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Regulatory scrutiny and a high cost of capital will limit a rebound in media consolidation, but legacy media carve-out activity will drive dealmaking.

As we examine the menu for media industry dealmaking in the upcoming year, it's evident that there are both sweet and sour ingredients. The Federal Reserve's expectation to maintain interest rates above 5% until 2024 will be a significant headwind. A higher-for-longer rate environment will intensify the difficulties faced by those seeking to secure debt financing for mergers and acquisitions, further complicating the dealmaking landscape. 

We also anticipate greater regulatory actions aimed at curbing antitrust and anticompetitive practices will result in blocked tech and digital media acquisitions in 2024. 

Due to these factors, it's unlikely that we will see a substantial surge in media deal volume in 2024 beyond a slight uptick. But we see some areas across the ecosystem where dealmaking activity could gain momentum.

LEGACY MEDIA REACHING ITS TIPPING POINT WILL GENERATE INCREASED CONSOLIDATION AND CARVE-OUT ACTIVITY IN Q4 AND 2024

The disruption of legacy media has reached a critical inflection point, propelled by the rapid acceleration of digital trends along with macro pressures. Trends such as cord-cutting and ad market shifts are just a few examples contributing to a sustained decline in legacy media’s performance over the last 48 months. 

We predict that diversified media companies will look to offload owned and operated legacy media assets. This strategic move aims to unlock cash to reduce their debt burdens—which will reach a steep maturity wall over the next few years—and zero in their focus on their digital business model. We saw a preview of this trend in the second half of 2023 with Paramount's sale of Simon & Schuster to KKR (and near-sale of BET), and rumors surrounding Disney's potential sale of linear assets like ABC. 

Several factors are driving decisions to sell off legacy media assets, including suppressed profits in the legacy media sector and a growing urgency to enhance the profitability of digital businesses.

Legacy media assets retain significant underlying IP value, and operational transformation can drive value creation and unlock profit opportunities. 

Heightened regulatory scrutiny can pose substantial obstacles for industry peers and direct competitors looking to acquire these assets. Under certain circumstances where parent companies face pressure to divest noncore assets for cash, private equity deals may emerge as a more attractive and mutually beneficial option.

MORE AD TECH CONSOLIDATION TO COME, BUT FIRST MORE PARTNERSHIPS

Dealmaking in the ad tech space blossomed in 2021, only to be disrupted by worsening economic conditions before reaching a point of inflection (see below). Consolidation will likely reaccelerate in the coming years as the number of players continues to grow (see below), but the high cost of capital could delay any significant influx of dealmaking in the space.

Instead, we expect more strategic partnerships and collaboration among ad tech vendors in 2024.

Worsening ad market saturation has made it challenging for vendors to generate strong cash flows. Also, marketers across industries will keep looking to consolidate their ad and MarTech stacks to lower costs and improve supply path optimization (SPO), emphasizing the need for a strong value proposition to become a preferred vendor. 

Greater demand for a single or unified ad server will drive the proliferation of creative collaborations along the ad tech value chain. Enhanced access to a broader customer base sourced through synergistic partnerships, along with new revenue, will help drive continued value creation. This shift towards collaboration marks a new way of doing business in ad tech, providing new solutions to sustain a competitive edge and secure a prominent place in the market. Companies will need to be more discerning in choosing the right partnerships to go to market, with an eye toward emerging spaces like CTV and retail media. We believe successful partnerships will be a strong foundation for future M&A pairings when dealmaking conditions improve.

This article is an excerpt from our 2024 Media and Entertainment Predictions Report. You can view the full report  here. 

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