How They Did It: ANA Report Details Widespread Agency Rebate Practices

Media-TransparencyMedia rebates and other nontransparent business practices by US agencies are pervasive, according to a long-awaited study from investigative firm K2 Intelligence that was released Tuesday.

The Association of National Advertisers (ANA) commissioned the study last year in light of mounting marketer concerns about undisclosed media agency revenues. Read the full report.

Of the 117 sources involved in media buying interviewed by researchers, 59 had direct experience with nontransparent business practices. Of those, 34 had direct experience with rebates.

“More of the issues have been coming out of digital,” said ANA President Bob Liodice, although out-of-home also has shown a lack of transparency. “Part of it is due to the transition in the way business is conducted and how fast things have changed.”

The ANA and K2 declined to identify individual companies in their report, and some agencies have loudly objected, saying the lack of company specifics will sow distrust across all agency-client relationships and create the perception of a larger problem than actually exists.

Publicis Groupe said in a statement the report is “causing serious damage to the reputation of the industry and endangering the most valuable component of the agency-advertiser relationship: trust.”

GroupM voiced similar concerns: “The report should not be allowed to tarnish the entire industry, nor every company in it. … GroupM does not seek nor accept rebates or hidden revenues in any form from media partners in the US. Nor do we accept service fees from vendors that are not disclosed to clients.”

The Nitty Gritty

The nontransparent business practices found by K2 come in many flavors, including rebates conveyed in the form of cash, free media, debt forgiveness and equity. Occasionally they are not paid directly to the agency for which the business was conducted, but through another agency or subsidiary of the same holding company.

Some of the practices mentioned have their roots in programmatic buying methods, ad tech and agency trading desks, though the scope extends into nondigital channels as well.

At their most straightforward, rebates are structured as cash paid to agencies by media suppliers as bonuses for high spending. But other structures have been employed as well, including consulting fees billed by agencies for offering overpriced services of little value. The size of these consulting fees is often tied to volume of spend, K2 found.

The report contained several specific rebate examples, detailing how agencies and their tech and media suppliers structure deals that provide agencies with benefits in noncash form.

K2 wrote that in one such instance, “a certain level of aggregate spend … triggered the award of a quantity of free media.” That level was in excess of $5 million, and the free media rebate amounted to 10% of that sum – or about $500,000. “The executive stated that he understood that the free media would be allocated to the clients whose spending generated it, though he did not know how it was ultimately apportioned.”

While rebates existed in all media channels, from out-of-home to TV to digital, the study singled out the programmatic trading desk as a particularly powerful vehicle for nontransparent agency practices.

In a well-documented practice, some agency trading desks make money by securing inventory at a price unknown even to the agency of record, then adding a markup when it passes it on to the client’s agency of record.

K2 found that with “principal transactions,” where the holding company acts as a media supplier, media markups range from 30% to 90%. One source declared some agency trading desks were mandated to generate margins in the 30% to 50% range.

The report also noted that agencies have made money from by repackaging outside ad tech. One K2 source described ad server markups of 200% to 250% that were not disclosed to clients. Another source mentioned that the agency would add bid-level markups to DSP transactions. In other cases, they marked up the entire DSP service.

Agencies also generate additional revenue through private marketplaces, according to K2. A C-level exec at an ad tech firm observed agencies pushing spend through private marketplaces that were overpriced, leading the source to suspect that “agencies are receiving incentives to utilize certain mid-tier media suppliers.”

When agency holding companies take equity positions in media suppliers or ad tech companies, that’s also cause for concern. In such situations, the two companies are able to strike mutually favorable rates, further encouraging media buyers to funnel spend through the preferred vendor and reducing price competitiveness among vendors.

While some of these equity stakes were disclosed, agencies also requested stock warrants – similar to stock options but which don’t require the same level of disclosure – from ad tech companies in exchange for what they euphemistically called “access,” a K2 source said.

K2 made clear that, in at least one case, rebate programs were conceived and formalized not by agencies but by the media supplier. This large supplier set up an incentive program to encourage agencies to direct more spend toward certain ad formats. The program was open to individual agencies, and the media seller that created it paid cash rebates for both overall spend and year-over-year growth.

An executive with this media supplier told K2 he believed rebates from his company were “absolutely” passing the benefits back to clients, but admitted he had no evidence.

The existence of this incentive program directly contradicts some statements by agency executives who have flatly denied the existence of rebates in the US. One holding company executive told K2 the difference between “rebate” and “discount” was a “semantics game.” This person said the agency is “ultimately making the same amount of money off of a client.”

The report’s sources often articulated the disconnect between clients and agencies in nonbusiness terms. Agencies carry a “moral responsibility of trust.” They owe advertisers “not only a legal, but an ethical duty.” But others disagreed, including one unnamed holding company CEO who said, “There’s nothing wrong with something if the contract agrees to it.”

Leading up to the announcement, many agency holding companies issued fierce denials. Some mentioned that their actions were always compliant to advertiser-agency contracts.

K2, however, did not investigate if actions were compliant with contracts or even legal. Indeed, it found that sometimes such nontransparent actions were compliant with an advertiser’s contract. Its goal was to bring such practices into the open.

The ANA wants to use the findings to address all marketer transparency concerns and create a “fully open, transparent environment,” Liodice said, adding that the change could be good for the digital players and the ad tech world too.

“If we are able to get more information out into the marketplace that allows different parts of the LUMAscape to be more transparent in what separates one versus the other, marketers will be able to select the best-in-class [solution].”

Zach Rodgers contributed.

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  1. “GroupM does not seek nor accept rebates or hidden revenues in any form from media partners in the US.”

    That is misleading and not the first time they have made such a claim. The study was not just about kickbacks. It was about nontransparent pricing, which is something that GroupM does widely practice but conveniently forgot to address in their press release responding to ANA Transparency report. Their 100% guaranteed viewability requirements placed on many digital media buys usually force vendors to provide some amount of free media. GroupM has proudly and publicly been a major proponent of this practice in other press releases, as recently as February.

    Because there is no possible way to ensure that every single ad delivered is measured as viewable, vendors are forced to markup prices, eat the costs of non-viewable impressions, or some combination thereof. This often means GroupM receives something of value for free from vendors. The actual value of this unpaid media does not get reported to GroupM or its clients. Regardless of execution or reasoning, it this is inherently nontransparent pricing.

    If GroupM is truly concerned about tarnishing the industry over nontransparent media practices, perhaps they should acknowledge pioneering them instead of bragging about not directly taking kickbacks. It is GroupM, and not the ANA or the report’s “objectivity,” that ultimately needs to be examined carefully.

  2. Brent

    It’s sad and ironic for Publicis to release a statement criticizing the report as damaging to trust when they created the situation. While I do not know with certainty what other companies did, I know that many of the allegations in the report are absolutely true when it comes to Publicis. The non-transparent markups on trading desk costs, the push by management to spend through AOD, the requirement to RFP Microsoft for every campaign in order to funnel money MSFT’s way to pay off the Razorfish acquisition, the equity stakes in start-ups in exchange for preferred vendor status, the mark-up on ad-serving with DFA, pay-to-play research initiatives for vendors…all true. It’s only sadder that the architects of many of these arrangements died, retired, took a supposed leave of absence, or have jumped ship to other companies. Those left behind will have to work to clean up the mess.

  3. Who cares? If a brand can’t log into a DSP and run their own campaigns, then they can expect to pay a ton to their agency. Also, this is not news to anyone that has ever worked in Advertising. It’s called an MSA, and it’s been going on for decades.