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Attorneys for Hall & Oates members Daryl Hall and John Oates clashed in a Nashville courtroom Thursday during the first showdown in an increasingly bitter lawsuit between the longtime musical partners.
At a live hearing in Davidson County Chancery Court, a who’s-who of music litigators battled over whether Hall was entitled to an order extending an existing restraining order that’s been blocking Oates from selling his share of their joint venture to industry heavyweight Primary Wave.
Representing Hall was Christine Lepera of the law firm Mitchell Silberberg & Knupp, who argued that it would be “most efficient” to issue a court order putting the sale on ice until a private arbitrator can hear the case and decide whether Oates was legally allowed to sell his stake to Primary Wave.
Firing back for Oates was Derek Crownover from the firm Loeb & Loeb LLP, who said that no additional injunction was needed — that Hall was “not entitled to any relief at all” — and the dispute should simply be allowed to play out in arbitration. Crownover said that at most, the judge should extend the restraining order by only a few weeks.
At the end of the hearing, the judge overseeing the dispute, Chancellor Russell Perkins, said he would issue a ruling later on Thursday on whether he would extend the restraining order.
Hall & Oates pumped out six chart-topping singles and four chart-topping albums during the 1970s and 1980s, and continued to successfully tour as recently as last year. But in early November, Hall filed a private arbitration case against Oates, accusing him of violating their partnership agreement by attempting to sell his half to Primary Wave, a prominent music company that’s purchased catalogs and other IP linked to many iconic musicians in recent years.
Fearing the deal would close before the arbitration case was heard, Hall then filed the current lawsuit in Tennessee, seeking a court order to block the sale. The case was filed under seal, shrouding it in mystery and leading to days of speculation about why the beloved singers were suing each other. The judge overseeing the case quickly issued a temporary restraining order, blocking the Primary Wave sale from closing until Thursday’s hearing could be held.
The live hearing came just hours after Hall and Oates directly attacked each other for the first time in court filings.
In a sworn statement on Wednesday, Hall said he had been “blindsided” by the Primary Wave deal and called it the “ultimate partnership betrayal” by his former partner. “Respectfully, he must be stopped from this latest wrongdoing and his malicious conduct reined in once and for all,” Hall wrote of Oates.
Hours later, Oates said in his own declaration he was “tremendously disappointed” about that Hall would make such “inflammatory, outlandish, and inaccurate statements” about him. “I can only say that Daryl’s accusations that I breached our agreement, went ‘behind’ his back, ‘acted in bad faith,’ and the like, are not true,” Oates wrote.
During a show last month at Madison Square Garden, Stevie Nicks announced a surprise collaboration with an unlikely partner: Barbie.
The 75-year-old musician, who rose to rock icon status as a member of Fleetwood Mac and as a solo musician, told the sold-out crowd that a doll fashioned after her 27-year-old self would soon be released (she later announced the news on X). When the $55 doll was made available for pre-order hours later, it sold out almost instantly.
The tambourine-toting Stevie Nicks Barbie doll arrives to buyers on Friday (Nov. 10) as part of a limited-edition collaboration between Nicks, Barbie manufacturer Mattel and independent publisher Primary Wave. Primary Wave’s chief brand officer, Jeff Straughn, says that “all the stars aligned” for a project that’s also creating fresh opportunities for Nicks and the company.
In 2020, Primary Wave acquired a majority stake in Nicks’ publishing copyrights as well as her name and likeness (partnering with Kobalt on administration for the catalog). As part of the deal, Primary Wave represents Nicks in brand alliance and brand marketing opportunities and offers her access to its marketing, branding, Broadway, film/TV, digital strategy, licensing and synch teams. The Stevie Nicks Barbie is the first project developed under this partnership.
The company had already established a sparkling track record in such endeavors, telling Billboard last year that it had quadrupled the value of the Whitney Houston estate after assuming 50% ownership of the late icon’s assets in 2019. Other legendary clients include Smokey Robinson, portions of the estates of Prince and Bob Marley and the entire James Brown estate.
Primary Wave had already been in general discussions with Mattel about prospective collaborations when it signed the deal with Nicks. “Given that we have a lot of legendary and active artists, I felt like there had to be a match,” says Straughn. “We went into the conversation a little broader, but we also knew, through my conversations with Sheryl [Louis, Nicks’ longtime manager] that Barbie would be something Stevie is very interested in doing.”
“She doesn’t say yes to a lot of things,” Straughn continues, “but this isn’t about branding for her, this is a passion … and what we try to do a Primary Wave is go with organic opportunities that are authentic to the brand and audience.”
Nicks and her team worked directly with Mattel on the doll’s design. There were several iterations of the face and outfit, with the team ultimately styling it after Nicks’ iconic look from the cover of Fleetwood Mac’s 1977 classic, Rumours. Nicks even sent the actual outfit she wore on the album cover to Mattel for accuracy.
“Sheryl told me from the beginning that when Stevie gets involved, she’s hands-on, and she wasn’t lying,” says Straughn.
The doll is thus dressed in a black velvet dress with gauzy flowing sleeves. She sports a pendant necklace and a moody gaze that seems to ponder the players who only love you when they’re playing, with Nicks overseeing details “all the way down to the tambourine,” says Straughn.
Stevie Nicks Barbie
Excitement about the project was already high at Primary Wave during development, but the project was brought to a new level with the 2023 Barbie movie. The film — which was released in July and grossed $1.4 billion at the box office — fostered a renewed level of appeal and cultural relevancy for the Barbie brand, helping fuel enthusiasm around Nicks’ version of the doll.
While the doll was originally slated to come out closer to the 2023 holiday season, it was Nicks’ idea to move up the release date to capitalize on movie’s success, an opportunity Straughn calls “once in a lifetime” synergy.
The Barbie movie’s appeal also synchs with Nicks’ own broad fanbase. “Not many artists like Stevie, who’s 75, can hit multi-generations,” says Straughn. “There are seven-year-olds out there that love Stevie Nicks.” He says Mattel was aware of this broad appeal and “identified Stevie as something that would be interesting to them, based on their research.”
Mattel has previously transformed rock stars into toys with Barbie versions of Tina Turner, David Bowie, Gloria Estefan and Celia Cruz. Now, Straughn says other Primary Wave artists have approached him asking for their own doll. Although he says it’s not a project every artist can do, he does hint that other Primary Wave collaborations with Mattel may be forthcoming.
The doll — already selling for more than twice its sticker price on the secondary market — isn’t likely to generate vast revenue and wasn’t intended to. (Primary Wave is not able to disclose exactly how many dolls were manufactured, although Straughn estimates it was “tens of thousands.”)
“It wasn’t as much about a financial win as much as it was about marketing,” says Straughn. The real benefit is the buzz that’s lifting all parts of Nicks’ and Primary Wave’s businesses. Straughn reports that streams of Nicks’ music have gone up since the doll’s announcement, and that it has brought multiple queries about synching her work for campaigns.
“That impact is exactly why I lead this branding team,” says Straughn. “The message here is really that these projects open up other opportunities, music-wise.”
Stevie Nicks Barbie
Primary Wave Music has acquired Skillet‘s music publishing interests as well as their recorded music royalties across five of their critically acclaimed albums, released from 2003-2016, in a multi-million dollar deal. Some of their biggest hits include “Whispers in the Dark,” “Awake and Alive,” “Feel Invincible,” “Monster,” “Hero,” and “The Resistance.”
Big Yellow Dog Music has signed BSAMZ (Brandon Sammons) to its publishing roster. With more than a decade of experience as a co-writer with artists like Lady Gaga, Kygo, Bryce Vine, Adam Lambert, Culture Club, Sam Feldt and many more, BSAMZ is still continuing to write hits, most recently with K-Pop group Girls’ Generation’s “You Think” off of their No. 1 album Lion Heart.
Reservoir has signed singer, rapper, and songwriter Armani White to his first-ever global publishing deal. The agreement entails both the artists’ back catalog and future works, including his viral hit “BILLIE EILISH” which reached No. 58 on the Billboard Hot 100.
Peermusic has signed singer-songwriter Alejo to an exclusive worldwide publishing deal. The deal encompasses all of the Puerto Rican artist’s catalog, including his new album El Favorito de las Nenas, released on May 4. The deal also includes his hit songs “Pantysito” with Feid and Robi; “Un Viaje” alongside Karol G, Jotaerre and Moffa; “Volar” by Wisin, Chris Andrew ft. Los Legendarios; and “Estrella” with boy band CNCO.
Warner Chappell Music has signed a global publishing deal with Canada-based country act Josh Ross. Named a Spotify Hot Country Artist to Watch for 2023, Ross has been building his profile with key opening slots, supporting talent like Bailey Zimmerman Nickelback, Lee Brice, Chase Rice, Brantley Gilbert.
Wise Music Group has signed a deal with DJ and producer Ron Trent. With almost 30 years of experience in the dance/electronic space, Trent first became acclaimed as a DJ with the release of Altered States at age 15. Under his new project WARM, Trent is still continuing to release enduring electronic works.
Uber Eats’ commercial featuring Diddy, Montell Jordan, “The Fox (What Does the Fox Say?),” the guy who sings “What Is Love,” an oddly-timed haircut and two pineapples may be the first clue that Super Bowl ads are going lighter in 2023 — a pattern reflected in the music synchs for the big game.
After three years of the pandemic, Jordan’s 1995 smash “This Is How We Do It” and Kelis’ 2003 hit “Milkshake,” both Universal Music Publishing Group synchs used in the Uber Eats spot, represent a shift from apocalyptic and inspirational Super Bowl commercials and soundtracks starring old-timey crooners and string sections to familiar, upbeat hits and plentiful comedy.
“Humor remains the dominant theme this year,” says Tom Eaton, senior vp of music for advertising for UMPG, which represents the Jordan and Kelis tracks and suggested them to the brand’s music supervisors. “There have been a few sentimental commercials, but the vast majority have trended towards humor — and music can be such an important aspect of creating that mood.”
“I haven’t seen that heightened seriousness, which I think is a good thing,” adds Keith D’Arcy, senior vp of sync and creative services for Warner Chappell Music, whose synchs at this year’s Super Bowl include DMX‘s “What’s My Name,” for a Downy spot starring Danny McBride. “The country is in a good place where we’re more inclined to want to laugh and celebrate.”
That means lots of feel-good tracks, many of which were released in the ‘90s – from “What’s My Name” and “This is How We Do It” to a Clueless throwback ad for Rakuten starring Alicia Silverstone and Supergrass‘ 1995 U.K. hit “Alright.” The ’90s trend may have begun last year with Doja Cat‘s cover of Hole‘s “Celebrity Skin” for Taco Bell, says Rob Christensen, executive vp and head of global synch for Kobalt, whose lone synch this year is soul singer Lee Fields’ “Forever” for pet-food brand The Farmer’s Dog. “The ’90s are back,” he says. “That seems to be around pop culture everywhere right now.”
“It’s cyclical,” adds Scott Cresto, executive vp of synchronization and marketing for Reservoir Media, which has three synchs, including a Pringles spot with Meghan Trainor singing Tina Turner‘s “The Best.” “Most folks’ favorite music is from [ages] 13 to 30. They’re down the line in their careers and making the decisions and picking their favorite songs.”
Although not all final synch tallies for nationally televised spots were available at press time — publishing execs say permissions and requests for songs were unusually late this year, including a rush job that came in from an agency this past Monday — Sony Music Publishing (SMP) scored the most with 15, UMPG had seven, Warner Chappell Music had six or seven, BMG landed five, Primary Wave and Reservoir had three apiece and Kobalt had one.
Despite inflation, layoffs, high interest rates and sporadic recession talk, synch rates were stable this year, according to publishers. “It’s in line with past Super Bowl campaigns,” says Marty Silverstone, partner/senior vp creative/head of synch for Primary Wave, whose synchs include Missy Elliott‘s “We Run This” for Google Pixel. Adds Dan Rosenbaum, vp of licensing and advertising, for BMG, whose synchs include Supergrass’ “Alright” and co-writes for Turner’s “The Best” and Elliott’s “We Run This”: “Recognizability is so important in commercial usage. If that song is going to work for them, they’ll pay the price.”
Super Bowl LVII is the first since Kate Bush‘s “Running Up That Hill (A Deal with God)” landed on Stranger Things in May 2022, became a No. 1 hit and unexpectedly dominated the synch business. Do publishers believe the big game, for which 30-second ads cost a reported $7 million, will have a similar impact for their songs? Yes and no.
“That Kate Bush song wasn’t well-known and the show blew it up. On the Super Bowl, they play it a little more safe by using more tried-and-true hits,” says Brian Monaco, president/global chief marketing officer for SMP, which represents Len‘s “Steal My Sunshine” (for a Sam Adams spot), Sarah McLachlan‘s “Angel” (Busch) and Olivia Rodrigo‘s “Good 4 U” (Pepsi). “On a TV show, it’s a little easier, because the fees are lower. If it doesn’t work, you’re on to the next one.”
Despite SMP’s success at landing Super Bowl synchs this year, Monaco’s staff was unable to successfully pitch one key artist: Bruce Springsteen, who sold his music rights to the company for a reported $550 million in 2021. “It just didn’t fit,” he says, while noting that even for a superstar like Springsteen, getting a Super Bowl synch is a coveted career highlight: “Everyone’s hope — every writer, every artist — is the Super Bowl platform. We need more big events like this to get more music played.”
Some say imitation is the sincerest form of flattery, but according to a new lawsuit, singer Rick Astley disagrees.
Astley filed a lawsuit Thursday in Los Angeles court claiming that while Yung Gravy and his collaborators secured rights to re-record the melody and lyrics of some of his 1987 hit “Never Gonna Give You Up” for their track “Betty (Get Money),” they recorded it too close to the original and infringed on his “right of publicity” by “flagrantly impersonat[ing]” Astley’s voice.
Recreating the magic of older songs in new hits is not unique to “Betty (Get Money).” It’s common for artists to secure the rights to use the underlying musical work, like Gravy’s team did with “Never Gonna Give You Up,” and re-record portions of the song’s melody, lyrics and more for use in a new song, a process called “interpolation.” Sometimes, this ends up sounding incredibly similar sounding to the original recording, and other times, the team will put its own spin on the old track.
By opting for an interpolation rather than a true sample, teams avoid the tedious and costly process of securing the rights to the original recording as well, a separate right from that of the musical work. With interpolations, only the songwriters and publishers involved in writing the song have to approve of the new use of their song, not the singer. Interpolations also have the added bonus of providing producers with more flexibility and creativity. But now Astley’s lawsuit has music executives questioning if it could “open the floodgates” to litigation or at least tamp down the practice.
To the average listener, the “Betty (Get Money)” intro hinges on what sounds like a direct sample of “Never Gonna Give You Up.” But, as Gravy told Billboard months ago, he and his collaborators instead “basically remade the whole song,” in the studio. “[We] had a different singer and instruments, but it was all really close because it makes it easier legally,” he said.
Similarly, “I Like It” by Cardi B, Bad Bunny and J Balvin is widely believed to include a sample of of “I Like It Like That (A Mi Me Gusta Asi)” by Pete Rodriguez, but the iconic-sounding recording is also a dupe. In an interview with The Verge, the song’s engineer, Leslie Brathwaite, explained that, “a lot of people think that’s the actual sample, but it was actually replayed. Craig [Kallman, chairman of Atlantic Records and one of the track’s producers] hired people to replay every aspect of that sample, and it turned out to be like, 60 tracks worth of stuff… because they didn’t want to clear the sample.”
Nick “Popnick” Seeley, the producer who recreated Rick Astley’s voice for “Betty (Get Money),” told Billboard in a previous interview that he was also part of the replay process for “I Like It” by Cardi B, along with “Dirty Iyanna” by Youngboy Never Broke Again (which replays “Dirty Diana” by Michael Jackson). “I have a knack for vintage stuff… this is a really cool way for me to participate in what’s going on in pop music right now,” he said in the past interview. (Seeley is named alongside Gravy, fellow collaborators Dillon Francis and David “dwilly” Wilson, and Republic Records as defendants in the lawsuit. He declined Billboard’s request for comment.)
Danielle Middleton, senior director of producer/songwriter management firm Page 1 and former A&R at Sony Music Publishing, notes that sampling and interpolation is bigger than ever. “Nostalgia is huge right now,” she says. With songs like “First Class” by Jack Harlow (which features a sample of “Glamorous” by Fergie), “I’m Good (Blue)” by David Guetta and Bebe Rexha (which interpolates “Blue (Da Ba Dee)” by Eiffel 65, Gabry Ponte), “Big Energy” by Latto (which borrows from “Genius of Love” by Tom Tom Club, which is also featured in “Fantasy” by Mariah Carey) and more dominating the Hot 100 in recent years, many artists are looking to quickly jump onto the trend by flipping familiar tunes into something new.
Music attorney Todd Rubenstein wagers that most music creators have likely not considered there could be any legal risk in creating closely imitated interpolations. Producer Marc “Fresh2Def” Soto, half of duo ClickNPress and has worked with J. Cole, Queen Naija, and Alessia Cara, says music execs have often encouraged him to convert samples into interpolations. “A record label will be like, ‘Hey we can’t get the clearance for the sample, but we can get an interpolation, would you be able to replay XYZ thing?’ I’ve been through that on several records with different labels.”
While Soto explains it’s not unheard of for a producer to strive for an exact dupe, far more commonly, he says, producers will make small changes to create distinction. Soto also says an exact imitation is often nearly impossible, anyway. Without access to the same studios and equipment as the creators of a track made decades ago did, re-recordings usually sound different from the original track, even if the attempt was to imitate. It’s most common to hear imitations of guitar parts, drum loops and other instrumentals. Vocals are more rare.
One publishing executive, who spoke to Billboard on the condition of anonymity, says they feel switching out a sample for a close interpolation is not just used to speed up licensing and save money. It’s also incredibly common for “creative reasons,” allowing the producers to control the parameters and tone of each individual element of the song.
In a previous story with Billboard, Primary Wave, the company that owns the rights to “Never Gonna Give You Up” songwriter Pete Waterman’s catalog, explained that the creation of “Betty (Get Money)” was part of a strategy the company has been working on for the past few years. In hopes of boosting the popularity and earnings of their catalog, the team will encourage artists and producers to interpolate or sample from songs they hold some or all rights to.
So far, the technique has been quite successful for Primary Wave. In addition to “Betty (Get Money),” this strategy has produced songs like “Just Can’t Get Enough” by Channel Tres (which sampled Teddy Pendergrass’s “The More I Get The More I Want”), “Thought It Was” by Iann Dior and Machine Gun Kelly (which interpolated the melody of Semisonic’s “Closing Time”) and “What a Night” by Flo Rida (which borrowed from Frankie Valli’s “Oh What A Night”). Primary Wave was not named in this lawsuit.
According to the lawsuit, Astley’s lawyer claims the singer has been “looking to collaborate with another artist and/or producer to create something new with his voice from ‘Never Gonna Give You Up’,” but because of the “nearly indistinguishable” imitation of Astley in “Betty (Get Money),” his opportunities to do this have been “obliterated.”
While Milk & Honey founder Lucas Keller says the popularity of Yung Gravy’s tune with such a prominent interpolation of “Never Gonna Give You Up” may hinder opportunities for a major sample placement for Astley’s original tune in the short term, the other publishing executive adds that they believe the opposite is true long-term. “If you’d look at James Brown or Parliament Funkadelic or any number of people that are often sampled, I feel like statistically, the more your work is used, it means you’re more likely to get sampled again.”
As to the lawsuit, Keller, who manages a number of top producers, says it “could set creators back.” The publishing executive agrees, arguing the case could scare creators and hinder creativity in sampling, covering and interpolating.
Soto says this would not be the first time a lawsuit affected producers in recent years, citing the controversial Blurred Lines trial, which claimed the Hot 100-topping hit of that name by Robin Thicke, Pharrell Williams, and T.I. plagiarized the composition “Got To Give It Up” by Marvin Gaye because some felt it centered on similar feels of the two songs — perhaps widening what elements are protected under copyright law. The same lawyer who represented the Gaye family in that trial, Richard Busch, is representing Astley in his lawsuit. With this case, Soto adds, “We might get to a place where things start to feel like, ‘Why am I interpolating anyways when I might get sued?’”
Even if Astley and Gravy settle out of court, Rubenstein believes we’re likely “going to see other lawsuits off the back of this lawsuit” from artists who feel emboldened to fight imitations or similar-sounding interpolations of their voices in songs they were not a part of. He says, “I could see older artists that had this happen to them in the past realize, ‘Hey, I have the same claim.’”
Busch, Republic Records, Primary Wave, and Gravy did not respond to Billboard‘s request for comment.
Primary Wave has announced its acquisition of Robby Krieger and Ray Manzarek‘s rights as it pertains to their involvement with The Doors. This includes the guitarist and late keyboardists’ recorded music, publishing, trademarks and merchandise rights and income. Jim Morrison, the band’s lead singer, and John Densmore, its drummer, continue to own the remaining interests in the Doors’ rights.
One of the most influential and enduring rock acts of its time, The Doors formed in Los Angeles in 1965, fearlessly injecting everything from bossa nova, blues, jazz and more into their songwriting. Epic songs like “Light My Fire” (seven minutes) and “The End” (nearly 12 minutes) were proof of their boundary-pushing pursuits in popular music. Defined by Manzarek’s busy keys, “Light My Fire” became the band’s first Billboard Hot 100 No. 1 hit in 1967. From there, the group went on to mint 6 gold-certified records with Morrison at the helm.
Manzarek died in 2013 at age 74 after a battle with cancer. Morrison, known as the “Lizard King,” passed away in 1971 at only 27.
Songs like “Riders on the Storm,” “People Are Strange,” “Break on Through (To the Other Side)” and more are still considered some of the most inventive and lyrically-profound of their time. “The End” took on even more cultural significance more than a decade after its release as the opening soundtrack to Francis Ford Coppola’s Apocalypse Now (1979).
By the 1990s, the group’s legacy was cemented with their induction into the Rock & Roll Hall of Fame and memorialized in the Val Kilmer-starring biopic The Doors (1991).
As the new rights holder of Krieger and Manzarek’s interests in The Doors’ catalog, Primary Wave will work alongside Jeff Jampol, the band’s manager and founder of Jampol Artist Management, to help with the marketing, digital, licensing, sync for further empowering the band’s legacy.
“Ray and I spent a lot of time discussing the future of The Doors’ legacy, and how to handle things after he departed this plane,” says Dorothy Manzarek. “Our family has worked patiently to find the right partners to continue Ray’s lifelong efforts in protecting and promoting his art, and now we are happy to have finally come to an agreement with Primary Wave. Under the continued guidance of our manager, Jeff Jampol, Primary Wave will be the right partners in this endeavor to build future generations of new Doors fans.”
“The Doors are one of the most legendary rock bands of all time. We are looking forward to growing the legacies of Robby Krieger and Ray Manzarek,” says Larry Mestel, CEO and founder of Primary Wave Music. “We are also very happy to be working alongside such an industry icon as Jeff Jampol to tastefully grow opportunities for The Doors.”
John Branca, David Byrnes, and Kelly Vallon Ciccotti negotiated the deal on behalf of the sellers.
The Ledger is a weekly newsletter about the economics of the music business sent to Billboard Pro subscribers. An abbreviated version of the newsletter is published online.
This was a year without splashy public offerings, like Universal Music Group’s last year and Warner Music Group’s the year before. Some of the biggest rights acquisitions of all time — for Bob Dylan’s and Bruce Springsteen’s recordings and publishing, and David Bowie’s publishing took place in those years, too. And the time when the biggest companies in the business could acquire their rivals may be over for the time being as well.
Rising interest rates put a chill on the catalog acquisition market and brought down valuations, but there was no shortage of investors for a seemingly never-ending supply of creators willing to take advantage of the streaming boom to part with their catalogs. The list of deals that didn’t even make this list includes various rights for the music of The Ramones, Justin Timberlake, Keith Urban, Louis Prima, Swedish House Mafia, Future and Blake Shelton.
Only two of the last year’s top 10 deals — ranked by dollar amount — didn’t involve a catalog changing hands. One was a reverse merger that made French streaming company Deezer a publicly traded company, while he other was Spotify’s latest acquisition to further its goal of becoming a one-stop destination for audio.
Concord sells asset-backed securities ($1.8 billion)
This month, Concord priced the biggest music-related asset-backed securitization in history: $1.8 billion of senior notes backed by a diversified catalog of music publishing and recorded music rights valued at $4.1 billion. Apollo’s Capital Solutions business structured the transaction and formed an investor syndicate led by Apollo-managed funds. JP Morgan was the co-structuring agent. Music-backed securitization was made famous in 1997 with $55 million of asset-backed securities, commonly referred to as Bowie Bonds, supported by royalties from Bowie’s recorded music catalog. Concord’s offering was significantly larger and diverse than Bowie’s: The catalog behind Concord’s bonds includes compositions and recordings by Phil Collins, Creedence Clearwater Revival, Daft Punk, Miles Davis, Imagine Dragons, Pink Floyd, Cyndi Lauper, Little Richard and James Taylor.
Brookfield Asset Management Invests in Primary Wave ($1.7 billion)
The biggest music industry deal of the year by dollar amount was something of a surprise. The 100-year-old Canadian asset manager Brookfield’s decision to put $1.7 billion into Primary Wave, an active buyer of music rights for nearly 17 years, came during a lull in the market. Rising interest rates were making music rights a less attractive investment, headline-grabbing acquisitions had slowed since the Fed began hiking rates in March and possible changes to tax treatment of catalog sales in 2022 culminated a busy 2021. Brookfield wasn’t discouraged by market forces, though. The two companies spent six months hashing out a deal, Brookfield managing partner Angelo Rufino told Billboard. Brookfield was attracted to Primary Wave’s model of employing marketing and branding experts to build the value of its acquisitions. He called Primary Wave CEO Larry Mestel “the best I’ve ever seen at leveraging brand extensions to supercharge the growth of these assets.”
Kobalt sells majority interest to Francisco Partners ($750 million)
Kobalt has been selling off assets left and right in recent years. It sold its two investment funds that owned music assets — one went to Hipgnosis Song Management for $323 million in 2020, the other to KKR and Dundee Partners for $1.1 billion in 2021 (which resulted in the Chord Music Partners bond offering this year, see below) — and Sony Music purchased Kobalt’s independent distributor and label services provider, AWAL, as well as its neighboring rights business. These moves allowed Kobalt to pay off its debt and finish 2021 with $315 million in cash. This year, Kobalt sold a piece of itself when tech-focused investment firm Francisco Partners, along with Dundee Partners and Matt Pincus’ MUSIC, bought a majority stake in the company for $750 million.
KKR sells asset-backed security ($732.5 million)
The technical sounding Hi-Fi Music IP Issuer II L.P., Series 2022-1, was a bond offering by Chord Music Partners in February, backed by a music catalog valued at $1.13 billion. What the bond lacked in curb appeal it made up for in sheer dollar volume after raising $732.5 million for Chord Music Partners, a venture of KKR Credit Advisors and Dundee Partners. The music publishing catalog behind Hi-Fi Music offering — about 62,000 titles in all — was purchased from Kobalt three months earlier. The According to a report by ratings agency KBRA, the Hi-Fi offering is backed by over 65,000 compositions and master recordings and related assets and includes artists and songwriters such as The Weeknd, Maroon 5, Childish Gambino, Dua Lipa, Mumford & Sons and Stevie Nicks.
Concord acquires Genesis, Phil Collins and Mike + The Mechanics rights ($335 million to $375 million)
Phil Collins’ and Genesis’s The Last Domino tour, which concluded at London’s O2 Arena in March, was a reminder of how beloved the 71-year-old Collins remains 47 years after he took over vocal duties when original Genesis singer Peter Gabriel departed in 1975. In that warm afterglow, Concord acquired the recording catalogs and music publishing rights of Collins, as well as Tony Banks and Mike Rutherford for the years they were in Genesis and Mike + The Mechanics, for something in the range of $335 million to $375 million. (Former Genesis members Peter Gabriel and Steve Hackett did not participate in the deal.) Collins’ solo material, focused on a string of four multi-platinum albums from 1981 to 1989, has 403 million streams in the U.S. this year (through Dec. 8), according to Luminate. In addition, Collins’ catalog has nearly 311,000 airplay spins this year. The acquisition includes Collins’ signature solo hit “In The Air Tonight,” from the 1981 album Face Value, that counts for more than a quarter of his year-to-date on-demand streams, and “That’s All,” a No.6 hit on the Hot 100 from the 1983 album Genesis. “Everyone at Concord feels the weight of the cultural significance of this remarkable collection of works,” Concord president Bob Valentine said when the deal was announced.
Sting sells entire publishing catalog to Universal Music Group ($360 million)
Universal Music Group isn’t the most active buyer of music catalogs, but it makes a splash when it decides to pull the trigger. In 2020, it purchased Bob Dylan’s publishing catalog for an estimated $400 million. In February, UMG acquired Sting’s entire publishing catalog, including his compositions with The Police (Sting was the sole songwriter of the group’s most popular songs, such as “Roxanne,” “Every Breath You Take,” “Message in a Bottle,” “Every Little Thing She Does is Magic”) as well as his solo material (“Fields of Gold,” “Englishman in New York,” “Shape of My Heart,” “If You Love Somebody Set Them Free”). Because UMG already has the master recordings to both the Police and Sting’s solo releases, buying the publishing catalog brings both rights under one roof. That should facilitate licensing and enhance UMG’s ability to generate income from the catalog. Billboard believes Sting’s representatives were shopping the catalog with a $360 million price tag, making the deal the largest for a single artist in 2022. Across both the Police and Sting’s solo releases, the catalog generated 469 million on-demand streams in the U.S. in 2022 (through Dec. 8), according to Luminate.
HarbourView Equity Partners acquires SoundHouse ($325 million)
HarborView Equity Partners burst onto the music business scene in 2021, led by founder and CEO Sherrese Clark Soares, an alum of Morgan Stanley and Providence Equity Partners-backed Tempo Music, and $1 billion backing by Apollo Global Management. Among its initial deals were the publishing catalog of Latin star Luis Fonsi that includes a share of the global hit “Despascito,” the master recording income of country star Brad Paisley, the publishing catalog of country group Lady A and the publishing catalog of Dre & Vidal, the songwriting and production duo who has worked with Alicia Keys, Justin Bieber and Mary J. Blige. HarborView’s biggest-single acquisition is an unknown name with considerable star-power: SoundHouse, the owner of about 20 master recording catalogs and the assets of indie contemporary Christian label InPop. That gave HarborView the rights to some master recordings by the likes of Tech N9ne, Trey Songz, George Jones, Whiskey Myers and Tenth Avenue North. Billboard estimates the deal was worth about $325 million. SoundHouse’s 2021 income was said to be about $24 million.
Sony Music acquired Som Livre ($255 million)
Brazil’s largest domestic record label hit the market as its parent company, Grupo Globo, went through organization restructuring. Announced in 2021, Sony Music’s acquisition Som Livre was finalized in Feb. 2022 after Brazilian regulators said there would be “low market concentration and low barriers to entry” from the merger, despite Sony already having the top record label market share in Brazil and Som Livre being third behind Universal Music Brasil. Som Livre is home to more than 80 artists, including sertanejo act Jorge & Mateus, forró star Wesley Safadão and rising stars like Israel & Rodolffo. Domestic music accounts for 70% of total music consumption in Brazil, the world’s 11th largest recorded music market in 2021, according to the IFPI.
Sony Music acquired Bob Dylan’s recorded music catalog ($200 million)
Thirteen months after Universal Music Group acquired Bob Dylan’s songwriting catalog, Sony Music picked up the bard’s recorded music catalog. Sony has not disclosed the terms of the transaction, but Billboard estimates the catalog generates roughly $16 million per year globally and is worth $200 million or more. The catalog covers all of Dylan’s recordings — 39 studio albums and 16 compilations in the Bootleg series — as well as unreleased material that could be released on future collections. (Separately, Primary Wave acquired Dylan’s share of the master and neighboring rights royalties from the Traveling Wilburys supergroup.) It makes sense that Dylan’s recordings ended up with Sony. The artist spent almost his entire career at Columbia Records, save two albums, Planet Waves and Before the Flood, both released by David Geffen’s Asylum Records in 1974 but distributed by Sony for decades. Dylan’s catalog amassed 313.5 million on-demand streams in 2022 (through Dec. 8), according to Luminate, and provides Sony with ample opportunities for licensing for film, television and advertisements (Airbnb used his track “Shelter From The Storm” from 1975’s Blood on the Tracks in a television ad this year). He used his return to Columbia in 1974 to gain ownership of his recordings, according to Dylan: A Biography by Bob Spitz.
Universal Music Group acquires Neil Diamond Catalog ($145 million)
In February, Universal Music Group announced a deal to acquire Neil Diamond’s song and master recording catalogs, reuniting Diamond’s non-UMG work with music released through UMG’s MCA Records during the artist’s successful 1968 to 1972 streak. Diamond’s catalog includes “Sweet Caroline,” “Cracklin Rosie” and “Forever iIn Blue Jeans.” His songwriting catalog includes compositions for other artists that reached No. 1 on the Billboard Hot 100 chart: “I’m a Believer” by The Monkees (1966); “You Don’t Bring Me Flowers” by Barbra Streisand (1978, co-written with Alan and Marilyn Bergman); and “Red, Red Wine” by UB40 (1988). Additionally, the recording of “Girl, You’ll Be a Woman Soon” by Urge Overkill has an indelible place in pop culture for its use in Quentin Tarantino’s 1994 movie Pulp Fiction. The trove of material included 110 unreleased tracks, an unreleased album and archival video. The deal also includes the rights to release any future music by Diamond should he return to the studio. Billboard estimates the deal was worth about $145 million.
Deezer’s reverse merger with SPAC I2PO ($143 million)
Deezer was one of two music companies to go public in 2022 through a reverse merger with a special purpose acquisition company (SPAC) in April before the SPAC craze fizzled in the second half of the year. (The other was Anghami, an Abu Dhabi-based streaming service. A third, wholesale distribution giant Alliance Entertainment, plans to complete a reverse merger with Adara Acquisition Corp.) The reverse merger with French company I2PO, which traded on the Euronext Paris exchange, provided Deezer with 135 million euros and valued Deezer at 1.08 billion euros ($1.17 billion at the time). The money came through a PIPE (private investment in public equity) subscribed by most of Deezer’s existing shareholders, including Access Industries, Universal Music Group, Warner Music Group, French telecom company Orange, Kingdom Holdings, Eurazeo and Xavier Niel. After investors poured money into blank check companies in 2020 and 2021 in pursuit of companies to take public, SPAC deals are increasingly rare these days. Among the many SPACs to end their search and return funds to shareholders are Music Acquisition Corp, which raised $230 million in Feb. 2021, and Liberty Media’s $575 million Liberty Media Acquisition Corporation.
Spotify acquired audiobook distributor Findaway ($122 million)
Findaway was neither Spotify’s priciest acquisition — it paid more for podcast companies The Ringer and Gimlet and tech platforms Anchor and Megaphone — nor was it the splashiest deal the music streaming giant has made in its roughly 15-year history. But buying the Ohio-based audiobook distributor was a pivotal moment in the company’s years-long transition from a music platform to a broader audio platform. With its share price down 68.1% year to date and investors anxious for profits, Spotify is betting that being a single destination for all things audio is a better strategy than focusing solely on music. The more ways Spotify can keep people listening, the idea goes, the longer consumers will engage with the platform , which in turn will funnels more people from the free version to the subscription service. Plus, audiobook margins are about double what Spotify gets for licensing music. Audiobooks also fit neatly with Spotify’s ongoing battle with Apple over the latter’s 30% share of in-app purchases and subscription revenue. Spotify CEO Daniel Ek’s PR push in recent months has been aided — and overshadowed — by new Twitter CEO Elon Musk’s public takedown of Apple over the same in-app fees.
Primary Wave and the estate of James Brown are facing a new lawsuit that claims their $90 million catalog sale last year violated an agreement that the iconic singer had struck decades earlier with another company.
Announced in December, the sale saw Primary Wave scoop up a portion of Brown’s publishing rights, master royalty income and name/likeness rights from the singer’s estate – adding the “Soul Brother No. 1” to the likes of Whitney Houston and Prince in the company’s growing catalog.
But in a new lawsuit filed Tuesday (Nov. 15) in Manhattan federal court, David Pullman’s Pullman Group says the blockbuster sale represents a breach of a contract it struck with Brown way back in 1999 that guaranteed the company the right to broker any such deal in the future.
And Pullman says the breach was no small error: It’s demanding more than $11 million in damages from the Brown estate, and a whopping $125 million from Primary Wave.
“The Primary Wave transaction violated The Pullman Group’s exclusive rights under the exclusive engagement letter to arrange such asset sales for Brown and his estate,” Pullman’s lawyers wrote in their complaint.
In response to the allegations, a rep for the Brown estate told Billboard on Wednesday that the lawsuit “has no merit and the Estate and Trust intend to vigorously defend the action.” A rep for Primary Wave did not immediately return a request for comment.
Pullman is best known for creating so-called Bowie Bonds – a novel financial vehicle that offered investors the right to collect future royalties in return for a lump payment to an artist. He pioneered the arrangement with a $55 million deal with David Bowie in 1997, hence the name.
In the new lawsuit, Pullman Group says it created such a bond offering for Brown in 1999 to help the late singer deal with “financial difficulties,” which were spurred by his “spending habits and legal problems.” Under the terms of the deal, Brown received an up-front payment of $26 million in exchange for future royalties over a set period of time.
But crucially, Pullman’s lawsuit says the deal also guaranteed the company “exclusive rights to arrange all future refinancing or asset sales of Brown’s assets.” It says the that contractual sweetener was included because the deal was risky for Pullman and the company had already agreed to waive its normal up-front fees in Brown’s case.
But in December 2021, Pullman says it learned from media reports that Brown’s estate had reached a deal with Primary Wave. The agreement had been struck “secretly and behind The Pullman Group’s back,” and the estate had instead used a company called Shot Tower Capital to arrange the deal.
“By working for years in secret on the Primary Wave transaction, Primary Wave and Shot Tower Capital intentionally and maliciously interfered with The Pullman Group’s exclusive contractual rights,” the company’s lawyers wrote.
The lawsuit says Pullman would have been entitled to a 12.5% fee from any rights deal struck by Brown’s estate – meaning the estate owes the company $11.3 million from Primary Wave’s $90 million payment.
Pullman wants far steeper damages from Primary Wave and Shot Tower Capital. Accusing them of so-called tortious interference with a contract – meaning an outside party essentially induced someone to break their word – Pullman is seeking at least $125 million in damages from each company.
A rep for Shot Tower Capital did not immediately return a request for comment on the lawsuit’s accusations.
In a statement to Billboard, David Pullman said he and Brown had a “great mutually successful and beneficial relationship and friendship for years,” but that the current legal dispute had been caused by those running his estate.
Read the entire lawsuit here:
On the heels of their recent Billboard cover story, in which they detailed their acquisition of much of the Whitney Houston estate and catalog, Primary Wave Music has added to their collection of Whitney-related rights by acquiring an interest in much of the publishing catalog for Houston co-writers Boy Meets Girl. The duo, made up of Shannon Rubicam and George Merrill, played a hand in penning “I Wanna Dance With Somebody (Who Loves Me)” and “How Will I Know,” both of which hit No. 1 on the Billboard Hot 100.
Included in the deal are the writer’s share of royalties from the two Houston cuts, as well as the duo’s successful self-released songs, including “Oh Girl” and “Waiting for A Star to Fall.” Under the agreement, Merrill and Rubicam will have access to Primary Wave’s marketing and branding teams, along with the company’s publishing infrastructure that includes licensing and synch opportunities.
The timing of the acquisition comes just ahead of the Dec. 21 release of the Houston biopic I Wanna Dance with Somebody, a major part of Primary Wave’s campaign to revitalize the Houston catalog. The company purchased a 50% stake in the singer’s publishing, master recording revenue, name, likeness and brand for an estimated $14 million in May 2019 and has been working on efforts to introduce or remind the public of Houston’s venerable legacy ever since, including with two new photo books, Funko! Pop dolls, Whitney-themed Peloton classes, a perfume line, a MAC makeup collection and more.
Rubicam and Merrill have worked as musical partners since the mid-1980s when both were hired to perform at a wedding. They subsequently formed Boy Meets Girl and released their first album in 1985, featuring the song “Oh Girl.” Soon after, the duo kickstarted their songwriting career by penning two of Houston’s biggest hits, earning them Grammys for song of the year in the process. The duo continued to release their own music as well, achieving top 5 success on the Hot 100 with “Waiting for a Star to Fall” in 1988 (a song originally written for Houston). By the 1990s, however, the duo was more focused on writing for others than for themselves, working on songs for OTT and Girlthing, among others. Since then, they have returned to releasing their own work as Boy Meets Girl, including the albums Wonderground (2003) and Five (2021).
“We are so pleased to have placed our songs into the capable and creative hands of the team at Primary Wave. If ever there was a perfect home for our songs at this time, without a doubt this is it. We are excited and honored to be a part of the Primary Wave family and look forward to seeing what else we might cook up together,” says Merrill and Rubicam in a statement.
“When Shannon’s and George’s songs are played – anywhere around the world – people will sing along the minute they begin,” added Justin Shukat, president of publishing at Primary Wave Music. “It’s rare for songwriters to not only see that type of response, but to write #1 hits for both themselves and for other artists. That’s what makes the two of them true songwriting legends. Their catalog of songs fit right at home at Primary Wave, the home of legends.”
Overnight sensations are largely a myth in the music business, and Brookfield Asset Management’s surprise emergence in early October as one of the biggest players in the song-catalog investment and management market was no exception.
Angelo Rufino, the managing partner behind the company’s $2 billion investment in music publisher Primary Wave, says the deal “was a real creative endeavor that took many twists and turns over six months until we both said, ‘We’ve got it. This makes complete sense.’ ”
The 41-year-old East Fishkill, N.Y., native is referring to Primary Wave founder/CEO Larry Mestel, whose business model, he says, convinced Brookfield it was time to make its first foray into the music industry. “We found, after a very long search, the manager who really spoke to how we invest as a company. Larry doesn’t buy an asset, then sit back and say, ‘Well, streaming’s growing at 18% this year. I’m going to get my beta just participating alongside that industry growth.’ He’s got a massive team of branding experts, content experts to proactively drive growth.”
Rufino predicts that strategy will be crucial to future success. “As more money comes in and as things become more competitive,” he says, “we think the ability to grow and compound these assets with a value-added component will be the single differentiator between the winners and losers.”
Rufino and Mestel worked together to craft a three-pronged structure without outside help — unusual in today’s world where investment bankers are often relied-upon go-betweens. They set up a permanent capital vehicle, which they filled partly by buying out some of the investors in Primary Wave’s first and second funds. They rolled $700 million in assets from those funds into the new structure. Brookfield threw another $1 billion on top, and Creative Artists Agency (CAA) joined as a strategic partner and minority shareholder. The result: one of the biggest single funds aimed at catalog acquisitions in the music industry.
Angelo Ruffino’s desk plaque serves as a reminder “that contrarian thinking is required, as things tend to come full circle.”
Krista Schlueter
Rufino, who holds a seat on the company’s newly formed board, sees the music intellectual-property (IP) asset class eventually becoming a $100 billion market and Primary Wave doubling or even tripling in size — while generating returns exceeding 20% — through movies, gaming partnerships and international expansion.
“It just so happens that Brookfield is the largest private investor in Brazil — a country that has an enormous music culture,” Rufino says. “We’ve also made strong footholds in India as a company, and it’s a market we are interested in exploring with Primary Wave.”
That’s not all. Brookfield’s limited partners — clients on the side of Brookfield’s business that manages money for a fee — remain extremely interested in investing in artists’ rights, especially now that some of the frenzied buying of last year has calmed, Rufino says. “We believe music [IP] as an asset class is still in the very early innings.”
Brookfield’s investment in Primary Wave is its first in the music industry. What should people unfamiliar with your firm know about Brookfield and how it invests?
We are a 100-year-old asset manager that has its roots in a Canadian holding company. We always take a contrarian view to value investing. We want to own things that we view as the backbone of the global economy. We began as a company that owned and operated assets, as opposed to just invested in them from a financial perspective. We started in real estate [and] very quickly branched out into infrastructure, renewables, corporate private equity. We’ve ticked every box of the global ecosystem of asset classes while [building on] our heritage as owner-operator with the best of both worlds — permanent capital and third party-managed money.
Where does Primary Wave fit in Brookfield’s $750 billion portfolio of assets?
Our CEO, Bruce Flatt, wants us to own the backbone of the economy. With Primary Wave, we own the backbone of the music industry with a super-long tail and very stable cash flows. When you own Bob Marley, Whitney Houston, James Brown, these are brands. He’s the best I’ve ever seen at leveraging brand extensions to supercharge the growth of these assets. When we saw the catalogs, we said, “These are the types of assets we can own forever if we so choose.”
Who brought in CAA?
That was Larry’s relationship. He introduced us to [CAA president] Jim Burston, and it became very obvious very quickly that they would supercharge Larry’s core competency. There is an absolute grab for content at this point. Netflix, Hulu and 30 others need to keep us engaged. We are going to keep seeing these artists weave their way into our lives, and CAA has the relationships to help us do that across many entertainment venues while also providing intros to artists.
The Buddha statuette “was a gift from a friend and colleague to bring our team good luck and fortune,” says Rufino.
Krista Schlueter
The market for investing in song catalogs and other intellectual property has grown crowded over the last two years. What’s your outlook for this asset class?
I’d actually argue it’s not that crowded. Somewhere around $7 billion has been raised to go after this asset class, and we think the total addressable market is well in excess of $100 billion. We think there’s going to be a massive opportunity over the next three to four years to acquire these rights. The other thing is that the opportunity set will become much more nuanced. These are really emotional, sensitive transactions for artists, and Larry has emerged as somebody whom artists trust, and that’s important when you are selling something as incredibly important as your life’s work. We wanted to buttress that by saying, “What would be better than partnering with the best steward for my assets and a financial partner that understands this asset class and has an ability to hold the asset forever?”
Why do this deal now?
I was resigned to thinking we wouldn’t get something done in the space until we met Larry earlier this year. What we knew was that 2021 didn’t feel like a good time to do this type of transaction. 2021 was a year of madness in the markets — sky-high valuations across anything you could look at. Brookfield is patient and has the capital base and buy-in from our CEO and investors to wait until opportunities are ripe and fit our organization. So we continued studying the space, gaining conviction in the asset class and understanding that the macro environment would eventually present the opportunity to acquire these assets at a good value.
Do you expect to deploy additional capital beyond what was already committed?
If the business model plays out the way we expect, yes, this entity will just keep receiving capital from us.
As you look to scale Primary Wave, what other companies might make sense to buy?
There are many things we can look at. There are going to be things that touch future mediums of how music is disseminated. Maybe it’s channels of distribution that might make sense for us. Maybe it’s song-catalog managers — people who are doing what we’re doing but need assistance with the value-added component. It could be international opportunities where we are looking at companies that could help us fully brand some of these artists in areas outside of their home country.
What kind of return does Brookfield expect to earn?
We have a 20-year history of compounding at 20%-plus in our public top company. We think returns for this asset class can be at that level and for a very long duration.
Where do you see opportunities for growth?
There are so many ways to monetize music. Think about movies, video games. Music is going to be like the Marvel and DC comic catalogs. We started with Batman and Superman. Then Justice League and Wonder Woman and Black Panther. You think about Rocket Man, Bohemian Rhapsody, Elvis. Now Larry is bringing Whitney Houston to Hollywood. I look at our portfolio of musicians and say we’re going to have movies made on each of them. Prince, Whitney, Bob Marley.
The ability to scale streaming penetration globally is enormous, and the number of vectors that are going to occur with YouTube, TikTok, Peloton are not going to only drive music penetration and pricing, but growth in areas that we haven’t begun to realize.
Angelo Ruffino’s “Fugazi” bell is “a fun way to call out analysis, accounting or anything that doesn’t make sense as we review investment opportunities.”
Krista Schlueter
If there was one biopic you want Primary Wave to make, what would it be?
Prince. I’m a big Prince fan.
What other music do you like?
Classic rock. I love all things ’60s, ’70s and ’80s. I’m a massive Talking Heads fan. I’ve always been into music and sang a cappella at Skidmore College and for many years in New York, including in a group called The Invisible Men. We disbanded when we all started having kids. My two sons, who are 3 and 4, love Tom Petty. We don’t own that catalog. Larry’s going to have to buy it.
