Cornerstone Acquires Saba: A Market Leader Acquires A Pioneer

Today CornerstoneOnDemand announced plans to acquire Saba, cementing the consolidation of the enterprise learning management systems market. Together, the combined company would have total recurring revenue of around $818 Million in 2019, making the company a near billion-dollar recurring revenue company.

While this makes Cornerstone a force to be reckoned with, it represents the consolidation of a legacy, slow-growing part of the HR technology market and is primarily a financial move by both companies. I’ve been a big fan of Cornerstone for many years: this deal gives the company more cash and scale to grow.

Combined the company now has 75 million licensed users and approximately 7,000 customers.

The reality, however, is a bit messier.

Saba was a pioneering enterprise learning management company that lost its way in the mid-2000s, then expanded into talent management through their own engineering and the acquisition of Halogen Software (a successful Canadian mid-market performance management vendor), Lumesse (a European talent acquisition software company), and a number of other companies. (Historical articles here and here.) The company has its own content development team, and the company was working to rearchitect its products.

Cornerstone, in the meantime, became the number one provider of Learning Management Systems, and continued to innovate and grow. While Cornerstone’s core talent management market is under attack by many vendors, Cornerstone has continued to grow. So this is a deal where the market challenger out-executed the pioneer, and then swallowed them in the end.

What this really indicates, however, is something different. Cornerstone and Saba’s most important products are their enterprise learning management system (LMS) – a fundamental piece of enterprise software that all companies need. While the LMS market has been under attack by fast-growing new LXP vendors, this remains a bread and butter business that Cornerstone can further protect and grow.

All large companies need learning management systems.

Let’s briefly discuss this issue. All large companies need learning management systems for compliance training, regulatory compliance, and other business-critical programs. While they may consider these systems “legacy” in nature, they’re very complex, mature, and hard to replace. Workday and Oracle have tried to build enterprise LMS systems that compete, and each are still a work in process.

On the other hand, this turns Cornerstone into an “Oracle-like” company with lots of product lines to manage. Cornerstone’s competitive advantage for many years was its integrated product line and specialization in learning and talent (not payroll or core HR). The company maintains this focus but is now a multi code-line software company that has to rationalize financial growth with cash flow. There are now overlapping product lines to think about, and this will take time to sort out.

As a financial play, this brings Cornerstone close to the “rule of 40” (sum of growth and profitability should achieve 40). Saba was quite profitable (over 32% operating margins), and through the consolidation of product lines, this incremental profit will dramatically help Cornerstone increase its profit, which now has a 22% operating margin. The hard work is figuring out what to get rid of.

As in any acquisition, the company has some “technology debt.” The HR tech market is rapidly shifting to new “experience-based” systems, a shift that Saba was trying to make. Cornerstone how has quite a few platforms to evolve:  Cornerstone’s existing products, the Saba legacy platform, the Halogen platform, and the Lumesse platform. Each of these are different technology stacks, and while the company is working to rearchitect them, my guess is that these products may never go away. Just as Oracle has successfully maintained many legacy software acquisitions, now Cornerstone must do the same.

But the upside is that Cornerstone nearly doubles its product development team, and the engineers can focus on new features in Cornerstone. The stated migration path will be “from Saba to Cornerstone” over time, and this makes Cornerstone’s story clear and easy to sell. And given the vast number of new talent management features customers want, Cornerstone now has one of the largest “talent software” engineering teams in the market.

On the positive side, let me cite five important points:

First, Cornerstone has more horsepower for innovation. Now combining the new engineering teams, the company’s R&D organization is almost twice the size and can focus on new areas of talent management (ie. talent marketplace, skills cloud, AI) that will lead the market in the future. This makes CSOD’s product team one of the largest in the market.

Second, Cornerstone picks up Phil Saunders, the CEO of Saba. Phil is a very successful operational executive, and as COO he gives Cornerstone more management depth to grow.

Third, Cornerstone has other innovations coming. Through the acquisition of Clustree last year, the company has one of the industry’s more advanced AI-based “skills cloud” systems. Adam Miller mentioned a new product called Cornerstone Skills, which I’ve seen in development. While not formally announced, this product has the potential to disrupt the LXP market. And Cornerstone Content Anytime is growing fast: this gives the company thousands of new opportunities to sell content.

Fourth, Cornerstone is rapidly figuring out the content market. This marketplace, which includes over $20 billion in various forms of corporate training content, is an area which Cornerstone is starting to understand. Cornerstone is already generating tens of millions of dollars a year of revenue from content, and the addition of Saba gives Cornerstone more resources and content to grow.

Fifth, Cornerstone has even more staying power in the HCM market. Finally, and perhaps the biggest positive of all, this gives Cornerstone an additional 1,000+ enterprise-class customers, many of which are using Workday, Oracle, or SAP. These are not only possible clients for Cornerstone Content Anytime and other products, they are also a hedge against ERP solutions.

Consider the enterprise learning market. While Oracle, Workday, and SAP have solutions, Workday’s learning management system is immature, and products from Oracle and SAP are not always competitive to Cornerstone. (None of these vendors sells an LXP either.) The new Saba customer base includes some of the world’s largest companies (Deloitte, for example), which now become new sources of revenue. 

Bottom line: I believe the management team at Cornerstone will execute this well.

While this makes the company more complex, Cornerstone now has many new “dials” to turn. The company can find many economies of scale, reduce duplicative operations, and generate even higher cash flow as an operating software company.