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Viacom, Discovery Battle to Win Scripps – and a Place in Media’s Future

Discovery Communications chief David Zaslav and Viacom leader Bob Bakish have both clearly been watching a lot of HGTV. Each media mogul wants to borrow a storyline from that cable outlet’s home improvement shows and build a new wing for its corporate parent, Scripps Networks.

Viacom and Discovery are both engaged in negotiations for Scripps, according to people familiar with the situation, a purchase that could be worth as much as $10.6 billion. A final decision could be reached as soon as next week, but there’s also a chance no deal will take place.  Each company sees transformative potential in nabbing the owner of Food Network, Travel Channel and a small suite of cable networks whose mainstay programming is documentary-style series like “Flip or Flop” and “Diners, Drive-Ins and Dives.”

The maneuvering could light a fire. “Given what seems like real competition over Scripps Networks, it seems like the company (and Scripps family) could demand a higher price,” said Michael Nathanson, a media-industry analyst, in a recent research note. Wells Fargo analyst Marci Ryvicker estimates the controlling Scripps family would likely require at least $91 per share, and might even hold out for as much as $95. Shares of Scripps recently traded at more than $83.

The fight over Scripps creates rivals out of two companies that typically aren’t placed in the same consideration set. In one corner is Zaslav, known for his relentless focus on operations and recent pushes into sports and international programming. In the other is Bakish, a relative newcomer to media-sector leadership, who has cultivated a reputation as an entrepreneur hoping to spark new life into a company known for everything from Dora the Explorer to Trevor Noah. Zaslav wants to add HGTV, Food Network and the rest to his cache of non-fiction channels like Discovery, Investigation Discovery and Science Channel. Bakish, meanwhile, sees a chance to stretch Viacom’s portfolio, which is heavy in youth-skewing outlets like MTV, Comedy Central and Nickelodeon. Neither executive has the dulcet voice of Scripps Networks CEO Ken Lowe, whose stewardship would presumably be taken over by the purchasing party.

Both companies likely see the owner of Food Network as a linchpin in the creation of a new media recipe.  The media industry is placing new emphasis on how programming will be distributed in the future, as more consumers turn to streaming video , mobile devices and on-demand consumption. Adding the Scripps networks would give Viacom and Discovery more heft if they were to launch a so-called “skinny bundle” of programming to audiences.

Digesting Scripps would also give both companies more leverage in negotiating with traditional distributors, like Comcast, Charter Communications and Cox.  For Viacom,  the need to broaden programming choices may be more pressing. In May, Charter relegated some of Viacom’s top cable networks – MTV, Comedy Central, Nickelodeon and others – to a higher pricing tier, a suggestion that subscriber demand for the outlets was less robust. The move threatens the revenue Viacom derives for subscriber fees and advertisers.

Viacom is said to have made an all-cash bid, according to a report from Reuters – a move that has raised eyebrows on Wall Street.  “Essentially this means Viacom would very likely get downgraded to junk status from its current BBB- rating, something the company has been trying to avoid for the past few years,” noted Nathanson, the analyst. Viacom has been working to turn itself around as its networks suffer ratings declines and viewers migrate to new viewing venues.

The pitch to investors from both companies is that a purchase would wipe out all costs associated with back-office functions like ad-sales, distribution, marketing, human resources and other areas. Hundreds of millions in dollars could be saved.

But while Bakish is offering a family that has owned Scripps for decades a chance to cash out quickly, Zaslav has something else in hand. Discovery’s programming has in recent years veered more to the tabloid-y and titillating, thanks to TLC programs like “19 Kids and Counting” and “Here Comes Honey Boo Boo,” but the company knows what it’s doing when it comes to non-fiction programming without the reality-series drama. Discovery recently launched another round of its popular “Shark Week,” and its networks routinely feature programming about scientific phenomena, health and travel. Rather than go after a particular age demographic, the company tends to aim fans of broad niches, like cars, nature or crime.

Viacom has had much success in the past with MTV hits like “Jersey Shore,” Nickelodeon’s “SpongeBob  SquarePants” and Comedy Central’s late-night lineup. But many of the company’s networks are in rebuilding mode, striving to generate new series that would get linear views to return while generating digital pass-along.  Viacom recently said it would focus more intently on six of its many cable outlets, and transform its Spike network into a more general-entertainment Paramount Network. The Scripps purchase would add new pages to Viacom’s current corporate playbook.

With the media business in such flux, there’s no telling which company has the better strategy. But for Bakish and Zaslav, a Scripps win would give them the spark to start figuring it all out.

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