Liberty Interactive, the media company that owns shopping channel QVC, is expanding its storefront by purchasing all of its rival, the Home Shopping Network. The result could eventually mean even better deals for customers of the video and online shopping destinations, which includes five channels shown on TV and online (QVC, QVC2, BeautyiQ, HSN and HSN2.)
The $2.1 billion deal also helps both outlets compete in a retailing environment increasingly dominated by Amazon. A combined QVC-HSN ranks as the No. 6 U.S. online retailer ($7.5 billion ecommerce sale in 2016), dwarfed by Amazon ($123.8 billion), according to research firm Internet Retailer.
“These television retailers tend to each have their own very loyal customer base, and I would guess that the two companies will work harder than ever to keep those customers from moving to Amazon,” said Stefany Zaroban, Internet Retailer’s director of research. “As consumers continue to shift more of their spending to the web, much of that is going to Amazon. So we think there will be lots more deals like this, as well as store closures and bankruptcies.”
Englewood, Colo.-based Liberty said it will pay $2.1 billion for the 61.8% of HSNi it does not already own in an all-stock transaction. HSNi shareholders will get 1.65 shares of Series A QVC Group common stock for every share of HSNi. This represents a premium of $9.06 per share, based on the (HSNI) closing price Wednesday of $32.30.
“We have a very sophisticated customer who has a lot of choices about where she spends her money,” said QVC President and CEO Mike George, who will oversee both networks when the deal closes, expected later this year. “Every opportunity we have to make the business more efficient, we definitely see being able to pass those (savings) back to the customer as a real important value of the combination.”
QVC and HSN will continue to operate as individual brands, “with their own unique identity, culture and customer following,” George said.
The combined company expects $14 billion in revenue in 2017. Overall, QVC and HSN have about 11 million U.S. shoppers, with about 2 million shopping on both outlets. Adding in QVC’s global reach brings the total shopping audience to 23 million.
aid. Beyond increased cost savings — expected synergies of $75 million to $110 million, annually — the combined company gains more options in TV and online broadcasting.
It also positions them to take better advantage of technological advancements, George said, whether it be augmented reality or conversational commerce — increased purchasing within messaging apps such as SMS and Facebook Messenger.
“The increased scale of this combination will allow us to more effectively competitive, we think, in a changing and evolving retail and digital environment,” said Liberty Interactive President and CEO Greg Maffei on a conference call discussing the deal.
HSNi is made up of the HSN channel and home and apparel company Cornerstone, which includes Ballard Designs. HSN celebrates its 40th anniversary this year, while QVC is now in its 31st year of operation.
Liberty Interactive is chaired by John Malone, who also is the largest shareholder in Charter Communications, which last year closed its $55 billion acquisition of Time Warner Cable. Another media mogul, Barry Diller, served as CEO at QVC for about three years, when it was owned by Liberty and Comcast, before leaving in 1995. He then acquired HSN, which he grew into IAC/InterActive Corp. Malone’s Liberty eventually got Diller’s HSN stake in another all-stock deal.
When this transaction closes later this year, Liberty will spin off into a separate company QVC Group, which will include HSN and online retailer zulily, which Liberty acquired two years ago. When the company becomes a separate trading stock, “from a customer it doesn’t much matter,” George said, “but investors get excited about (it) because they have much more confidence investing.”
Regardless of the competitive retail environment, Liberty has long been interested in acquiring the remainder of HSN shares, says Victor Anthony, managing director of Internet media at Aegis Capital. With HSN stock down about 30% so far this year, “the timing was right.” he said.
Shares of Liberty (QVCA) fell 1.2% to $24.16. Shares of HSNI rose 27% to $39.70.
While Amazon may not have been the main impetus for the timing of the deal, “it will end up being a defensive move,” Anthony said. “This gives them a little bit more scale to compete effectively with the Amazons of the world.”
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