Bust of the god Janus, Vatican museum, Vatican City.
Bust of the god Janus, Vatican museum, Vatican City. (public domain)

It is not unusual for the heads of publishing companies nowadays to feel that they have to manage two companies at the same time.  The first company is the established business.  This business has products in the marketplace, a staff dedicated to having those products reach the widest audience, and an established network of customers, who reliably pay for these products. With those payments come cash flow, without which there is no business.  It is the mandate of every head of an organization to protect and manage that cash flow.  If it disappears, even for a short period, the company may have to borrow money or even, in extreme circumstances, sell some of its stock to an outside investor–who will immediately begin to clamor for tighter controls on cash flow.

The second company is harder to define.  This company involves a new activity, an in-house start-up, which aims to do something different from Company #1.  The second company may involve an entirely new suite of products, but more often the characteristic of the second company is that it is expected to reach out to a new category of customers; the most ambitious plans involve both new products and new customers.  This means that much of the staffing and procedures of the first company–which was set up to reach one kind of customer–is not all that useful for the second company; the established infrastructure may actually be a liability as it gets in the way of Company #2.  This is all the harder when the second company determines that it has to “pivot”–make a sharp turn in business direction–which is not uncommon for a start-up.  The people working in Company #1 may feel whipsawed as they watch Company #2 suddenly head off in a new and unexpected direction.  Can’t these people make up their minds?

The two-company phenomenon gives rise to a conflicted CEO.  On one hand the resources of the company–including the all-important cash flow–must be brought to bear on keeping the first company working properly.  This requires attention and it also may require periodic strategic investments.  For example, the first company may have to invest in a format change (think of the migration from PDF to ePub) or it may need to rework its software platform to accommodate mobile devices.  Many acquisitions by established companies are designed to keep Company #1 competitive in a marketplace that does not stand still.

This is one way to view even major acquisitions such as the agreement that brought Blackwell to John Wiley a few years back. That acquisition enabled Wiley to remain competitive in the race to capture library consortia dollars.  It remains to be seen what Elsevier will do with its acquisition of Mendeley, but it seems likely that Mendeley (which at one time apparently thought of itself as an upstart, a Company #2 operating without the baggage of a Company #1) will be absorbed into Elsevier to support Elsevier’s Company #1, that is, the sale of scientific publications on a subscription basis to academic libraries and research laboratories.  This is one use of cash flow, which only Company #1 generates, to invest in Company #1 to keep it vibrant.

The conflict occurs when Company #2 makes a claim on the attention of the CEO.  That claim is likely to take the form of a request for cash, cash that is being generated by Company #1 sitting across the hall.  That cash is not unlimited–and it never can be, because any excess cash will be distributed to shareholders, who always clamor for more, more, more.  (This situation, ironically, is often worse in the not-for-profit sector, where the parent organization may view the publishing operations simply as a source of cash and neglect to make essential investments in the underlying business.)  If Company #2 wants to hire 4 top-flight software developers, that could cost somewhere around $750,000 a year including overhead, money that Company #1 wants for a new marketing plan or a series of refinements for the existing products–or that the shareholders want in their pockets.  The CEO’s task is made more difficult because Company #2 is burning cash, not generating it.  What kind of tax can the CEO put on Company #1 in order to nurture Company #2 until #2 is ready to stand up straight and carry its own weight?

I write from experience.  In the mid-1990s I was responsible for the fortunes of Encyclopaedia Britannica.  The core encyclopedia business (Company #1) was in print.  It involved a huge staff of sales and marketing people and administrative services to support them.  But we knew that that business was mature and that we would have to build a digital business alongside it.  So we started Company #2. This involved multiple iterations.  First was the creation of a division, Compton’s Multi-media Learning, which developed digital tools for a secondary brand (Compton’s) controlled by the parent.  Later we moved some of the team working on Compton’s to Encyclopaedia Britannica (the product as distinct from the eponymous company) itself and created one of the first commercial Internet services, Britannica Online. That product has been significantly enhanced over the years and can be found here.

It would be an understatement to say that the two companies were at war with each other.  It often turned nasty.  The people involved with Company #1 resented what they saw as the special privileges (and unorthodox compensation structure) of  Company #2; the people involved with  Company #2 saw those working on #1 as hopeless dinosaurs.  Charges flew back and forth.  I spent much of my time mediating between factions, which included the Board, which wanted nothing to do with Company #2. Just give us our dividends every year and let’s adjourn the meeting.  To be the CEO of a company undertaking a major strategic transition is a friendless activity.  But if you wanted friends, you would not want to run the shop.

The pressure to build more Company #2’s is growing in the publishing industry for the simple but by no means obvious reason that most established publishing sectors are mature.  What makes an industry mature?  The definition I use is that an industry or industry segment is mature when overall it fails to grow by 10% or more each year.  That’s 10% growth for the industry, not for any one participant in that industry.  By this definition most publishing segments have been mature for a long time–and companies would have done well to get started on a Company #2 a while ago.

Here are a few examples of Company #2’s in different segments:

*The college textbook business, as mature as any segment, is now experimenting with moving the point of adoption from individual instructors to institutions.  This requires reconfigured digital products, new pricing, and a differently trained sales organization.

*The K-12 segment, which grew up on the funding from state- and district-level initiatives, is now developing more learner-centric products, many of which are being sold directly to affluent parents.  A key component of this segment for Company #2’s is how data-intensive it is becoming.

*Scholarly monographs increasingly are being sold in aggregations, taking their lead from the Big Deals that dominate journals publishing.  This will alter the course-adoption business and ultimately put libraries in the unwelcome position of having to support classroom texts (and where is that money going to come from?).

*Trade publishers, which heretofore have sold books almost entirely through distributors, are now experimenting with developing marketing databases of end-users, which could be a first step toward a launch of a direct-to-consumer marketing strategy.  Keep your eye on the newly merged Penguin Random House for a glimpse of how book publishers will battle the behemoth from Seattle.

*Journals publishers, as the readers of the Kitchen know all too well, are copying the success of PLoS ONE and starting their own Gold OA services.  Suddenly authors are now customers.

The real insight by a CEO that a Company #2 is not only desirable but necessary usually comes about when it becomes clear (usually only to the CEO, who is out there with no support either in management or on the Board)  that doing a better job with Company #1 is not going to bring anything more than modest gains because the overall business environment is becoming less welcoming.  This is a difficult insight to come to.  It is very hard for an established publisher, even a highly successful one, to contemplate the possibility that doing a good job is not good enough.  At least it’s not enough any longer.

A publisher can bring the best editors to bear on the marketplace; the cost structure can be lean and tightly aligned by the CFO; the marketing department can identify every prospect and find a way to serve them;  but it may be to no avail.  Being good is not good enough when the broader market conditions turn adverse.  Tyrannosaurus rex stomps through the swamps to the terror of all, but place our hideous lizard  in a cold dry spot and he is helpless, frightening no one except perhaps tiny rodents as he comes crashing to the earth.  The problem for the successful established publisher is that there is nothing to be done.  When the ecosystem changes around the enterprise, there is nothing to be said for being enterprising.

This is where the conflict comes in–indeed, CEOs have to invite it in, even though it is an affliction that they will have to bear personally.  Recognizing that this is about to happen, however, can make the pain of managing an in-house start-up less severe.

The first thing to do is to communicate to both staff and the Board that the current situation is mature.  This requires third-party market analyses (for credibility), lots of facts and figures.  There is a risk in this, however, in that such scenarios may frighten the Board into selling the company.  University presses may have made this mistake:  by incessantly whining about the collapse of library spending, university presses have painted a picture of themselves as incompetent and non-innovative businesspeople, leaving librarians to argue that presses should report into them–with their (libraries’) superior business models.  (Yes, irony alert!)  In order to avoid the creation of a cycle of fear, CEOs must simultaneously present a suite of scenarios where the company, in the form of Company #2, can grow and become dominant.  It’s never good to present a single scenario because no one has that strong a grasp on the future.

The second action item is to identify the opportunity to pursue and the people who will be put in charge to run it.  And here is the hardest thing to do organizationally:  the head of Company #2 cannot be involved with the operations of Company #1 at all.  The conflicts are too great, the stress overwhelming. The head of Company #2 must report directly to the CEO.  That’s where the stress belongs, with the CEO, who is being paid to manage it.

The third item, which may be the most important of all but is rare in publishing, is that there has to be a budget line created for research and development.  This line is sacrosanct; it can never be cut if the performance of Company #1 is below expectations.  Company #2 is not a financial reserve but a critical investment.

The best communicator in the world, however, cannot persuade everyone.  There will always be Company #1 people who will look askance at those in Company #2 and vice versa.  It’s too much to ask everyone to have strategic vision and courage;  if everyone did, everyone would be a CEO.  Nor is it wise to invest too much in changing a company’s culture.  Culture grows out of the material circumstances of operations; someone who is a Company #1 sales person, for example, will never be fully comfortable contemplating the sales strategy of Company #2.  Being pulled in two directions is part of the job.  Get started on Company #2 right now and drive yourself crazy.

Joseph Esposito

Joseph Esposito

Joe Esposito is a management consultant for the publishing and digital services industries. Joe focuses on organizational strategy and new business development. He is active in both the for-profit and not-for-profit areas.


22 Thoughts on "Managing Two Companies at the Same Time"

This is an excellent analysis. It leaves me with one question, though: why would company #2-type people choose to work for one that’s shackled to a company #1? What you’re describing is basically a startup (right?) — aren’t you always likely to get better results from a startup that’s free of legacy influences? Isn’t that why big companies buy many more startups than they spin off?

Thank you, Mike. Your question is a hard one to answer briefly. (I may try to write a post on it.) The real problem with doing a Company #2 as a pure start-up is how hard it is. It’s hard to find the right kind of management talent, very hard to raise money to get started, and very, very hard to get paying customers. The great successes in the STM publishing arena–e.g., PLoS, Hindawi–are exceedingly rare. Most start-ups fail, and fail miserably.

Yes, it’s certainly true that most startups fail. On the other hand, I’d be confident that most small-scale company #2s within big company #1s also fail. I wonder if anyone has comparative numbers. Is it your sense that company #2 benefits much from #1 infrastructure when working as an internal project? I didn’t really pick up that sense from your post.

Of course, I hope that big companies can make this work — if only because I don’t want to them to swallow all the small companies that are doing good work.

The bottom line here may simply be: it’s hard to innovate. (I know this is not a particularly novel insight.)

The Company #1 infrastructure sometimes helps, sometimes hurts. Where it really, really helps is in access to the balance sheet. It is so hard to raise money.

Joe: once again you point out the adage:

Rich or poor it is good to have money!

One place it can help, at least in terms of publishing, is having access to a large body of already available content. Most academic publishers are deluged with requests from startups begging for free (or extremely reduced priced) access to content in order to use it to make their businesses work.

Very true, content can be a leg up. It is also useful to have the goodwill of a Company 1 customer base even if they are to some extent spectators in the Company 2 enterprise (e.g. instructors to institutions, librarians to authors) as these customers share networks with, and insights into, the new people Company 2 are trying to reach, and can help. Company 1’s name or brands may also be used to attract new customers and new staff (Bloomsbury, Faber) – though in the examples you cite the legacy can of course do the opposite. Societies and professional bodies can play different roles in Company 1 and 2 enterprises by retreating to core values and purposes (e.g. advancing the field, spreading best practice, educating new entrants). The core doesn’t go away, and by choosing good publishing partners perhaps they can be the winners – backing Company 1 and 2 at the same time.

Joe: Excellent points. I don’t know about Hindawi but PLos had exceptional funding.

Dear Joe:

We seldom disagree, but I do not see professors turning over the selection of which text they are to teach from to a university administrator. Even at rental schools, professors select the book.

What you have described is Clayton Christensen’s “innovator’s Dilemma”. The difficulty of doing what you proposed generally makes it impossible for established firms to adapt and to create the new business models required to survive disruption. Generally the only thing that is successful is to create a separate business unit which is distinct and has a mandate to cannibalize the established business unit. As Christensen puts in business units don’t evolve and companies can only evolve if the create new business units and let old ones die. Doing this, is as you correctly point out, is very hard. Small organizations with limited resources, like university presses, are unlikely to manage it. Even the large commercial publishers are likely to have trouble because of shareholder expectations about risk and reward. It is hard to know who will come out of the disruption as the winner, but, if Christensen is correct and if history is any guide, putting your money on today’s established players is a bad bet.

Having been the CEO of an acquired company #2 (Blackwell acquired Le Jacq to use as a special projects growth platform, only to become a very distant company #3 after Wiley acquired Blackwell), I can attest to the veracity of your insights!

From my experience, I believe there can be a fair bit of uncertainty created due to “hiding the ball” on strategy and tactics. This corporate theme, and the job-protecting internal politicking that goes with it, simply cannot be avoided or separated — except among unique and confident individuals. This uncertainty leads to frustration, fear and eventually the nastiness that you mention.

It takes a strong visionary to be able to manage two companies — so many have failed due to the inability of leadership to be respectful.

It seems to me that what is happening here is companies are inviting faculty to see what is available in e platforms. Are the platforms tied to specific texts and if so would a prof adopt such a text? In my experience, faculty, once notes are built around a book, seldom change.

As for non tenure etc., they generally use the book that is in place and that book was adopted by a tenured prof.

Of course, we’ll have to wait and see but it is clear from this initiative that a new business model is being hammered out that shifts the cost of textbooks from students to institutions who will simply add this cost to tuition. What publishers like about this is the fact that they will have a guarantee that a textbook will be purchased for every student enrolled in a course. This is not the case today. In return, publishers promise lower per unit eTextbook costs. This also effects a subtle shift in the adoption process from professor telling a campus store what they will be commanding students to buy to telling the institution what eText they propose to use. The campus store, BTW. is now out of the picture. The institution negotiates directly with publishers, ostensibly to minimize the cost of tuition. What deals they make may well constrain the range of choices that faculty have. Indeed, there are schemes afoot that will eliminate the textbook concept entirely. Note how publishers are now using the term “learning content” where they previously would have used “textbook.”

An excellent post, Joe. Re Clayton Christensen; he’s brilliant, and he’s also dogmatic, because top business school professors are expected to have declarative and marketable positions on these big questions. There is no guarantee that completely separate development, as advocated by Christensen, is going to be any more successful than the ‘ambidextrous organisation’ outlined in this post. It’s just hard yards. The premium is on frankness, clarity, determination, and a preparedness to change one’s mind as the circumstances change. Lots of managers seem to struggle with all four of those qualities.

This article is a good analysis, but I think it short-changes the human dimension. Suppose you’re the CEO of a Company #1. Your business model might be fraying, but it still generates cash. You’ve worked hard to get to the top and would like to spend a few years flying in the corporate jet before you take a lump sum buyout and move on to a comfy retirement. The ship might eventually sink, but not on your watch.

How much do you support the young entrepreneurs of Company #2? If they make it big, they – not you – will be the heroes. If they bankrupt the whole enterprise, you will get the blame. Is it really worth the personal risk? My guess is you’ll give lots of lip service but lukewarm support.

The truly disruptive technologies are not likely to come from Company #1s. Rather, it is more likely the #2s who will grow and gobble up the old guard to exploit desirable parts of their business.

I am not sure there has to be a full development of Company #2 as the open access gold model or any model is a very small part of the publishing operation. When 90% or more of traditional publishers money is coming from established business, I don’t see a major investment in other models. Yes there is lots of experimentation and testing the waters but the concept of running two companies at the same time is perhaps unique. Companies like Springer bought an Open Access publisher but that acquisition was well timed and already operating at near break even. Libraries are still buying the Big Deals or modified deals and Open access titles. In the STM field there is little disruption in subscription revenue. While there is a great deal of articles on Open Access, the STM world is still green in clover. Subscription revenues are still strong. I just don’t see the battle between the two companies. Experimentation and testing but no disruption on a large scale.

I think dynamic between group #1 and #2 depend much on adjacency (or lack thereof) of #2. In large #1 companies with comprehensive product portfolios it can be extra difficult to create #2s without disrupting elements of #1. In theory, smaller and medium sized #1s may have better space for #2s if they pick markets and products that sit outside the revenue drivers of #1. A #2 focus that is too adjacent to #1 can make it more difficult (or impossible) getting things done, even though it looks nicely aligned on some fancy roadmap.

This is a very intriguing take on the Innovator’s Dilemma. I would point out, though, that you don’t question a fundamental problem baked into the company you use as an example: the shareholders wanting to suck money from the company the way Tony Soprano sucked money out of Davey’s sporting goods store. Neither Company #1 or #2 is functioning as a business. They are functioning as investment vehicles. What publishing has to do to survive is first get rid of those who demand 8-10% growth from a 3-5% business, whether it’s their shareholders or public corporations who bought a publisher for synergy.

“University presses may have made this mistake: by incessantly whining about the collapse of library spending, university presses have painted a picture of themselves as incompetent and non-innovative businesspeople, leaving librarians to argue that presses should report into them–with their (libraries’) superior business models.”

I have to take exception to this generalization. It does not pertain to any library-press merger that I am aware of. It does not, for example, apply to MIT Press on whose board Joe serves; that press reports to the library, but it is a reporting line only and the two entities do not cooperate on any projects to my knowledge. Certainly, the library did not take over the press because it claimed to have a superior business model after the press was “whining” about declining library sales. Nor does it apply to Michigan and Penn State (the press I headed) whose mergers occurred because of synergies both organizations saw that allowed them to do more together than they could accomplish separately. I would be interested to know if Joe can name some press/library mergers that exemplify his assertion here.

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