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ACQUISITIONS ANDJune 2002 |
| SUMMARY: An SA2 survey of academic authors found that authors are the last to be informed by a publisher about corporate acquisitions and mergers that may affect the authors' textbooks. Authors rely on news reports and grapevines for progress reports. Once a deal is firm, some publishers are more gracious and prompt than others in bringing authors up-to-speed. By John Vivian He hadn't heard from his editor for a while, but the author had no reason to think he wasn't still a valued member of the publishing house's family. That's what he had been told again and again, that he was "one of the family," during contract negotiations and the editing process. His book was selling well. Then he went to a professional convention and saw his book displayed in another publisher's booth. That's how this one author learned that his publisher had been acquired by another company. No, this "valued author" hadn't received even a courtesy note. A survey of members of the Society of Academic Authors, conducted in June 2002, found publishers negligent in keeping authors informed about corporate acquisitions and mergers and their effect of authors' titles. Of the respondents, only a third of those with companies involved in an acquisition or merger first learned of the deal from the publisher. There were, however, notable exceptions. One top-selling Houghton Mifflin author reported taking a call from a vice president with the news: "It was fairly classy. I asked questions that I could think of on the spur: 'Would there be staff shakeups?' Not yet. 'How would this affect my books.' It wouldn't." When Pearson Education reshuffled titles among several imprints in 2000, a reassuring letter was sent to all authors when the deal was complete. Several prominent authors with Allyn & Bacon and Longman received courtesy calls from senior editors before the letter went out. "It was a 'done deal' and I wasn't being asked for any input. Still, it left me feeling good to be informed in a personal person-to-person way and to be told that my main book remained a priority for the company." Not all authors receive such calls, however. Said the Houghton author: "One of my texts is the top book in the division, so they might not have called all authors." The SA2 survey, conducted by e-mail messages to 419 society members, asked authors to respond if at least one of their books had been involved in an acquisition or merger in 1998 or later. The response rate was 5.7 percent, which was disappointing, but enough data and accounts were returned to show that many authors had not kept up-to-date on corporate developments affecting their work. The most egregious neglect was reported by the author who learned about the sale a convention booth. Most respondents learned second hand from fellow authors or from newspaper or newsletter accounts of a deal in progress. One author kept up through a stock broker: "I bought stock in my publisher many years ago and receive updates on positions from my stockbroker and through annual reports quarterly. My stockbroker alerts me each week on the status of all of my stocks and that is how I find out about mergers and acquisitions. I bought the stock on purpose just to find out when these things happen." One author of a leading textbook in his field was tipped to a pending merger by friends who were former middle-mangement personnel and still had inside contacts. This author then pressed his editor, also a friend of longstanding. All the information, though, was limited, the author said: "Nobody in upper management told me diddlysquat." To be fair, acquisition and merger negotiations are delicate matters. Understandably, participants are hesitant to talk about early initiatives in the dancing lest loose talk derail a possible deal. Even when disclosures are made to comply with federal regulations, authors are not in the loop. Except at the highest executive levels, nobody is told much much beyond hushed exchanges and speculation. One survey respondent, who learned of the pending sale of his publisher in the Wall Street Journal, called the developmental editor with whom he had a 10-year relationship on numerous books. "My D.E. informed me when I called her on my own initiative. She also asked me not to reveal that she had told me because, she said, she'd been told not to tell the authors." It was not clear from the respondent, who asked anonymity, whether there was a double standard -- one for the publisher's staff and another for authors. Whatever the facts, "interaction with staff at the publisher became extremely difficult until the total takeover was accomplished," the author said. Although publisher performance on informing authors was uneven, some authors cobbled information together from a variety of sources. Most, though, felt in the dark. On a scale of 1 to 10, with 1 for poorly informed and 10 for fully informed, only one author marked 10 on the questionnaire. More than half marked the bottom of the scale -- 1 to 3. What happened after the dust settled? Authors reported dramatically different experiences on whether the level of publisher support, including editing, production and marketing, had improved or declined. Support was worse, according to 61.4 percent. Of those, half said support was dramatically worse. Several authors reported books getting lost in the transition of an acquisition or meger. "In the beginning I had to actively get the new publisher to pay attention to my product. My chief competition had belonged to them, and they were used to trying to take my market share, not increase it -- not a good situation. Still isn't. But I've managed to get my product at least some of the attention it deserves -- a never-ending process, however. Sometimes in big companies, things fall through the cracks if authors aren't paying attention." Almost all reported that the publisher inheriting their contract had accepted the terms without suggesting any change. One author, however, quoted from a letter from his new editor with a revised contract: "While nothing material will change in our relationship, it seems appropriate that we officially integrate you with our company by offering you this formal agreement." In this case, the author said, there were "material changes." Another author said there had been oral commitments for better terms, but these "verbal promises were not kept." Worried about the fate of her contract in a pending merger, one author moved fast to wind up an agreement: "I made sure my outstanding contract was finished and signed before the merger, preferring to deal with the devil I knew rather than the one I didn't." It was a wise move, the author said. "The one contract I've done with the new publisher did not go smoothly -- a lot of game-playing and foot-dragging and, in my opinion, incompetence on their part," she said. "Eventually the contract was signed almost exactly as I had proposed it -- after months and months of nonsense and mounting legal bills for me." Of the respondents involved with an acquisition or merger, most first learned of the deal through a daily newspaper (2). Other sources: The publisher (4), a fellow author (2) an author organization (2), a stockbroker (1), an insider at te publishing company (1), at the new publisher's display at a convention (1). After first learning of the acquisition or merger, most authors received most of their information about the deal from the publisher. Other sources: The publisher (5), fellow authors (3), a daily newspaper (1), an author organization (2), stock broker (1), an insider at te publishing company (1). Many authors do not feel they were well informed during the acquisition and merger process. On a scale of 1 to 10, with 1 for poorly informed and 10 for fully informed, responses averaged 4.5. The responses: 1 (4), 2 (1), 3 (2), 4, 5, 6 (1), 7, 8 (3), 9, 10 (1). Authors were mixed on whether the level of overall publisher support, including editing, production and marketing, had improved after the acquisition or merger. Drastically improved (3), slightly improved (0), about the same (4), slightly worse (3), drastically worse (4), too early to say (1). Few authors reported that contract changes had been proposed by the acquiring or surviving publisher. Of the respondents, nine (69.2 percent) reported that no changes had been proposed, and four (30.8 percent) reported that changes had been proposed. Authors who responded had books with: The respondents were from diverse academic disciplines, including accounting, business, communication, composition, economics, English, health, the humanities, law, math, the sciences, the social sciences, statistics. The questionnaire was distributed to 419 members of the Society of Academic Authors. Respondents numbered 25 (5.7 percent). 1. Have you had a textbook with a publisher that has been involved an acquisition or merger in 1998 or more recently? If YES, please indicate here: If NO, indicate: If NOT SURE, indicate here: If your answer was NO or NOT SURE, there is no need to continue. Please return this message to the sender. If your answer was YES, please answer the following questions. If you have more than one textbook involved with an acquisition or merger, please answer in regards to your dominant title. 2. How did you first learn that the acquisition or merger was occurring? If from a DAILY NEWSPAPER, please indicate here: If from a TRADE JOURNAL, indicate here: If from an AUTHOR ORGANIZATION, indicate here: If from a FELLOW AUTHOR, indicate here: If from an AUTHOR AGENT, indicate here: If from a LETTER from your publisher, indicate here: If from an E-MAIL MESSAGE from your publisher, indicate here: If from a TELEPHONE CALL from your publisher, indicate here: If you DON'T RECALL, please indicate here: If other, please indicate: 3. From where did you receive most of your information about the acquisition or merger after first learning about it? If from a DAILY NEWSPAPER, please indicate here: If from a TRADE JOURNAL, indicate here: If from an AUTHOR ORGANIZATION, indicate here: If from a FELLOW AUTHOR, indicate here: If from an AUTHOR AGENT, indicate here: If from your PUBLISHER, indicate here: If you DON'T RECALL, indicate here: If other, please indicate here: 4. Did you feel well informed during the acquisition and merger process? Please indicate on a scale of 1 to 10, with 1 for poorly informed and 10 for fully informed. Please enter your number here: 5. How is the level of overall publisher support today, including editing, production and marketing, compared to before the acquisition or merger? If DRASTICALLY IMPROVED, please indicate here: If SLIGHTLY IMPROVED, indicate here: If ABOUT THE SAME, indicate here: If SLIGHTLY WORSE, indicate here: If DRASTICALLY WORSE, indicate here: If your title was DROPPED, indicate here: 6. If the publisher proposed contract changes during or after the acquisition or merger, how would you characterize the proposed changes? If DRASTICALLY IMPROVED for you as an author, please indicate here: If SLIGHTLY IMPROVED, indicate here: If ABOUT THE SAME, indicate here: If SLIGHTLY WORSE, indicate here: If DRASTICALLY WORSE, indicate here: If NO CHANGES were proposed, indicate here: 7. What company published your dominant title BEFORE the acquisition or merger? Please indicate here: 8. What company published your dominant title AFTER the acquisition or merger? Please indicate here: 9. In what general area is your dominant title? If HUMANITIES, please indicate here: If SOCIAL SCIENCES, indicate here: If MEDICINE, indicate here: If LAW, indicate here: If PHYSICS SCIENCES or LIFE SCIENCES, indicate here: If PERFORMING or VISUAL ARTS, indicate here: If BUSINESS, ACCOUNTING or ECONOMICS indicate here: If ENGINEERING, COMPUTER SCIENCE or another TECHNICAL field, indicate here: If EDUCATION, indicate here: If COMMUNICATION, indicate here: If MATHEMATICS or STATISTICS, indicate here: If another category, indicate here: |
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