata Corporation of America, Videotex America, Keycom Electronic Publishing and IBM/CBS/Sears -- we system of each Since all but development, the partners contributions and motivations, and the structure of the joint ventures. PAGE Instead of an evaluation section, we 159 Table 11.1. VIDEOTEX JOINT VENTURES. CHILD NAME PRODUCT PARENTS CONTRIBUTION Videotex System Operator IBM CBS, Inc. Sears & Roebuck Co. The System Info & Entertainment Transaction services Infomart Videotex System Operator, Videotex Software, GRASSROOTS, TELEGUIDE. Torstar Corp. (??%) Southam Inc.(??%) Videotex America GATEWAY, GRASSROOTS, National Advertising Agency, Videotex Consultants Infomart(50%) Times Mirror(50%) GATEWAY (Local Name) Videotex System Operator Videotex America(20%) Nat. ad. agency/Money Local Affiliate(80%) Local content and advertising/Money GRASSROOTS California Videotex System Operator Videotex America(33%) Nat. ad. agency/Money Bakersfield Local content and Californian(3.3%) & advertising/Money/ McClatchy Newspapers Nat. farm ad. agency (33%) GRASSROOTS America Videotex System Operator Videotex America(25%) Nat. ad. agency/Money Agway Inc.(25%), Local content and CENEX(25%), & advertising/Money/ S. States Coop(25%) Nat. farm ad. agency Viewdata Corporation of America Videotex System Operator Knight Ridder AT & T Content/Money Technology VIEWTRON (Local Name) Videotex System Operator Viewdata CA (??%) Nat. Content/Videotex Experience/Money Local Content and advertising/Money Keycom Electronic Publishing Local Newspaper Co. Videotex System Operator Centel Honeywell News America PAGE 160 Software/Expertise Image/Content exp. Administration/Money Computer Technology Content Table 11.1. VIDEOTEX JOINT VENTURES (continued). PARENTS CHILD NAME PRODUCT Warner Amex Cable Communications Videotex System Operator (QUBE) ??9 CONTRIBUTION Warner Communications Inc.(50%) The System/Money Shearson Lehman American Express(50%) Marketing expertise/ Money Downloading Warner Communications Inc. Electronic Activision Games and Two-way Game Service Full motion Videotex System Warner Communications & Four other partners Hardware expertise Software expertise Only made it to negotiation stage Operator will use the conclusions from our cable industry study to make recommendations to each of these joint ventures in the next chapter. PAGE 161 AT & T and VIEWDATA CORPORATION OF AMERICA Although VCA is not a true joint venture between two partners that share an equity share in VCA, it involves a cooperative marketing agreement Knight between result in a joint venture in carried out by Knight the Ridder future.132 and The initial was test AT & T in 1980 in Coral Gables, reactions Florida. This test determined the phase and 5000 households in phase II. I and AT & T which may Ridder Newspaper Co. of 700 households in Following the test, a full scale market test was rolled out on November 1, 1983. 133 CONTRIBUTIONS--AT & T has been providing the terminals, expertise and customer service center, while Knight Ridder has been providing all the capital for content for the concerted effort VIEWTRON to communication market the VCA, Both service. the videotex terminals software companies and the are and the making a service in a package.134 MOTIVATIONS--Knight Ridder made the joint marketing agreement with AT & T because they "don't want to be in said Jay the terminal sales business," Borden. 135 AT & T uses this cooperative marketing agreement as a way to test the market for its videotex terminals. PAGE 162 13 6 AT STRUCTURE--As mentioned above, the relationship between & T and Knight Ridder does not involve the creation of a company in which both companies Ridder, Viewdata Corporation with arrangement Instead, a wholly-owned subsidiary of Knight equity. have America, of made a contractual This agreement describes the phases of the AT & T. market testing to be completed in south roles has Florida, the interests of each partner in joint advertising, promoting and selling the videotex service and terminal package, and leaves open the direction of the relationship after this initial testing phase. an and equity relationship might be future Thus, the outcome of this relationship. Knight Ridder could market any other terminals independent of AT & T. 137 COMMENTS--The Berkman said, head of AT & T's relationship with Knight Ridder, Sam "The greatest impediment to a successful joint venture is the changing of the individuals in each partner who are responsible for implementation changes, major of the joint issues must be rehashed that personnel Each time an individual venture. were once his Through changes throughout AT & T caused by the divestiture, and other personnel changes occurring at Knight and settled." contemporary with Knight going. 138 PAGE 163 Ridder Ridder, kept the Sam Berkman relationship VIEWDATA CORPORATION OF AMERICA AND LOCAL PAPERS VCA intends to form true publishers such as joint Affiliated ventures local with Publications, newspaper publisher of the the Boston Globe, to develop a national videotex service offering.139 CONTRIBUTIONS--In the local videotex software, system joint ventures, VCA expertise operating information database while the local company will will and the provide the provide national the local information and capital. 140 decided MOTIVATIONS--They to go into joint ventures in the the local markets because they lack all the someone who experience. and they want 141 of joint local a joint at joint venture. this structure venture will involve the venture child in which both VCA and the local newspaper concern will have equity. uncertain information knows the local market and who has the local advertising STRUCTURE--The formation local time, Although the percentage split is the local partner will have control of the 142 PAGE 164 AT & T and CBS, INC. with After beginning the market test to forced directory stop with relationship effort an to Southwestern Knight develop Bell, AT and developed T being yellow page electronic an & Ridder a joint This strategic alliance has already been with CBS, Inc. disbanded after the initial market test in Ridgewood, N.J.143 for CONTRIBUTIONS--In this arrangement, CBS provided only the content the videotex T provided everything else including & AT services. hardware, software, and marketing. 44 used MOTIVATIONS--AT & T markets for this joint the develop AT & T thought this Furthermore, terminals. videotex to relationship would be a way to use the hardware and the software that they could no longer use in the development of an electronic yellow with Southwestern Bell. 14 5 page directory CBS probably thought this would be a way for them to learn about videotex and to make an investment in a videotex system operator. STRUCTURE--Like AT relationship with CBS agreement & T's was relationship purely a with contractual Knight Ridder, arrangement. its The layed out the roles of each partner in performing the field test in N.J. and the future was left open. PAGE 165 When time came to make a commitment to further and market introduction, the relationship was terminated. 146 COMMENTS--The breakup of this strategic alliance probably stemmed from & the differences in cultures between AT entertainment company, CBS tends methodical. manner while AT & T is more confirmed by press to that reports CBS T do CBS, and business in an aggressive This assumption thought been has AT & T did not know anything about marketing.147 An aggressive company like CBS expected an As Inc. would be to release such rumors after a relationship with the passive marketing style of AT & T. Another problem experienced were not congruent. its videotex operator. by this goals joint venture was that their for AT & T simply wanted to stimulate the market business by helping CBS become system videotex a At this they were quite successful, CBS is in the videotex system operator business and they might not have been in that business if they had not had the chance to learn about the industry from AT & T.148 However, CBS probably intended to use this joint way to build an investment in incongruent motivations for entering a videotex system operator. a insured the failure of the relationship. PAGE venture 166 strategic alliance as a These probably VIDEOTEX AMERICA CORPORATION Videotex America is a joint venture between Times multimedia company located in southern itself a joint venture of two publishing joint venture was in formed Mirror California, companies in Co, a and Infomart, Canada. The 1982 after Times Mirror had purchased videotex videotex software and services from Infomart for its initial trials. 149 brought CONTRIBUTIONS--Infomart its expertise in software development and in videotex system operation. brought to videotex NAPLPS Times Mirror the table its presence in the U.S., an initial investment in testing the GATEWAY system in the Los Angeles area, and marketing skills. 150,151 Infomart and Times Mirror will use Videotex America MOTIVATIONS--Both as a means of investing in sees apparently Infomart system videotex the operators Times Mirror to build a reputation in the U.S. Mirror brought to the the U.S. joint venture as a means of obtaining Infomart also formed the sales of its software. in joint venture. joint venture with that a name like Times Like other citizens of other nations, Americans prefer to buy products and services from a national company such as Times Infomart. Times Mirror Mirror has rather than a foreign company like gained a partner who has developed the PAGE 167 most profitable videotex system today This system. relationship markets and, therefore, their expected returns from videotex investments. STRUCTURE--Videotex America is public videotex increased Times Mirror's chances of has being successful in the videotex Teleguide, a 15 2 increased ,1 5 3 a 50/50 partnership. headed by James Holly, President and CEO who reports The company is to a Board of Directors made up of ten people, five from Times Mirror and five from Infomart. Penny Jo Welsch of Videotex America, said terms of the partnership agreement, Vice President interests with President of of hardware Technology suppliers under the "certain decisions are decided by a toss of a coin when there is a tie vote." the that who and 15 4 Under the president manages standards is Videotex America's decisions; Vice Marketing who markets videotex to national advertisers; Vice President of Business Development who manages program and oversees the involvement with Grassroots. 155 PAGE 168 the affiliate VIDEOTEX AMERICA AND LOCAL SYSTEM OPERATOR become videotex system operators Washington Company Post in a form will area. D.C. joint ventures with GRASSROOTS videotex farm venture with Videotex joint of venture cooperatives system operators Videotex America, in the market will which Grassroots Information The Bakersfield Californian. establish to U.S. Sources, Inc., is a Inc., a a subsidiary of Grassroots America is a joint venture of Videotex America and three farm cooperatives in the northeast Agway, videotex California subsidiary of McClatchy Newspapers, and Viewcom, Inc., area: the in system Similarly, Videotex America is also forming services to farmers across the country. joint the example, For localities. their America when it decides to begin operating a videotex Washington, will partners when they decide to establish GATEWAY venture joint affiliates. who developed has Like VCA, Videotex America CENEX, and States Southern farming Cooperative, Inc. 156,157 CONTRIBUTIONS--Both the GATEWAY local will contribute software and Videotex America a portion of the capital in proportion to the equity that they receive. the partner from However, the local system Infomart and purchase operator the national consulting, management and national advertising agency PAGE 169 must license database, services from The local affiliate partner will provide all local America. Videotex information visibility consumer content, and and credibility, established advertising contacts.158 to the national represent as will market the service to their farmer members as well GRASSROOTS joint The farm cooperatives service. GRASSROOTS the developing ventures the to contributions Videotex America will make similar interested in advertising to companies farmers.159 MOTIVATIONS--The local GATEWAY affiliates look at the joint venture as a way to gain the experience of a company that has already established videotex systems in the U.S. as ventures joint local these to gain an investment in system operators way a at Videotex America looks across the country and to sell their software and services. 16 0 ,1 6 1 The cooperatives investing in GRASSROOTS look at their investment as a way to offer service is an important constantly-updated to information is that offers it because members This members. their to service additional essential to unique, staying competitive in the agricultural markets. STRUCTURE--The Mirror GATEWAY Videotex consumer-oriented Service NAPLPS will affiliates introduction commercial service. observe closely When they of decide the Times the to enter the market, they will invest 80% of the capital and Videotex America PAGE 170 second will invest The equity will be divided similarly. 20%. However, if some videotex independent approaches Videotex America about establishing a system operator one of the cities of an affiliate, the affiliate in will have first refusal rights. 162 If the at invest affiliate decides to not that point, Videotex America will be free to form a system operator with the independent. 163 The GRASSROOTS joint ventures have been divided equally among the control partners, but in both cases the farm cooperatives of share the joint three 33% parts and parts. venture. Grassroots the major Grassroots California is divided into America is divided four into 25% 164 Both GATEWAY and GRASSROOTS systems are managed by a group that runs the programs computers, builds the database and sells advertising to local advertisers. The of Board Directors of system these operators will reflect the equity percentages of each partner.165 KEYCOM ELECTRONIC PUBLISHING] Keycom was originally established when Centel, a phone and company in the midwest, initiated task force composed of of deciding videotex provided a lucrative business opportunity. After an for representation from several companies whether a cable affirmative decision, Centel joined PAGE forces 171 the with purpose Honeywell, another task with that they would also need a partner they sought relative into to NAPLPS and subsidiary this videotex). recently, service teletext (a Centel and Honeywell bought name the then More Publishing. Electronic a publishing, subsidiary, Field their developing been in experience because Communcations, Field Electronic Publishing, had one-way After deciding to begin a business in videotex. member, force News to changed was Keycom America Publishing, a Sun-Times, Rupert Murdoch umbrella organization that owns the Chicago purchased the remaining share of Field Communications.166 CONTRIBUTIONS--Centel experience. staff the communications and administration provides positions, for instance. have they According to this plan, decoder News developed they terminal through a contract with Honeywell. uses Honeywell computers and Honeywell will terminal. primary Honeywell has provided the computer hardware and software support, but Keycom claims that the the filled manufacture The venture the decoder America Publishing will provide the content for many of Keycom's services.167 MOTIVATIONS--Vernon Cain, the previous employee VP of Operations for Keycom and a of Centel who was involved in the establishment of Keycom, said that Centel decided to use the joint venture strategy for two reasons. First, Centel felt that they did not have all the needed resources themselves to start up a PAGE videotex 172 business. Second, the joint insured that "all three strategy venture [companies] would be said Cain. 168 trying to make sure their investment does not fly away," thought Centel to commitment that a than success a position computer the in be good a market. which way try to to electronic an is now transmitted to 30 million cable subscribers in the vertical blanking interval of superstation WTBS. Communications, Honeywell Field Communcations originally entered the Teletext business by publishing magazine more creates arrangement. contractual clearly thought the joint venture would maintain arrangement venture joint a Replacing Field News America considers Keycom a defensive strategy to protect their interests in publishing. 169 percentage STRUCTURE--The investment, additional each company Board of Partners "meet that The joint venture Board is by chaired an representation from each company. has more often than called for in the Keycom. Bylaws," said Jeffrey Ballowe, a public relations person with The each with now it stands at 54% for Centel, 30% for but Honeywell and 16% for News America Publishing. a changes owns from executive and Centel Many of the staff came from has either Centel or Field Electronic Publishing, but the majority have come from outside the parents. The investment approximately $25 million. 170 PAGE 173 up to March 1984 was IBM - CBS, Inc - Sears and Roebuck Co. With the breakup of the CBS/AT & test videotex in videotex industry On 14 February, joint venture all to arrangement went looking for some participants in the temporarily stunned to hear that three super were powers in computers, publishing and begin cooperative N.J., CBS, Inc. Ridgewood, partners and found them. T services Although discussions. had it joined to forces would be two years before this joint venture would offer any services, its presence as participant in the industry has changed the industry.' CONTRIBUTIONS--Sears and a 71 Roebuck Co will bring the experience it has gained as an information provider in several videotex experiments, as well as its experience gained through majority ownership of The Hudson Bay Co., which IBM Presumably, will establishing the West probably content services. be of successful electronic catalog on GRASSROOTS. a be software and hardware has the CBS various has expertise German responsible for responsible for gained national providing entertainment supplying from videotex the and the their system. videotex experience CBS will commercially-sponsored information retrieval had experience providing similar services in the videotex test it performed in cooperation with AT & T. 172 PAGE 174 MOTIVATIONS--These have not been releases about the made clear any in of the joint venture, although it seems clear that each partner sees synergies between videotex and their businesses. participating to press increase its share of the hardware IBM is market for videotex systems of which Digital Equipment Corporation currently has more than 50%.' 73 STRUCTURE--The only structure decided thus far is that the equity will be split 33/33/33 from each company. and that the company will be staffed by employees Papes, Jr., an IBM vice president was Theodore C. named president and chief executive Also joint the venture. a committee with nine members, three from each partner, has been formed to oversee operations of the will the be and chairman CBS/Publishing group, Peter A. general counsel, Akers, president; Richard James Dean Liebhaber, T. practices. of of officer K. CEO, Derow; Parker. Phypers, P. IBM venture. new director Thomas Representing Wyman; and senior vice president senior of administration, corporate planning, Dean P. Charles Phypers; F. and president; vice PAGE 175 and and development and business vice president vice president of Moran; vice executive and treasurer of Allstate Insurance Corp., Wayne E. of IBM are John F. Representing Sears will be represented by their senior corporate President CBS Hedien. president 174 12 CONCLUSION With ventures, we of overview this will the apply we knowledge justifications videotex industries; ventures; and a gained be ventures in the cable industry and will parts: operator system chances their joint ventures that might improve analysis videotex joint recommendations to these and future videotex make now the of success. This from studying joint broken down into three for comparing joint ventures in the cable and for recommendations description videotex operating joint of the characteristics of the perfect joint venture. 12.1 Justifications for Cable and Videotex Industry Comparison The best way to explain the appropriateness of a comparison of the joint ventures in the cable and videotex industry is to show that the similarities between these two differences. PAGE 176 industries outweigh the 12.1.1 Differences In making these comparisons between the cable and videotex industries, one should be aware of three important differences between these two industries: o Different causes for high competition. O Different skills required by each industry. O Different competitive elements effect each industry. Clearly, the major reason for the formations of joint ventures in the cable industry industry; has whereas, ventures in the necessary been the videotex to combat major the reason industry is high for to the in the formation of joint acquire numerous skills These differences also run a videotex system operator. to competition dictate how each industry will evolve in the future. Different causes for experience high high competition competition, - Although different both mechanisms industries cause the competition, and, therefore, it occurs in different phases of the life cycle for each industry. distribution Cable industry participants compete for channels. These channels franchising authorities and satellite companies. the satellite transponders and PAGE franchises 177 controlled are Once the have been by rights the the to determined, competition among industry participants focuses broadcast services among and television cable the among choice determine the on like substitutes that traditional cable different the forces programming that already have access to the cable distribution channels. motivated has channels This competitive drive for distribution the formation of joint ventures in the cable industry. combination Because videotex companies can choose among one or a switched and unswitched communication channels, and because are regulated as of broadcast, channels survive carriers, videotex companies can common competing for distribution will compete, not in videotex companies development when geographically the will Videotex channels. early stages segregate of industry themselves by choice to minimize-competition, but rather in later stages when numerous companies will compete in Where or cable communication non-cable the without companies satellite phone, competition in one geographic area. cable industry has shrunk as the industry the matures and develops its local monopolies, competition in the videotex industry will grow as it matures and videotex firms will differentiate to fight the competition. industry will barriers cause also will off as differentiation the formation of an oligopoly. of the high degree ventures taper Eventually, the competition in the videotex not of competition form as will be and high entry Because the character differentiation, joint a result of the high competition in the videotex industry. PAGE 178 Different skills required by each industry - skilled in operation, bidding and in for industries franchises, video in cable The programming. construction transaction processing, videotex is a broader approach services, advertising to information providing providing. Since state-of-the-art cable it is forced to find broader expertise in these skills than required by the operators and and videotex industry will initially require expertise in communications, computers, sales, require The cable industry required professionals types of skills. different Both cable probably industry. These needs of videotex system have driven the search for joint venture partners in the videotex industry. Different competitive elements effect each industry the videotex Unlike firms industry, firms in the cable industry must compete with the common carrier communications industries broadcast communications, and phone such as the cable companies plant facilities competing to a will be forced to sell their cable and other communications company and in the videotex system operator business; operators As intensifies, concentrate on or, more likely, they will relinquish their control of information content to system satellite communications industries. this competition between these communications industries either in videotex and concentrate on competing as a common carrier in the communications business. Presently, cable companies are the PAGE 179 only owners of a communications conduit that are not legally separated from the information fiber optic cable providing industry. with ultra-wide However, as phone companies lay bandwidth and direct broadcast satellite companies begin offering more services at the same cost, the legal difference between cable and other communications channels will become unimportant as cable companies open their channels to more and more services to remain competitive. Meanwhile, other cable companies may choose to sell communications assets to become videotex system operators. off their This seems less likely since the majority of the assets of a cable company are in the communications plant and not in information providing. They have more or less maintained a role as an information distributor and they will probably choose to continue to be an information distributor with less control over the content that they distribute. Returning to the comparison of the cable industry to the videotex industry, industry distributes information mainly to the cable support a distribution channel, whereas the videotex industry's only role is the distribution of information. PAGE 180 12.1.2 Similarities However, we think that these industries can be both types of companies in companies the business must concern of because distributing with information. The reception information from programmers just as videotex companies of cable are compared themselves must consider how they can retrieve information from providers. Both types technologies for Furthermore, videotex of companies find information distributing and must cable the companies information the lowest cost customers. to their are concerned with the content of information provided to their customers. These similarities were examined closely in the discussion of the Both industries have structure of the videotex industry. providers communications network industry), and coaxial cable system Videotex in operators providers information via providers cable industry) provide two-way the programming technologies. in economic perspective include.s the an interactive, cable via services shows companies two-way that industry. PAGE services the These 181 provide and various whereas, from mainly coaxial the This industrial industry similarities cable to information environment. videotex satellite from services satellite cable system operators. and numerous types of technologies; Both types of consumer the (specifically cable system operators provide one and two-way video in providers service programming (called information actually result in a competitive relationship between the cable and videotex industries. Other factors two these industries both Although make barriers high have similarly. behave industries entry, only high to Nonetheless, this similarity is economies of scale is common to both. important because it causes high industry concentration and stimulates joint venture formation. they i.e. Both industries have a local nature and focus, both local system operators with a national multiple system operators have structure industry similar This that own percentages of the local operators. evolved because both industries are concerned with the has distribution of information and a decentralized structure, such as the means multiple system operator structure seems the most efficient of distributing information. in Also, both industries seem to be growth. phase; high cable The industry early whereas, the videotex industry is at an growth phase. This life phases of high at the end of its high growth be may different cycle comparison, stage as of its well as the information distribution character, high entry barriers, and the local nature of both industries, make a comparison joint ventures possible. growth phase of the cable What was industry, similar, but younger videotex industry. PAGE 182 of and videotex in the early and high learned should cable be applicable to the 12.2 Recommendations for operating videotex joint ventures. With this knowledge of the similarities and differences between the cable industries, we will take each of the videotex joint ventures described in the previous chapter and make recommendations based on how well they meet the four criteria we found for successful joint ventures in the cable industry: o Similar corporate cultures or an awareness of their dissimilarities. o Complementary skills. O Similar goals. o An agreement on where the ultimate control lies. 12.2.1 AT & T and Viewdata Corporation of America We recommend that this cooperative relationship and not develop as a relinquish its desire to joint venture, be major a unless supplier AT of remain & as such T decides to videotex system hardware and software for an opportunity to invest in a major multiple videotex system operator. Only with this change in corporate goals would both partners have an agreement on the joint ventures goals. can not accurately assess their present relationship since we PAGE 183 We studied ventures joint in this not thesis, frequently strategic alliance, mistakingly called a joint venture and formed between This cooperative agreements. communications network providers and system operators or between information providers and system operators (called "gateway joint would be an excellent topic for future research. ventures"), 12.2.2 Viewdata Corporation of America and a Local Newspaper Company Given an appropriate business climate, joint operator system ventures will be these we suspect a successful introducing videotex services to national markets. approach to Both partners have similar corporate cultures because they are both newspaper Also, the the local national companies. partners bring complementary skills to the joint venture company company national content. interest local in local brings brings videotex advertising system and operating The goals will match since both building a successful content videotex and experience and partners system have the components are present for a successful joint venture. 184 an operator. Furthermore, each joint venture gives the local partner control. PAGE the All 12.2.3 Videotex America of two potential problems. Mirror does not fit with the leading the become aware be We recommend that the two partners of Videotex America First, the conservative culture of Times aggressive Infomart aspires which Second, videotex system developer and operator. control neither Times Mirror nor Infomart seem to have management to of the joint venture. Times Mirror may already the precautions proper the differences in corporate cultures by allowing Infomart concerning TELEGUIDE to separately market the Infomart put Mirror taken have in public videotex Times system. touch with The Chronicle Publishing Company U.S., which now offers the first public-access videotex system in the Bay TELEGUIDE. Area that connection. Times Mirror got only a finders fee for making because the public videotex system will familiarize the San strategy, As Penny Welsch said, "It's real hard Francisco consumer to videotex. to explain to people what videotex is real hard. is hurdle to explain what it is. a biggest the Then you can sell it." TELEGUIDE comes in to joint venture with The Chronicle Publishing Company to market the home videotex system. solved That's then Videotex America serves this educational purpose; sign America This strategy also complements the Videotex the conflict Once again, management ingenuity between a conservative Times may Mirror have and an aggressive Infomart as well as improved the chances of success for the PAGE 185 joint venture. split is Directors of Concerning the control issue, the Board 50/50, but Times Mirror has put James Holly, President of Times Mirror Still, potential Services, at the helm of Videotex America. Videotex control problems might arise as the partner organizations change and issues have to be rehashed in costly Board meetings. However, we think that this joint venture because both Infomart, a successful videotex or company which has established the nearly profitable GRASSROOTS and TELEGUIDE services in this joint venture credibility. things succeed Concerning complementary skills, Canada, as well as the excellent reputation that actually partners clearly have complementary skills and planning is an important part of the venture. profitable may have probably of Times Mirror, gives Penny Welsch of Videotex America said gone smoothly because "Times Mirror is a planning-oriented organization. upon before they implement it." Everything is written out and agreed 17 5 12.2.4 Videotex America and Local System Operators Given that the Videotex America joint venture succeeds, these local system operator joint ventures will probably also be successful. However, the partners in the GRASSROOTS system operator joint ventures should take precautions to avoid PAGE problems 186 that might arise from differences in corporate cultures between the and America Videotex cooperative farm the corporate cultures is not a problem in joint ventures because, both have partners Different cultures. GATEWAY the of cultures newspaper operator system corporate newspaper cultures. skills Clearly, the partners bring complementary venture. In GATEWAY the to the joint operator joint ventures the local system company company brings local advertising and content and the national and brings videotex system operating experience and national content; in the cooperatives videotex services advertisers. and bring a distribution unique and joint operator system GRASSROOTS channel contacts numerous the ventures, with for marketing national The goals will match since partners in both the GRASSROOTS joint ventures have an interest Although successful videotex system operator. each in farm farm GATEWAY building GATEWAY a system operator joint venture gives the local partner control, the GRASSROOTS system operator joint ventures give the farm cooperatives control, but no single partner has control. All the components are present for a successful joint venture. PAGE 187 12.2.5 Keycom Electronic Publishing Since Centel controls this joint venture with 54% of and most of the executive level cultural differences among the effect on probably the success of this joint venture. with Honeywell's long term strategies. have will little However, Centel better insure itself that an investment in a videotex was positions, the major management partners equity the system operator fits If the motivation of Honeywell to develop markets for its knowledge of computer hardware solely and software, then Centel may find that this partner is less committed to building a videotex system management operator when changes in occur the of Honeywell or when Keycom requires a major investment to introduce its service to the national markets. and Sears and Roebuck Co. 12.2.6 IBM, CBS, Inc., This joint venture should be arising from large diversity agreement is completed. actual goals match the careful in culture Each company should goals to insure consider whether of the other partners. control of the joint venture. 188 problems are considered before an joint venture should more precisely outline which PAGE that partner their Finally, the will have We cultures corporate differences in between these three companies must be great. IBM recommendations these make the because is a giant, a slow mover and lacks experience in CBS, is Inc. characterized by aggressive Roebuck is Co. planning and differences a in the clear might of these problems potential the and Sears Without careful business. sales retail awareness cause, behavior. 1 7 6 cut-throat and business entertainment competitive highly the -in marketing. consumer joint venture will have only a short this life. Also, we wonder about whether the actual goals of these companies are congruent. videotex Is system IBM really interested in an and its offspring? Personal If IBM wants the latter, then we suspect that as soon as the joint venture establishes a IBM market position partners might successful fail venture joint to IBM, the for Although videotex system hardware and software, IBM will divest. this may mean a a operator, or is it trying to develop its markets for videotex system software and hardware as well as for the IBM Computer in investment other two to obtain their goal of investing in a videotex system operator. Control also seems an important information that the companies issue have since released, according to the no one company has control of the joint venture. 177,178 If the joint venture remains with this structure, nothing will get done as the structures within the partners and the companies fail to maintain agreement about management PAGE 189 issues. 12.3 Summary of Using the four factors outlined potential problems in each We ventures. also of national the and that we operators around the country. operator with a local Corporation Viewdata giving joint of a major investment in videotex system America Videotex system relationships the that conclude newspaper company should succeed at America ventures studies of the cable industry, we have identified our from joint successful However, this prediction relies on the assumption that videotex system operation will be a viable business in the future. More generally, we have found that of each of the four factors of success -contributes one partner the controls complementary joint important. that have partnership ages the personnel change. and control stands out as the Without insuring that one partner has control of the joint venture, partners will spend large decisions partner skills, the partners have congruent goals, and the partners have similar cultures -most each venture, frequency corporate in made been of previous this strategies amounts problem associated of time meetings. increases with Definite control by one partner insures that each once reworking As the as the partner decisions are made, they must only be reworked if the partner in control decides PAGE 190 to make a strategic change. Clearly, these problems should be considered in form a joint venture. ventures any attempt to Many of the partners involved in videotex joint have apparently considered their impact on the joint venture and, therefore, have increased their likelihood of success. PAGE 191 FOOTNOTES 1. Roberts, E. B. "New Ventures for Corporate Growth," Harvard Business Review July/Aug 1980, p. 134. 2. Ibid., p. 141. 3. S. V. Berg, J. Duncan and P. Friedman, Joint Venture Strategy and Corporate Innovation, (Cambridge, MA, 1982), p. 44. 4. N. D. Fast, The Rise and Fall of Corporate New Venture Divisions, UMI Research Press, 1978, p. 1. 5. Roberts, pp. 135-136. 6. Ibid., pp. 135-136. 7. "New Marketing Strategies," 8. Berg et al., pp. 9-18. 9. J. D. Hlavecek, B. Dovey and J. Technology to Marketing Power," Jan/Feb 1977, 106-116. 10. Roberts, p. 135. 11. Ibid., p. 135. 12. Berg et al., 13. General Instrument Annual Report, 1982. 14. Berg et al., 15. Ibid., p. 112. 16. Ibid., p. 1. 17. "Warner/Chris Craft Deal Approved by FCC," 24(11), 1984, p. 5. The Yankee Group, 1984, Section 9. Biondo, "Tie Small Business Harvard Business Review p. 45. pp. 45 - 46. PAGE 192 TV Digest, 18. The White House, Fact Sheet: The National Productivity and Innovation Act of 1983, Office of the Press Secretary, Sept. 12, 1983. 19. Berg et al., pp. 155-159. 20. Ibid., p. 35. 21. Ibid., p. 35. 22. Ibid., 23. Ibid., p. 20. 24. Ibid., p. 20. 25. Ibid., pp. 21-22. 26. Ibid., p. 166. 27. Ibid., pp. 29-31. 28. Ibid., pp. 167-168. 29. Ibid., pp. 31, 93-96. 30. J. Bachman, "Joint Ventures in the Light of Recent Antitrust Developments: Joint Ventures in the Chemical Industry," Antitrust Bulletin 1 & 2, 1965a, p. 10. 31. J. Bachman, "Joint Ventures and the Antitrust Laws," University Law Review, 40, 1965b. 32. Berg et al., pp. 96-101. 33. G. L. Urban and J. R. Hauser, Design and Marketing of New Products, Englewood Cliffs, N.J.: Prentice Hall, 1980, pp. 1-10. 34. Berg et al., pp. 70-73. 35. Ibid., 36. Ibid., pp. 73-74. pp. 18-27. pp. 96-101. PAGE 193 New York 37. D. R. Fusfeld, "Joint Subsidiaries in the Iron and Steel Industry," American Economic Review, May 1958, pp. 578-587. 38. J. F. Brodley, "The Legal Status of Joint Ventures Under the Antitrust Laws: A Summary Assessment," Antitrust Bulletin Fall, 1976, 453-483. 39. J. Pfeffer and P. Nowack, "Patterns of Joint Venture Activity: Implications for Antitrust Research," Antitrust Bulletin Summer, 1976, pp. 315-339. pp. 150-153. 40. Berg et al., 41. Ibid., p. 157. 42. Ibid., pp. 155-156. 43. Ibid., 44. Hlavecek et al., pp. 106-116. 45. Bachman, 1965a, p. 10. 46. Hlavacek et al., pp. 106-116. 47. Roberts, p. 141. 48. Berg et al., p. 46. 49. Ibid., pp. 46-47. 50. Hlavecek et al., 51. M.A. Phillips, CATV; A History of Community Antenna Television, (Evanston: Northwestern University Press, 1972), 14. 52. p. 70-73. pp. 106-116. Michael Porter, Competitive Strategy, (New York: The Free Press, 1980, p. 3. 53. Dennis Liebowitz, "Industry Viewpoint," Lufkin and Jenrette, 1982), p. 3. 54. Ibid., p. 7. PAGE 194 (New York: Donaldson, p. p. 11. 55. Ibid., 56. Richard Olin Berner, Constraints on the Regulatory Process, (Cambridge, MA: Ballinger Publishing, 1976), p. 11. 57. Ibid., 58. James Roman, Cablemania, (Englewood Cliffs: p. 29. Prentice-Hall, Inc., 1983), p. 28. 59. United Cable TV Corporation, 1982 Annual Report. 60. John Cooney, "Cable's Costly Trip to the Big Cities," Fortune, April 18, 1983, p. 84. 61. Liebowitz, p. 78. 62. Francis Kroncke, 1984, p. 53. 63. Porter, p. 7. 64. Liebowitz, p. 10. 65. Cooney, p. 83. 66. Ibid., p. 83. 67. Jean Rice, D.C.: 68. "Four Sale," Cable Marketing, January, Cable TV Renewals and Refranchising, (Washington, Communications Press, Inc., 1983), p. 29. "MTV Promotion Reflects Cable Marketing Shift," Cable Marketing, January, 1984, p. 14. 69. "Roundtable," View, December, 1983, p. 80. 70. Porter, p. 9. 71. Interview with Dave Fluhrer, Viacom International, February, 1984. 72. Kathryn Harris, "Whose Deal Is This Anyway?" View, Oct., 1982, p. 37. 73. Jefferson Graham, "Showtime/TMC and Paramount," 1984, p.38. PAGE 195 View, Feb., 74. "Race to Feed Cable TV's Maw," Fortune, May 4, 1981, p. 314. 75. View, Jan., 76. "Roundtable," View, Oct., 77. View, Feb., 1984, p. 28. 78. Alan Pearce, "The Future Isn't what it Used to Be," View, Sept., 1982, p. 55. 79. Mary Louise Hollowell, The Cable/Broadband Communications Handbook, Vol. 2, (White Plains: Knowledge Industries, 1980), p. 142. 80. Phillips, p. 36. 81. Rice, p. 26. 82. Interview with Jay Borden, The Yankee Group, March, 1-984. 83. Liebowitz, p. .63. 84. Interview with Lloyd Werner, V.P.--Marketing, Group W Satellite, March, 1984. 85. Harris, p. 37. 86. Werner interview. 87. Werner interview. 88. Interview with Jack Healy, ABC Video Services, March, 1984. 89. Werner interview. 90. ABC, 1981 Annual Report. 91. Interview with Tony Herrling, ABC Video Services, February, 1984. 92. Healy interview. 93. Healy interview. 94. Interview with Alan Spoon, Washington Post, March, 1984. 1983, p. 29. 1982, p. 55. PAGE 196 95. Interview with Bob Sullivan, Chief Financial Officer, Cablevision Systems Development Corporation, March, 1984. 96. Sullivan interview. 97. "Spotlight Pay Service Making Mark," Broadcasting, Sept., 6, 1982, p. 56. 98. Sullivan interview. 99. "Spotlight Pay Service Making Mark," 1982, p. 56. Broadcasting, Sept. 6, 100. Sullivan interview. 101. Sullivan interview. 102. Cablevision, Jan. 30, 1984, p. 24. 103. Sullivan interview. 104. Fluhrer interview. 105. Interview with Laurie Goodman, Corporate Planning, HBO, April, 1984. 106. Interview with Sherrill Sanderson, WASEC, March, 1984. 107. Sullivan interview. 108. "Rupert Murdoch's High Stakes Gamble on Warner," Week, January 23, 1984, p. 107. Business 109. Sullivan interview. 110. Interview with Irving Kahn, President, Broadband Communications, March, 1984. 111. Kahn interview. 112. Kahn interview. 113. Interview with George O'Hanasian, Group W Cable, March, 1984. 114. Sullivan interview. PAGE 197 115. Sullivan interview. 116. J. Tydeman, H. Lipinski, R. P. Adler and L. Zwimpfer, Teletext and Videotex in the United States. New York: McGraw-Hill, Inc., 1982, pp. 65-69. 117. General Instrument Annual Reports, 1968-1969. 118. Warner Communications, Inc. Annual Report, 1972. 119. Warner Communications, Inc. Annual and 10K Reports, 1974-1983. Pasport to the Electronic 120. A. Glossbrenner, "Personal Computers: Technology Review, May/June, 1983, pp. 62-71. Universe." 121. "IBM, CBS, Sears in Joint Videotex Venture," 5(2), (Feb. 22, 1984), pp. 1-2. Videoprint, 122. D. Hertzberg, "Banks Linking Cash Machines across the U.S.," WSJ, Nov. 16, 1983, pp. 33 & 38. 123. Tydeman et al., p. 14. 124. Ibid., pp. 14-15. 125. Ibid., p. 15. 126. Ibid., p. 15. 127. "ANSI Endorses NAPLPS," Videoprint, 4(20), p. 14. (Oct. 24, 1983), 128. Videoprint, Oct. 1983 - April 1984. 129. Porter, pp. 1-33. 130. Tydeman et al., p. 63. 131. Borden interview. 132. Interview with Sam Berkman, Division Managere, Consumer Sales and Services, AT & T, April, 1984. 133. Interview with David Allen, Center for Policy Alternatives, Massachusetts Institutes of Technology, November, 1983. PAGE 198 134. Berkman interview. 135. Borden interview. 136. Berkman interview. 137. Berkman interview. 138. Berkman interview. 139. Allen interview. 140. Allen interview. 141. Allen interview. 142. Allen interview. 143. Berkman interview. 144. Berkman interview. 145. Berkman interview. 146. Berkman interview. 147. Borden interview. 148. Berkman interview. 149. Interview with Penny Jo Welsch, Manager, Marketing Communications, Times Mirror Videotex Services, April, 1984. 150. Welsch interview. 151. Interview with Maurice Sprumont, Manager, Business Development, Infomart, April, 1984. 152. Welsch interview. 153. Sprumont interview. 154. Welsch interview. 155. Welsch interview. PAGE 199 156. Welsch interview. 157. Sprumont interview. 158. Welsch interview. 159. Welsch interview. 160. Welsch interview. 161. Sprumont interview. 162. Welsch interview. 163. Sprumont interview. 164. Welsch interview. 165. Welsch interview. 166. Interview with Vernon Cain, Vice President of Operations, Keycom Electronic Publishing. 167. Cain interview. 168. Cain interview. 169. Cain interview. 170. Cain interview. 171. IBM, CBS, Inc., Sears and Roebuck Co. News Release, Feb. 14, 1984. 172. "IBM, 5(2), CBS, Sears in Joint Videotex Venture," (Feb. 22, 1984), pp. 1-2. Videoprint, 173. Ibid., pp. 1-2. 174. IBM, CBS, Inc., Sears and Roebuck Co. News Release, March 19, 1984. 175. Welsch interview. 176. Berkman interview. PAGE 200 177. IBM, CBS, Inc., 1984. 178. IBM, CBS, Inc., 1984. Sears and Roebuck Co. 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