Online Company Investors Root for Flower Spinoff

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Online Company Investors Root for Flower Spinoff
Mark Goldston

Some shareholders of United Online Inc., eager to capitalize on the solid performance of its flower business, long chafed as the share price was dragged down by its social network and Internet access services.

Last week, those investors got relief: The Woodland Hills company announced that its board has given preliminary approval to a plan to spin off FTD – the flower business it acquired four years ago – into a separately traded public company. The board also voted to evaluate the potential spinoff or sale of its other businesses.

“We’re trying to unlock shareholder value,” Chief Executive Mark Goldston told the Business Journal. “We want to have a more clear message for shareholders from each of our businesses.”

Investors reacted by snapping up United Online shares. On the first full day of trading after the Aug. 1 announcement, the share price rose 24 percent to $5.20, its highest level since February. And at least two analysts upgraded their ratings to “buy.”

Under the proposed spinoff, FTD would include the operations of the FTD and Interflora brands, which include a network of about 40,000 floral shops worldwide that deliver flowers and other gifts ordered online. United Online would continue separately as the operator of the company’s other businesses, including the Classmates and Memory Lane school alumni social networking sites and its legacy NetZero and Juno Internet access services.

The plan would likely include a redistribution of shares that the company hopes will be tax free for investors. The redistribution would reward an investor who owned 1 percent of United Online with 1 percent of the new FTD company. The investor would retain 1 percent of United Online.

The spinoff is pending approval by the board, the Securities and Exchange Commission and the Internal Revenue Service. That process could take up to nine months. Goldston told analysts Aug. 1 that he hoped the spinoff would take effect at the beginning of next year.

For United Online, last week’s announcement represents a reversal in strategy from four years ago. At that time, the company was looking to diversify because its original dial-up Internet service, NetZero, was looking increasingly obsolete. NetZero had been a pioneer in Internet service, initially offering free web access, then keeping costs lower than the competition. But as broadband service spread about a decade ago, NetZero got left behind.

“People implored us to diversify the company,” Goldston said. “So we did. We purchased Classmates.com and several other companies, including FTD. We became an Internet services conglomerate.”

But after the market crash of 2008, Goldston said investors decided that simple, clear messaging of a brand or service was key and it was no longer desirable to have one company offering several disparate services. “Investors started telling us that it was hard to figure out which of our companies they wanted to follow,” he said.

When all of a conglomerate’s businesses are doing well, that’s a relatively minor problem. But in the case of United Online, the prospects of various business segments started diverging. Anil Gupta, analyst with Imperial Capital LLC in Los Angeles who upgraded the company last week, said that’s why investors were growing impatient.

“In the last couple years, the flower segment has definitely turned into the strong performer, while the social networking and Internet access businesses have definitely lagged,” Gupta said.

After acquiring FTD four years ago, United Online launched a rebranding campaign for the florist network that resulted in larger numbers of transactions and higher average dollar values for each transaction.

Meanwhile, the profitability of Classmates.com and other social networking sites that United Online acquired went down as subscriber growth slowed and efforts to get existing subscribers to spend more money did not pan out as expected. In the hopes of revitalizing that segment, United Online recently purchased SchoolFeed, one of the top 25 applications on Facebook.com with nearly 20 million registered members.

On the Internet access side, United Online’s once-substantial market share continued to dwindle as broadband access became the norm and dial-up was largely relegated to underserved communities mostly in rural areas.

In the second quarter, United Online launched a 4G Internet access service for mobile devices. The aim, Goldston said, is to do for 4G wireless access what NetZero did for dial-up Internet: bring a low-cost alternative to the pricey plans being peddled by the major telecom companies.

Gupta said it’s still too early to judge whether this will be the key to saving United Online’s Internet access service from oblivion.

Meanwhile, United Online last week said that spinning off FTD is only the first part of a broad strategic review. The company has hired L.A. investment bank Moelis & Co. to explore options for its remaining businesses, including what to do with dozens of patents.

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Howard Fine
Howard Fine is a 23-year veteran of the Los Angeles Business Journal. He covers stories pertaining to healthcare, biomedicine, energy, engineering, construction, and infrastructure. He has won several awards, including Best Body of Work for a single reporter from the Alliance of Area Business Publishers and Distinguished Journalist of the Year from the Society of Professional Journalists.

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