Development of Alternatives to Cooperative Mergers and Federated Structures Bruce J. Reynolds USDA/Rural Development/Cooperative Programs NCERA-210 Nov. 7, 2012 • Cooperative Programs surveyed in 2007 about “other ownership structures” (http://www.rurdev.usda.gov/supportdocuments/CoopMag-nov08.pdf) • Another survey in 2010 added joint venture participation with non-cooperatives • Mailing problems & survey design problems in not identifying names of joint ventures • Follow-up telephone survey in 2011 to produce a report (http://www.rurdev.usda.gov/supportdocuments/RR226.pdf ) 1 Table 1 -- Agricultural cooperative ownership of ventures, 2010/11. Cooperatives reporting 185 Ventures reported 382 Less: Duplicates reported 48 Condominium grain storage 17 Net number of ventures 317 Wholly-owned subsidiaries 108 Total joint ventures 209 2 Table 2- Distribution of centralized cooperatives’ joint ventures and subsidiaries, 2007 277 56 Co-ops Joint Ventures Co-ops Subsidiaries 124 1 39 1 27 2 5 2 14 3 1 3 1 4 1 4 5 5 1 6 2 7 1 11 Total* 175 46 333 Co-ops Total Ventures 144 1 29 2 21 3 3 4 5 5 1 6 2 7 1 11 206 •There are 206 centralized cooperatives with ventures. The sum of separate reporting of joint ventures and subsidiaries is 221 cooperatives, indicating that 15 have both types of ventures. 3 Table 3 – Distribution of centralized cooperatives' joint ventures & subsidiaries, 2010/11 219* 92 Co-ops Joint Ventures Co-ops Subsidiaries Co-ops Total Ventures 92 1 43 1 119 1 23 2 8 2 27 2 11 3 5 3 18 3 5 4 1 4 8 4 4 5 5 4 5 6 1 6 6 1 7 1 8 7 1 9 Total** 311* 136 59 7 8 1 8 9 2 9 180 * Duplicate joint ventures by reporting co-ops are included. ** There are 180 centralized co-ops reporting ventures. The sum of co-ops reporting joint ventures and subsidiaries is 195, indicating 15 have both types of ventures. 4 Figure 1—Organizational form for separate business ventures, 2010/11 Limited Liability Partnership, 10 Partnership,6 Other, 5 Corporation, 54 Limited Liability Company, 240 5 Figure 2—Composition of joint venture partners with cooperatives, 2010/11 Both, 26 Other cooperatives, 92 Noncooperatives, 57 6 Figure 3 - Percentage share of ownership by cooperatives in joint ventures, 2010/11 1 to 20%, 82 cooperatives More than 49%, 107 cooperatives 21-49%, 64 cooperatives 7 Table 4 -- Participation in ventures by type of cooperatives, 2010/11. Cooperatives Joint Wholly-owned reporting Ventures** Ventures Farm Supplies 70 135 41 Grains & oilseeds 71 104 13 Dairy 14 16 26 Fruits & vegetables 9 13 7 Livestock 5 1 6 Other* 16 11 15 Total 185 274 108 * Includes cooperatives in nuts, cotton, tobacco, sugar, dry beans, fish, and services. ** Includes duplicate joint ventures and condo storage ventures. 8 Table 5 -- Joint ventures by type of business operation, 2010/11. Processing Agronomy Fuel distribution Feed mills Marketing agent Grain terminal Farm supply purchasing* Ethanol & biodiesel Business combinations 30 29 21 21 21 19 17 16 6 Other 29 Total 209 * Purchasing agent for multiple types of farm supplies. 9 Figure 4 – Joint ventures by type of business operation Other 29 Business combination 6 Bio-energy 16 Marketing agent 21 Supplies purchasing 17 Processing 30 Agronomy 29 Grain terminals 19 Fuel Feed mills 21 distribution 21 10 Fig. 5 – Federated and Mixed Cooperatives, 1979-2010 225 200 175 Total 150 125 100 Federated 75 50 Mixed 25 0 1979 1982 1985 1988 1991 1994 1997 2000 2003 2006 2009 11 • There were 38 federated and 20 mixed cooperatives in 2010. • By the 1980s multi-commodity and farm supply federated cooperatives were “full service”– doing all things for all members. • While federated co-ops have declined in number, they have expanded their membership regions, and are focused on the things they do well. • Centralized co-ops have increased their size from merging and capturing business from exiting firms. • Centralized co-ops form subsidiaries or joint ventures to address specific weaknesses of one or two operating divisions. • Joint ventures are a means of delaying or avoiding more mergers. • More willingness to joint venture with non-cooperatives and the potential for flexibility in partners is an attractive feature of using an LLC. 12