Sony Music Publishing (US) LLC (formerly Sony/ATV Music Publishing) is the largest music publisher in the world, with over five million songs owned or administered as of end March 2021. US-based, it is part of the Sony Music Group,[1] which is itself owned by Sony Entertainment. The company was formed as Sony/ATV in 1995 by the merger of the original incarnation of Sony Music Publishing and ATV Music, which was owned by late entertainer Michael Jackson. Jackson had purchased ATV Music, which included the Lennon–McCartney song catalog, in 1985.
In 2012, an investor consortium led by Sony/ATV Music Publishing acquired EMI Music Publishing to become the largest music publishing administrator in the world, with a library of over three million songs.
In April 2019, Jon Platt became CEO/Chairman of Sony/ATV Music Publishing after the contract of longtime CEO/Chairman Martin Bandier expired.[2] In August 2019, management of Sony/ATV Music Publishing and Sony Music Entertainment were merged under the newly formed Sony Music Group.[1]
History of ATV Music
Associated Television (ATV) was a British television broadcasting company founded in 1955 by Lew Grade. Over the next two decades, ATV expanded through acquisitions to become an entertainment conglomerate with business lines in the record industry, music publishing and film production.
ATV entered the music industry in 1958 when it acquired 50% of Pye Records, a British record company.[3] ATV expanded into music publishing in 1966 when it acquired 50% of New World Music and Jubilee Music, subsidiaries of Chappell & Co.[4] ATV also acquired the other 50% of Pye Records, making it a wholly owned subsidiary of ATV, including Pye Record's publishing subsidiary Welbeck Music.[5]
John Lennon and Paul McCartney attempted to purchase a controlling interest in Northern Songs in 1969.
ATV acquired Northern Songs, publisher of the Lennon–McCartney song catalogue, in 1969.[6] The catalog featured almost every song written by John Lennon and Paul McCartney. Northern Songs was co-owned by Lennon, McCartney, Brian Epstein and Dick James, who owned a controlling interest. In 1969, James offered to sell his shares to ATV. Lennon and McCartney then attempted to gain a controlling interest in the company.[6] Their bid to gain control, part of a long and acrimonious fight, failed. The financial clout of Grade, their adversary in the bidding war, ensured that the songs written by the two Beatles passed into the control of ATV.[6]
In 1970, ATV formed a joint publishing venture with Kirshner Entertainment, called ATV-Kirshner Music.[7] The partnership agreement expired at the end of 1972 at which time ATV Music was formed to manage all of ATV's publishing interests, including Northern Songs. ATV Music remained a successful organization in the music industry throughout the 1970s, largely due to the performance of Northern Songs. ATV Music also entered into co-publishing agreements with Lennon and McCartney, whose contract with Northern Songs expired in 1973.
While ATV Music was successful, its parent company, now known as Associated Communications Corporation (ACC) began experiencing financial difficulties. From 1978 to 1981, ACC's profits declined due to losses in its film division, and share prices dropped dramatically. The main television arm of ATV lost its government-granted license in its then-current form and was restructured into Central Independent Television. In 1981, Grade entertained offers for Northern Songs, drawing interest from several bidders. McCartney, with Lennon's widow Yoko Ono, offered £21 million but the offer was declined by Grade who decided not to sell Northern Songs separately after other suitors, including CBS Songs, EMI Music Publishing, Warner Communications, Paramount Pictures and the Entertainment Co. showed interest in buying ATV Music as a whole.[8][9]
Meanwhile, Australian businessman Robert Holmes à Court had been acquiring shares of ACC and launched a takeover bid in earnest in January 1982. Grade resigned as chairman and was replaced by Holmes à Court who successfully acquired a controlling interest in the company.[10] After Holmes à Court assumed control of ACC, ATV Music was no longer for sale.[11]
Sale of ATV Music to Michael Jackson
Michael Jackson acquired ATV Music in 1985 and merged it with Sony a decade later.
In 1981, American singer Michael Jackson collaborated with Paul McCartney, writing and recording several songs together. Jackson stayed at the home of McCartney and his wife Linda during the recording sessions, becoming friendly with both. One evening while at the dining table, McCartney brought out a thick, bound notebook displaying all the songs to which he owned the publishing rights. Jackson grew more excited as he examined the pages. He inquired about how to buy songs and how the songs were used.[12] McCartney explained that music publishing was a lucrative part of the music business. Jackson replied by telling McCartney that he would buy the Beatles' songs one day. McCartney laughed, saying "Great. Good joke."[13]
Jackson was first informed that the ATV catalog was up for sale in September 1984 by his attorney, John Branca, who had put together Jackson's earlier catalogue acquisitions. Warned of the competition he would face in buying such popular songs, Jackson remained resolute in his decision to purchase them.[12][14] Branca approached McCartney's attorney to query whether the Beatle was planning to bid. The attorney stated he wasn't; it was "too pricey."[14][15] According to Bert Reuter, who negotiated the sale of ATV Music for Holmes à Court, "We had given Paul McCartney first right of refusal but Paul didn't want it at that time."[16] Lennon's widow, Yoko Ono had been contacted as well but also did not enter bidding.[15]
The competitors in the 1984 sale of ATV Music included Charles Koppelman and Marty Bandier's New York-based the Entertainment Co., Virgin Records, New York real estate tycoon Samuel J. LeFrak, and financier Charles Knapp. On November 20, 1984, Jackson sent a bid of $46million to Holmes à Court. Branca suggested the amount of the bid after having spent time evaluating the earnings of the catalogue and learning of another bid for $39million. Jackson was only interested in the music copyrights, but the package also included buildings, a recording studio and studio equipment. The two sides signed a non-binding memorandum of mutual interest in December 1984 and Jackson's team began a four-month process of verifying ATV Music's legal documents, financial reports, and every significant composition in the nearly 4000-song catalog.[12]
The two sides began drafting contracts in January 1985 and follow-through meetings began on March 16. Jackson's team described the negotiations as frustrating, with frequent shifts of position by the seller. One Holmes à Court representative described the negotiations as a "game of poker". Jackson's team thought they had reached a deal several times, but new bidders would enter the picture or they would encounter new areas of debate. The prospective deal went through eight drafts. In May 1985, Jackson's team walked away from negotiations after having spent hundreds of hours and over $1million. In June 1985, they learned Koppelman/Bandier had made a tentative agreement with Holmes à Court to buy the catalog for $50million.[12]
But in early August, Holmes à Court contacted Jackson and talks resumed. Jackson only raised his bid to $47.5million, but he had the advantage of being able to close the deal faster, having completed due diligence of ATV Music prior to any formal agreement.[12] He also agreed to visit Australia as a guest of Holmes à Court and appear on the Channel Seven Perth Telethon.[12][16] Holmes à Court included some more assets and agreed to establish a scholarship in Jackson's name at a U.S. university.[12] Branca closed the deal and purchased ATV Music on Jackson's behalf for $47.5million on August 10, 1985.[12][14] In October 1985, Jackson fulfilled his contract provision to visit Perth, Western Australia and appear on the telethon, where he spoke briefly and met with two children.[12][16]
The only Beatles song in the Northern Songs catalog that was excluded from the sale was "Penny Lane", the rights to which were gifted by Holmes à Court to his then-teenage daughter Catherine before the sale, as it was her favorite Beatles song.[17][18]
Reactions to the acquisition
Jackson went on to use the Beatles' songs in numerous commercials, feeling that it would enable a new generation of fans to enjoy the music. McCartney, who had used the Buddy Holly song catalogue in commercials, felt saddened.[14] Privately, Jackson was reported to have expressed exasperation at McCartney's attitude; he felt that the musician should have paid for the songs he had written.[14] At the time, McCartney was one of the richest entertainers in the world, with a net worth of $560million and a royalty income of $41million.[14] Jackson stated, "If he didn't want to invest $47.5million in his own songs, then he shouldn't come crying to me now."[14]
Appearing on the Late Show with David Letterman shortly after Jackson died in 2009, McCartney spoke about Jackson's acquisition of the Beatles songs and the impact of it on their relationship:[19]
And which was, you know, that was cool, somebody had to get it, I suppose. What happened actually was then I started to ring him up. I thought, OK, here's the guy historically placed to give Lennon–McCartney a good deal at last. Cuz we got signed when we were 21 or something in a back alley in Liverpool. And the deal, it's remained the same, even though we made this company the most famous… hugely successful. So I kept thinking, it was time for a raise. Well you would, you know. [David Letterman: Yes, I think so.] And so it was great. But I did talk to him about it. But he kind of blanked me on it. He kept saying, "That's just business Paul." You know. So, "yeah it is", and waited for a reply. But we never kind of got to it. And I thought, mm.... So we kind of drifted apart. It was no big bust up. We kind of drifted apart after that. But he was a lovely man, massively talented, and we miss him.
Ono was pleased that Jackson had acquired Northern Songs and called it a "blessing".[14] Speaking in November 1990, Ono stated, "Businessmen who aren't artists themselves wouldn't have the consideration Michael has. He loves the songs. He's very caring."[14] She added that if she and McCartney were to own the songs, there would certainly be arguments. Ono explained that neither she nor McCartney needed that. "If Paul got the songs, people would have said, 'Paul finally got John.' And if I got them, they'd say, 'Oh, the dragon lady strikes again.'"[14]
At least one Beatles song was covered by Jackson after acquiring publishing rights: "Come Together" from the album Abbey Road (primarily a Lennon composition) in 1986. The song was recorded for Jackson's 1987 album Bad but was scrapped and instead put on HIStory: Past, Present and Future, Book I eight years later. It was featured on the 1988 movie Moonwalker and also had an official video. It is not known if Jackson covered any other songs, as no bootlegs have been released.
History of the first incarnation of Sony Music Publishing
Sony, which sought to diversify into music, films and games, acquired CBS Records Inc. in January 1988, and was later renamed as Sony Music Entertainment Inc. in January 1991. Shortly after the acquisition by Sony a music publishing division, CBS Music Publishing, was formed.[20] CBS Records' previous publishing division, CBS Songs, had been sold to SBK Entertainment in 1986, and SBK ended being sold to EMI in 1989.[21] Looking for further opportunities, Sony aimed to expand its music publishing interests. CBS Records acquired the Nashville music publisher Tree International Publishing in 1989.[22] In addition to publishing agreements with Sony Music recording artists, further acquisitions included the Fred Fisher publishing catalog of 3,000 songs and Nile Rodgers' Chic Music, Inc.[23]
Merger of ATV Music with Sony Music Publishing
In 1995, Sony offered Jackson $110million for a 50% stake in a combined ATV and Sony Music Publishing joint venture. Following hurriedly arranged meetings and disagreements over the selling price, a deal was sealed by Jackson during a concert in Tokyo.[24] Jackson had essentially sold half ownership of the Beatles' and others' songs for a large profit.[24] Jackson's own songs, grouped in the Mijac catalog, were not included in the deal; that catalog remained with Warner/Chappell Music until 2012.[25]
The new company was named Sony/ATV Music Publishing and became the second largest music publisher in the world.[24] Michael P. Schulhof, President and CEO of Sony Corporation of America, welcomed the merger and praised Jackson for his efforts in the venture. "Michael Jackson is not only the most successful entertainer in history; he is also an astute businessman. Michael understands the importance of copyrights and the role they play in the introduction to new technologies."[25] He added that Jackson recognizes Sony's "leadership in developing and realizing new technologies that serve to expand the creative horizon of artists such as himself".[25] Administrative expertise was provided by Sony, who installed Paul Russell as chairman. Jackson was a company director and attended board meetings regularly.[24] As each party in the arrangement held the power of veto, both sides would have to agree on a decision before it could be made. If either party disagreed on decisions, they would not be implemented.[24]
In 2006, Sony gained operational control of Sony/ATV and obtained an option to buy half of Jackson's stake in the company at any time for a fixed price of $250 million.[26][27][28]
Catalog acquisitions (2001–2007)
Sony/ATV Music Publishing continued to acquire song catalogs in the 21st century.
In November 2001, the company signed country singer Tony Martin to an exclusive songwriting and co-publishing deal. Through the deal, they acquired Martin's Baby Mae Music catalog of 600 songs, which includes Joe Diffie's "Third Rock from the Sun" and Jeff Carson's "Not on Your Love".[29]
Another company acquisition was made in 2007, when Sony/ATV purchased Famous Music, a music publishing business with song catalogue of more than 125,000 songs including "Moon River" and "Footloose", for $370 million. The deal, sought by Viacom, included the assumption of around $30million of debt. The song catalogue also includes the hits of Eminem, Akon, Linda Perry, Björk, Shakira and Beck, as well as music from films released by Viacom divisions Paramount Pictures (which had founded Famous Music in 1928) and DreamWorks Pictures.[33][34]
Notable administration and distribution deals
Digital sheet music provider Musicnotes.com announced in June 2006 that it had signed a long-term distribution agreement with Sony/ATV Music Publishing. Musicnotes.com would produce and sell digital sheet music and guitar tablature for songs from Sony/ATV's extensive catalog.[35] "As a music publisher, we are always looking for new and innovative ways to promote our songs and songwriters," Sony/ATV chairman and chief executive David Hockman announced in a statement.[35]
On August 4, 2008, The Orchard secured a deal to globally digitally distribute and market the music catalog by Sony/ATV which includes: Sony Tree Productions, Hickory Records, and Masters International.[36]
In 2020 Sony Music/ATV formed a partnership with music licensing platform BeatStars, resulting in BeatStars Publishing- global online administration service for independent songwriters and producers, which allows users to register their songs and collect publishing administration royalties.[39][40]
While Sony/ATV acquired about 30% of EMI Publishing, it put up a much lower cash contribution. In exchange, it agreed to administer the entire catalog (including the former CBS Songs/SBK Entertainment music publishing catalog). Sony/ATV became the largest music publisher administrator company in the world with more than 3 million songs[46] and estimated revenues of over US$1.25billion per year.[47] After the acquisition, three EMI executives joined Sony/ATV international leadership team: Guy Moon, president of UK and European creative; Susanna Ng, Asia managing director; and Clark Miller, executive VP of international business affairs and global opportunitites.[48]
Since 2012, Sony/ATV has administered Jackson's other publishing firm, Mijac, which includes songs written by Jackson himself (and others), and which used to be administered by competitor Warner/Chappell Music.[49]
In July 2018, Sony/ATV bought out the Jackson estate's 10% stake in EMI for $287.5 million.[50] In November 2018, Sony acquired the Mubadala Investment Company's 60% equity interest in EMI Music Publishing for $2.3 billion, based on an enterprise value of $4.75 billion, without offering any concessions to the European Commission.[51] The acquisitions would put the Columbia-Screen Gems catalog back under common ownership with Columbia Pictures, which had sold the rights to EMI in 1976.[52] Following these transactions, Sony owned 100% of EMI Music Publishing.
Acquisition of Jackson's stake by Sony in 2016
In September 2016, Sony acquired the Jackson estate's stake in Sony/ATV in a deal valued at around $750 million. The Jackson estate retained its ownership of Mijac Music, which holds the rights to Michael Jackson's songs and master recordings. The revenue will be placed in trust for Jackson's children.[53]
Ownership of the Beatles' songs
In January 2017, McCartney filed a suit in United States district court against Sony/ATV Music Publishing seeking to reclaim ownership of his share of the Lennon–McCartney song catalogue beginning in 2018. Under US copyright law, for works published before 1978 the author can reclaim copyrights assigned to a publisher after 56 years.[54][55] McCartney and Sony agreed to a confidential settlement in June 2017.[56][57]
Valuation
Relevant value
A recent and relevant valuation is tied to Sony's acquisition of Jackson estate's stake in the company, completed on September 30, 2016[53][58] for $750 million. This values Sony/ATV at between $2.2 to $2.4 billion (including debt).
Previous estimates
Before the 2016 transaction with Sony, the reported value of Sony/ATV Music Publishing has varied across time and sources. Such valuations are uncertain, as illustrated by their wide variations, given a lack of actual transactions.
In 2002, Forbes magazine estimated Jackson's 50% stake in the company, along with other music publishing ventures, to be worth $450million.[59]
The organization was valued at $700million in 2003.[60]
Industry experts valued the catalogue at between $600million and $1billion in 2004, based on the sales of rival catalogues.[61] Charles Koppelman, a veteran music industry executive, stated that $1billion was more reflective of Sony/ATV Music Publishing's worth.[61] "Buyers would be lining up around the block if it were ever put up for sale," he said. "And I'd be in the front of the line."[61]
In 2005, Jackson's defense attorney, Thomas Mesereau, claimed that the song catalogue had been valued at between $4billion and $5billion.[62]
As of 2007, Jackson's own financial documents stated that his 50% share of the catalogue was worth $390.6million,[63] which would have made the entire catalogue worth $781.2million.
In 2009, the value of the company was further estimated by Ryan Schinman, chief of Platinum Rye, to be $1.5billion.[64]
The Beatles were an English rock band formed in Liverpool in 1960, comprising John Lennon, Paul McCartney, George Harrison and Ringo Starr. They are regarded as the most influential band of all time and were integral to the development of 1960s counterculture and the recognition of popular music as an art form. Rooted in skiffle, beat and 1950s rock 'n' roll, their sound incorporated elements of classical music and traditional pop in innovative ways. The band also explored music styles ranging from folk and Indian music to psychedelia and hard rock. As pioneers in recording, songwriting and artistic presentation, the Beatles revolutionized many aspects of the music industry and were often publicized as leaders of the era's youth and sociocultural movements.
Parlophone Records Limited is a record label founded in Germany in 1896 by the Carl Lindström Company as Parlophon. The British branch of the label was founded on 8 August 1923 as the Parlophone Company Limited, which developed a reputation in the 1920s as a jazz record label. On 5 October 1926, the Columbia Graphophone Company acquired Parlophone's business, name, logo, and release library, and merged with the Gramophone Company on 31 March 1931 to become Electric & Musical Industries Limited (EMI). George Martin joined Parlophone in 1950 as assistant to Oscar Preuss, the label manager, taking over as manager in 1955. Martin produced and released a mix of recordings, including by comedian Peter Sellers, pianist Mrs Mills, and teen idol Adam Faith.
Virgin Records is a British record label owned by Universal Music Group. It was originally founded as a British independent record label in 1972 by entrepreneurs Richard Branson, Simon Draper, Nik Powell, and musician Tom Newman. It grew to be a worldwide success over time, with the success of platinum performers Paula Abdul, Janet Jackson, Devo, Tangerine Dream, Genesis, Phil Collins, OMD, the Human League, Culture Club, Simple Minds, Lenny Kravitz, the Sex Pistols, and Mike Oldfield among others, meaning that by the time it was sold, it was regarded as a major label, alongside other large international independents such as A&M and Island Records.
EMI Group Limited was a British transnational conglomerate founded in March 1931 in London. At the time of its acquisition by Universal Music in 2012, it was the fourth largest business group and record label conglomerate in the music industry, and was one of the "Big Five" record companies. Its labels included EMI Records, Parlophone, Virgin Records, and Capitol Records, which are now referenced under Universal Music due to their acquisition with the exception of Parlophone, as it is now owned by Warner Music.
Apple Records is a British record label founded by the Beatles in 1968 as a division of Apple Corps Ltd. It was initially intended as a creative outlet for the Beatles, both as a group and individually, plus a selection of other artists including Mary Hopkin, James Taylor, Badfinger and Billy Preston. In practice, the roster had become dominated by the mid-1970s with releases of the former Beatles as solo artists. Allen Klein managed the label from 1969 to 1973, then it was managed by Neil Aspinall on behalf of the Beatles and their heirs. Aspinall retired in 2007 and was replaced by Jeff Jones.
Sony Music Entertainment (SME), commonly known as Sony Music, is an American multinational music company owned by Sony Entertainment and managed by the American umbrella division of multinational conglomerate Sony Group Corporation. It is the recording division of the Sony Music Group, with the other half being the publishing division, Sony Music Publishing.
MPL Communications is the umbrella company for the business interests of Paul McCartney and was established in 1969. In addition to handling McCartney's post-Beatles work, MPL is one of the world's largest privately owned music publishers through its acquisition of other publishing companies.
"Come Together" is a song by the English rock band the Beatles, written by John Lennon and credited to Lennon–McCartney. The song is the opening track on their 1969 album Abbey Road and was also released as a single coupled with "Something". The song reached the top of the charts in the United States and Australia, but peaked at No. 4 in the United Kingdom.
Northern Songs Ltd was a limited company founded in 1963, by music publisher Dick James, artist manager Brian Epstein, and songwriters John Lennon and Paul McCartney of the Beatles, to publish songs written by Lennon and McCartney. In 1965, it was decided to make Northern Songs a public company, to reduce their income tax burden.
Walter Yetnikoff was an American music industry executive who was the president of CBS Records International from 1971 to 1975 and then president and CEO of CBS Records from 1975 to 1990.
Famous Music Corporation was the worldwide music publishing division of Paramount Pictures, a division of Paramount Global since 1994. Its copyright holdings span several decades and include music from such Academy Award-winning motion pictures as The Godfather and Forrest Gump.
Concord Music Group was an American independent music company based in Beverly Hills, California, with worldwide distribution through Universal Music Group. The company specialized in recordings and music publishing. On April 1, 2015, Concord Music Group merged with Bicycle Music Company to become Concord Bicycle Music.
John Gregory Branca is an entertainment lawyer and manager who specializes in representing rock and roll acts. He is also co-executor of the Michael Jackson Estate.
Sir James Paul McCartney is an English singer, songwriter and musician who gained worldwide fame with the Beatles, for whom he played bass guitar and shared primary songwriting and lead vocal duties with John Lennon. One of the most successful composers and performers of all time, McCartney is known for his melodic approach to bass-playing, versatile and wide tenor vocal range, and musical eclecticism, exploring genres ranging from pre–rock and roll pop to classical, ballads, and electronica. His songwriting partnership with Lennon is the most successful in modern music history.
EMI Music Publishing Ltd. is a British multinational music publishing company headquartered in London, owned by Sony Group Corporation.
"Girlfriend" is a song by English rock band Wings, from their 1978 album London Town. It was written by Wings frontman Paul McCartney, who originally intended it to be sung by Michael Jackson. Jackson then covered the song the following year on his 1979 album Off the Wall, and in 1980 it was released as the 5th and final single of that album.
Martin N. Bandier is an American music industry executive who was the CEO/Chairman of Sony/ATV Music Publishing for 11 years from 2007 until 2019. Prior to that he was the chairman and CEO of EMI Music Publishing Worldwide from 1991 to 2006. He was inducted into the Songwriters Hall of Fame.
Kobalt Music Group, Ltd. is an independent rights management and music publishing company. Founded in 2000 by CEO Willard Ahdritz, Kobalt acts primarily as an administrative publishing company, not owning any copyrights. Also offering label services and neighboring rights, the company has developed an online portal to provide royalty income and activity to artists and allow them to manage their rights and royalties directly.
The Estate of Michael Jackson is a legal entity established following the death of American singer Michael Jackson in 2009 for the purpose of administering his property and overseeing his posthumous income. Jackson's last will was filed by the attorney John Branca at the Los Angeles County courthouse on July 1, 2009. Signed July 7, 2002, it names Branca and accountant John McClain as executors; they were confirmed as such by a Los Angeles judge on July 6, 2009. All assets are given to the (pre-existing) Michael Jackson Family Trust, the details of which have not been made public. The Associated Press reported that, in 2007, Jackson had a net worth of $236.6 million: $567.6 million in assets, which included Neverland Ranch and his 50% share of Sony/ATV Music Publishing' catalogue, and debts of $331 million. The guardianship of his three children is given to his mother, Katherine, or if she is unable or unwilling, to singer Diana Ross. Jackson's will allocates 20% of his fortune as well as 20% of money made after death to unspecified charities.
↑ Terry, Ken (26 March 1988). "Majors In Motion". Billboard. New York: Billboard Publications Inc.
↑ "CBS Records to Buy Tree, Ending an Era in Nashville". New York Times. 4 January 1989. Retrieved 29 August 2012. CBS Songs, the record company's publishing arm, was sold in 1986 for $125 million to Stephen Swid, Martin Bandier and Charles Koppelman, who renamed it SBK Entertainment. It is now the second-largest music publishing company.
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