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BuzzFeed will go public via SPAC deal and is buying Complex for $300 million

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Digital media used to be exciting — a story about flashy new upstarts and paradigms displacing the old guard. Then reality hit. The old guys stuck around, a lot of the newcomers got a lot quieter, and in some cases, they basically imploded.

Now digital media is kind of boring. And that’s good.

That, in a couple sentences, is the story of BuzzFeed, which is now set to go public — 15 years after founder Jonah Peretti started it as a side project to his day job at the Huffington Post, and about five years after the last digital media hype cycle peaked.

Back in 2016, at its buzziest, BuzzFeed convinced investors it was worth at least $1.7 billion dollars. Now it thinks it is worth $1.2 billion, and will be worth $1.5 billion after it buys Complex, the digital media publisher/video company/events business, for $300 million as part of its move to go public. The company also plans to add $150 million in debt to its books to make the deal happen.

“There was a period of exuberance and hype around digital media, and that hype cycle allowed a lot of capital to flow into the space,” Peretti said in an interview. “And then there was a period where there was a lot more skepticism, and a demand to build a real business. And now we’ve built a real business.”

The business Peretti built is still modest compared to older media companies, and tiny compared to the Google-Facebook duopoly that controls digital advertising: Combined, BuzzFeed and Complex generated $421 million in revenue last year, which is a drop from the $425 million it made the year before. BuzzFeed says the two companies made $17 million in profit last year — if you agree to measure profit differently than a traditional accountant would.

But BuzzFeed is betting that the combined companies will still be able to grow at a 25 percent clip for the next few years, and hit more than $1 billion in revenue by the end of 2024. That company will still be competing with Facebook and Google for digital ads, but Peretti and his bankers project that a third of the company’s revenue will come from selling stuff to consumers — either directly, via deals like BuzzFeed-branded cooking gear at Walmart — or by getting paid to send BuzzFeed readers to retailers like Amazon.

BuzzFeed looks like it will be the first big digital publisher to go public via a SPAC, where it is essentially merging with a “blank check” shell company that’s built specifically for the purpose of taking a private company public.

The mechanics of a SPAC aren’t terribly important for the average BuzzFeed reader, advertiser, or employee, though BuzzFeed competitors I’ve talked to are raising an eyebrow at the fact that BuzzFeed is taking on debt in the transaction instead of selling a chunk of equity to an investor. (More inside baseball: Competitors snipe that Verizon and Hearst, the companies that own Complex, are taking most of the sale price in cash instead of equity in the new company; on the other hand, Hearst already owns a piece of BuzzFeed, via an investment it made early in the company’s history, and Verizon got a piece of BuzzFeed last year when it handed HuffPost back to Peretti, who had co-founded the company.)

What will be more important to the Vices and Vox Medias of the world is what public investors think of BuzzFeed when its shares start trading, since they are all looking at a similar path.

That’s because they have to: A few years ago, it seemed like the digital upstarts were built to be sold to big media companies. At various points, Disney was interested in buying BuzzFeed and Vice, and Comcast invested hundreds of millions in both BuzzFeed and Vox. But Disney and Comcast are now focused on competing with Netflix and don’t have any interest in digital publishing companies struggling to compete with Facebook. So now digital media companies need to figure out how to become grown-up, public companies themselves.

Peretti has already learned one trick from the successful media and tech companies he’s competing with: How to go public without losing control of your company. Peretti says BuzzFeed will be a “dual-class” company, which means it will have two sets of shares — one for the general public to buy, and one for insiders, like Peretti, which come with extra voting power. Peretti says that when the deal closes near the end of this year, he’ll retain the majority of voting shares in BuzzFeed, giving him final say over the company’s direction. Very grown-up.

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