• by Joe Mandese  @mp_joemandese, December 7, 2007

Like the medium it's helped TV viewers navigate for more than half a century, TV Guide - and it's parent Gemstar TV Guide International - are once again changing hands, as well strategic visions. An announcement early this morning that the TV listings and electronic programming guide company has been acquired by Macrovision, a major player in the increasingly important video asset management field, marks another chapter in the storied history of one of America's most recognized media properties. As such, the deal is an apt metaphor for the television business, which is poised to morph from a static, mass medium into an array of fluid, nonlinear digital video platforms that will put a premium on content navigation and asset management, which seems to be the core logic behind the merger of Macrovision and Gemstar-TV Guide.

The deal comes as others are racing forward with plans to create a new structure for both video navigation - or as online players describe it, search - and video asset management. On Wednesday, Nielsen Co. announced a deal with digital "watermarking" giant Digimarc to introduce a new video tracking service that Nielsen executives believe will help develop a market structure for monitoring, managing and monetizing video programming as it migrates from television to the Web and to a host of user-controlled and "distributed content" scenarios. Others have been circling around this space, including Medialink's Teletrax service, and executives familiar with the market say there are now at least 30 major players seeking to develop a digital asset management system for the burgeoning nonlinear video marketplace.

Gemstar-TV Guide's dominance in TV content navigation, meanwhile, has been eroding. While the company controls most of the key patents governing the interactive program guides that have become the basis for how viewers choose programs in most digital multichannel cable and satellite TV systems, there is a growing sense that digital television's so-called "500 channel universe" is rapidly morphing into an infinite channel video universe that can only be navigated via a search based mechanism, or via the kind of recommendation agents used by popular video file sharing sites such as YouTube, Veoh and NBC Universal's and News Corp.'s new Hulu portals. In fact, during a meeting this week at the Carat Digital Exchange in New York, executives of Gemstar-TV Guide previewed a new, "personalized" version of its interactive programming guide that looked more like a YouTube interface than the company's traditional grid-like screen.

The deal, a cash and stock transaction valued at $2.8 billion, also is the latest in an ongoing series of mergers and acquisitions of a property that began when Pennsylvania publishing visionary Walter Annenberg cobbled a lineup of local TV listings guides to launch TV Guide magazine in April, 1953, a title that quickly grew with the medium it covered to become one of America's highest circulation consumer magazines at a time when big circulation magazines were dominant in the advertising marketplace.

In the late 1980s, Annenberg's Triangle Publications sold TV Guide and certain other publications to Rupert Murdoch's News Corp. for what was then the highest price every paid for a consumer magazine.

In 1999, TV Guide was again sold to United Video Satellite Group, the parent of Prevue Networks, which was later purchased by Gemstar, the maker of the VCR Plus technology that was the basis of early electronic programming guides, which was also partly owned by News Corp. Prevue Channel was subsequently renamed the TV Guide Channel, and more recently, TV Guide Network.

Two years ago, the company reformatted the magazines trademark digest-sized design into a larger, full-size national magazine in recognition of the need to expand its programming grids to accommodate the torrent of channels, and electronic programming guides that were changing the way TV is navigated.

Macrovision's acquisition, which is subject to shareholder approval, already has gotten the tacit blessing of News Corp, which owns approximately 41% of Gemstar-TV Guide's common stock. Following completion of the deal, Gemstar-TV Guide CEO Rich Battista and CFO Bedi Singh will leave the company, which will be run by Macrovision's management team.

"Users today are demanding an open, easy to use and integrated set of capabilities that deliver on the promise of the digital home. This presents challenges to the content providers, distribution channels and device manufacturers as they struggle to quickly bring such offerings to market while preserving their unique value propositions," Fred Amoroso, CEO and president of Macrovision, said in today's announcement. "We are now in a position to accelerate our vision by providing an enhanced combination of capabilities in support of the entire value chain, which is designed to deliver a differentiated solution for consumers."

The core components of the merged company would include:

* Guidance Technology - leading interactive program guide (IPG) technologies, intellectual property and an extensive customer base including: consumer electronics manufacturers, cable, satellite and IPTV operators, and mobile and online service providers.

* Connected Services - tools and infrastructure for the delivery of content and related services directly to end users for the improvement of a home media environment both through enhancing the experience and providing content delivery. Current examples include MyTVGuide services (e.g., personalization, recommendations, ad serving, click stream analysis, notifications) and device registration. Future examples may include: video delivery service, Internet radio and music services.

* Data Services - a broad set of metadata describing television shows, music, movies, and video games, including editorial content, relationships/cross references (e.g., this song was in that movie, this singer also sang for that group). Data services also encompass images, clips, and samples.

* Connected Platform - technologies embedded into devices that enable interoperability with other media-aware devices, resulting in an open environment for secure distribution of digital media and content services, which support key open standards such as DLNA and UPnP.

* Content Protection - key technology and intellectual property for protecting analog and digital standard and high-definition video content.

* Consumer Sites - consumer facing websites providing users detailed and updated information on television, music, movie and games available.