Adtech firms Rubicon Project and Telaria explain how their planned merger will help them take on Google in the race for connected TV advertising

• Publicly traded adtech firms Rubicon Project and Telaria are merging in a stock-for-stock deal that is expected to close during the first half of 2020.
• The move is the latest in a string of adtech consolidations, and executives said the combined company wants to become the biggest publisher-facing firm, particularly as more ad budgets move from TV to connected TV.
• Rubicon Project's CEO Michael Barrett, who is expected to become CEO of the combined company, said the merger wasn't a desperation move like other adtech companies have done.
• He said the plan was become the best publisher platform for monetization.
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In the latest example of ongoing consolidation in the adtech industry, public firms Telaria and Rubicon Project are combining in a stock-for-stock deal.

The two companies announced December 19 they intended to merge to become a bigger company to compete head-on with Google. Both companies help publishers manage and sell programmatic advertising, with Telaria focused on the growth of connected TV advertising. As of September 30, Telaria and Rubicon Project had a combined year-over-year revenue of $217 million.

The merger is expected to close in the first half of 2020 and will have an exchange ratio of 1.082 shares of Rubicon common stock to Telaria common stock. Rubicon Project CEO Michael Barrett is expected to become CEO of the combined company while Telaria CEO Mark Zagorski is expected to become president and COO. The combined company will have about 600 employees.

In an interview, Barrett and Zagorski said that the goal was to create the biggest adtech firm for OTT publishers, similar to The Trade Desk's dominance with advertisers on the buy side of the industry. While Google dominates in display advertising, the companies believe that there's a big opportunity for adtech firms to beat Google in grabbing ad dollars that are moving from TV to OTT.

"On the sell side, you've seen lots of fragmentation," Zagorski said. "This is an opportunity to create something unique and broad enough that it makes the rest of the space somewhat irrelevant."

The executives said that the companies would be able to pool resources like infrastructure costs that often are expensive for adtech companies; and provide publisher clients with more services.

The executives wouldn't comment further on plans for the combined company because the deal is still pending.

Adtech companies have been consolidating

The merger comes as the adtech industry continues to consolidate. This week, Digiday reported that adtech firm Eyeview is shutting down. IgnitionOne also recently sold off its business to Zeta Global and Publicis Media. Nanigans and Sizmek were two other adtech casualties this year.

Barrett said that the merger is different from other adtech consolidation because both companies are focused on solving the same problem, and publishers and buyers want to simplify the number of companies that they work with.

"There's not a lot of folks who look like us," he said. "You may see desperation moves post this, but don't confuse that with this. Our bet is to go a mile deep on what we do well, and that's to work with publishers and be their best platform possible for monetization."

Both Zagorski and Barrett became CEO in 2017 as both companies were going through challenges and facing a difficult public market for adtech companies.

"[The merger] has conceptually been a long time in the making, but the market factors that were advantageous for us started coming to bear at the end of this year," Zagorski said.