What to make of Cornerstone's $200 million acquisition of SumTotal, which was announced earlier this week? On the one hand, you can argue that it reflects ongoing disruption in the enterprise Learning and Development (L&D) sector, as vendors and their customers adapt to a more digitally connected style of on-demand learning and continuous skills development. On the other hand, maybe this is just an old-fashioned consolidation play sponsored by Cornerstone's private equity owners, Clearlake.
Commenting on the deal, HCM industry analyst Josh Bersin says it marks "a new era" arising from recent innovations in the Learning Management Systems (LMS) market, which SumTotal has failed to keep up with. He elaborates:
... the technology stack is old and the LMS market has moved on. Companies no longer really want their LMS to operate as an employee-facing system and new platforms like EdCast (also owned by Cornerstone), Degreed, and Microsoft Viva Learning are taking over.
He speculates that Cornerstone has decided to saddle itself with this aging technology to benefit from the recurring revenue of SumTotal's established client base. But that's not to write off Cornerstone's future prospects — he goes on to note he has "high hopes" for Cornerstone's recent acquisition of EdCast. It's a line of thought that bears some analysis. But first, it's worth teasing out some of Cornerstone's recent history for context.
Two years of change
The past couple of years have been busy for the vendor, with several M&A-related leadership changes. I last caught up with Cornerstone in November 2019 at its EMEA user conference in London. Even then, it had been making changes, bringing in a new AWS-based microservices architecture, introducing new products more in tune with emerging employee experience trends, and adapting its L&D offerings to support continuous learning delivered in digital formats and as micro content. Adam Miller, company founder and at the time still CEO, summed up the trends it sought to address:
We really need to be paying attention to the employee, we need to be paying attention to how the employee is feeling, how they are doing, what their experience is like — and ensure that they stay, and ensure that they keep learning.
A few months later, the $1.3 billion acquisition of longstanding L&D vendor Saba Software set the stage for the first change of leadership. Once the deal had closed, Miller became co-Chair and handed over the CEO reins to Saba's former CEO Phil Saunders. Perhaps it was only fair for Saunders to take ultimate responsibility for the mishmash of technology platforms Saba had brought into the Cornerstone fold. Here's Brian Sommer's commentary on the deal:
Saba bought Lumesse in 2018, Halogen in 2017 and Human Concepts long before that. CSOD is no stranger to acquisitions either. They acquired Sonar6 (a personal favorite of mine back then) about 8 years ago. Six years ago, they acquired Evolv and two years ago, they acquired Workpop and Grovo. The Saba acquisition is, in my estimation, considerably larger than any of these. CEO Miller indicated that Saba was into well into the integration of Lumesse and that prior acquisition integrations are done. CSOD has, I believe, integrated all of its prior acquisitions. But, integration doesn’t always mean that all products are on the same architecture and share a common data model.
Clearlake steps in
A year later, it all changed again. Private equity investor Clearlake Capital Group stepped in to take Cornerstone private in a $5.2 billion deal. In comments at the time, Sommer expressed his usual concerns for customer roadmaps during such changes in control, but noted that Cornerstone's increasing focus on L&D was timely, given the upsurge in employee churn in the wake of the pandemic, which has led to employers invest more in skill development. He told TechTarget:
It's a radically different economy right now, and it's getting torn by labor and supply chain issues. As long as there continues to be volatility in the workplace, learning and development will continue to be a hot area.
A few months after closing the acquisition, Clearlake began a clean sweep of key CxO roles, starting in January this year with the appointment of Himanshu Palsule as CEO, who had previously served as President of veteran ERP vendor Epicor. Saunders became an advisor to the board, following in the footsteps of his predecessor Miller. A month later, Cornerstone veteran Mark Goldin retired as CTO to be replaced by Srini Ogireddy, who had joined as EVP Engineering, Platform & Cloud following the acquisition of Saba. The same month, Chirag Shah stepped down after just a year as CFO to take up the same role at API connectivity business Kong. In April, his successor was named as Ryan Courson, who was previously CFO at Clearlake portfolio company Eagleview, and has a background in investment and asset management.
EdCast and SumTotal
Meanwhile, in March, Cornerstone announced the acquisition of EdCast, its first under Clearlake's ownership. EdCast is a leader in what analyst Bersin calls Learning eXperience Platforms (LXPs), which deliver employee-centric skills development within a consumer-style user experience. Rather than formal courses, content is designed to be easy to consume and is often created and uploaded by users for the benefit of colleagues. As an example of how it embeds learning content into daily workflow, this week EdCast announced a Zoom-native app that suggests relevant content within a live Zoom Meeting, for example during an onboarding session or team update.
Machine learning helps the LXP curate content and make personalized suggestions to users as to what content is relevant to their needs. According to Bersin, EdCast also has a highly advanced skills engine, which is a core technology for classifying and recognizing skills and related content.
Now Cornerstone is buying SumTotal which is a quite different type of acquisition than EdCast. Cloud-based learning solutions vendor Skillsoft had bought SumTotal from private equity investor Vista Equity Partners in 2014. It is now divesting "to sharpen our focus on accelerating growth in our core business of providing customers transformative learning experiences," the company says in a press statement. The conclusion is that SumTotal's traditional LMS, which generated approximately $120 million in revenue in its last fiscal year, is no longer relevant to that focus.
You can tell a lot about Clearlake's strategy for Cornerstone from its two very different acquisitions. Buying SumTotal is clearly a case of buying revenue — by my estimate, just about enough to take Cornerstone past the totemic $1 billion-a-year mark. It also brings expertise as well as customers in specific vertical markets.
Obviously there are technology headaches that come with this type of acquisition, but one of the reasons for taking a company private is to keep the financial impact of fixing those issues hidden from view until the job is done. Customers know they have to migrate to more modern platforms anyway, and being part of a company with the scale to achieve that should bring some comfort. So this is one part of the strategy — buying market reach and scale.
The EdCast acquisition reveals the other element of the strategy, which is modernization of the proposition. For several years now there's been an emerging trend of employees wanting more agency and control in managing their own skills development, and that's accelerated as a result of the pandemic experience — I'll be writing more about this soon as part of my Frictionless Enterprise series of articles. Organizations still need some of the transactional functionality of an LMS, but employees want to interact with skills development that caters to their interests rather than simply serving those of their employer. Their talent belongs to them, they don't want someone else managing it without them having a say. This is driving adoption of LXPs as the front end of L&D.
All of this requires a shift not only in the technology enterprises use, but also in the mindset and processes of their HR teams. In his previous role at Epicor, Cornerstone's new CEO has had recent experience of shepherding customers through similar changes. There's a balance to be struck between respecting where customers are at, along with giving clear direction for the path they need to follow. Cornerstone will have its work cut out making that happen, but its twin strategy at least puts the core elements in place.