BMI Sells to New Mountain Capital

Ed Christman
·3 min read

BMI is being sold to a New Mountain Capital-led shareholder group in a deal that is expected to close by the end of the first quarter of 2024.

While terms of the deal were not disclosed, the buyer announced that as part of the deal BMI’s current shareholders will allocate $100 million of the sale’s proceeds to songwriters and publishers affiliates “in recognition of [their] creativity.” That planned payout will adhere to BMI’s distribution methodologies.

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The deal still needs to be approved by the broadcaster shareholders that have long owned the performance rights organization and will also need regulatory approval.

Initially, sources said that the bidding process for BMI had yielded about a $1.7 billion valuation, but sources subsequently said the price tag was more in the range of $1.3 billion to $1.5 billion. Neither New Mountain or BMI would comment on price.

After the deal closes, BMI president and CEO Mike O’Neill and his leadership team will continue to run the organization, according to an announcement.

“Today marks an exciting new chapter for BMI that puts us in the best possible position to stay ahead of the evolving industry and ensure the long-term success of our music creators,” O’Neill said in a statement. “New Mountain is an ideal partner because they believe in our mission and understand that the key to success for our company lies in delivering value to our affiliates.”

It remains to be seen how BMI songwriters and publishers will react to the news, especially during the regulatory approval process. While the deal gives gives songwriter and publisher affiliates $100 million — believed to be less than one-10th of the total payment for BMI — they had previously been vocally opposed to BMI’s switch to a for-profit basis. Under that change, the organization announced it would distribute 85% of collections, as opposed to the 90% or so the PRO previously paid out in annual royalties.

Even as some were protesting the for-profit switch, behind the scenes publishing executives who opposed the business model change told Billboard it would be easier for them to swallow if BMI would continue to disclose its financials — something that it recently eliminated for its last fiscal year.

Meanwhile, New Mountain is emphasizing its plan to grow BMI — which will benefit all affiliates. As part of the agreement, New Mountain is reserving additional capital to fund growth investments and technology enhancement to help BMI’s long-term plan to maximize distributions for its affiliates and improve the service it provides to songwriters and publishers.

“BMI has been a trusted guide and champion of music creators from the beginning, and we are privileged to work with the company and its 1.4 million affiliates to build on that incredible legacy,” New Mountain managing director Pete Masucci said in a statement. “There are numerous growth opportunities ahead for BMI with significant potential to generate more value for the work of its songwriters, composers and publishers. We look forward to working together alongside Mike and his team to capitalize on those opportunities for the benefit of all BMI stakeholders.”

In emphasizing the buyer’s commitment to investment in next generation technology platforms, New Mountain director Mike Oshinsky said in a statement, “There is tremendous opportunity to modernize this critical part of music infrastructure and ensure that long term royalty collections for songwriters, composers and publishers continue to grow. With our support, BMI is ideally positioned to drive this transformation as the only PRO in the world to combine an open-door policy to all music creators with the innovation and commercial drive of a for-profit business.”

Goldman Sachs & Co. LLC served as financial advisor to BMI and Fried, Frank, Harris, Shriver & Jacobson LLP served as its legal advisor. Moelis & Company served as financial advisor to New Mountain, and Simpson Thacher & Bartlett, LLP served as its legal advisor. As part of New Mountain’s investment, CapitalG will also invest a passive minority stake in BMI.

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