The Future of Music Catalog Deals: Trends Shaping Opportunities for Buyers and Sellers

Following his panel on music catalog deals at the LA IP/Entertainment Conference, Derek Crownover, vice chair of the firm’s Music Industry group, shares his insider perspective on the evolving music catalog market and how it is impacting valuation, deal structures and risk allocation across the entertainment industry. With more buyers, greater competition and emerging issues around rights clarity and artificial intelligence (AI), his insights offer a practical look at what is driving today’s deals and what to watch for next. Read on for key takeaways shaping the future of music catalog transactions.

Tell us about your practice and the types of entertainment matters that you generally handle.

I advise sports, entertainment and intellectual property-driven businesses, executives, and creators on protecting, monetizing and growing their assets, with a focus on high-value transactions, catalog sales, financings and strategic deals. Over the past decade, I have closed more than $1 billion in master and publishing catalog transactions and regularly counsel artists, athletes, labels, investors and private equity firms on complex commercial and licensing matters.

What recent developments are shaping today’s music catalog deal environment the most?

There are many more buyers in the marketplace today and they bring a wide range of approaches. Some are highly disciplined, while others are focused on acquiring deals to build portfolios of assets that are not correlated to the financial markets. Some buyers concentrate on legacy-only catalogs, others target newer songwriter catalogs with go-forward songwriting arrangements attached, and some acquire catalogs with the intention of moving them to new administration partners.

The key point is that there is far more competition and diversity among buyers than there was 20 years ago—and even three years ago. That growth alone has helped keep music catalog values elevated overall. More competition means more offers, and historically, exiting a catalog investment was far more difficult. A seller once had to find the right buyer among perhaps 10 active participants in the market. Today, there are well over 100 fairly established buyers, with many more emerging, and sellers have clearer and faster paths to liquidity. The market is likely to continue growing due to these factors, as long as the industry preserves the integrity of this relatively new ecosystem and maintains confidence in accurate reporting and reliable payments as these assets continue to change hands.

As catalogs prepare to go to market, which legal considerations most directly influence valuation and deal readiness?

The most critical legal consideration is clearly defining the precise scope of rights being sold. Music rights are a complex bundle that may include compositions, master recordings, derivative versions, radio edits, remixes and historical formats. Buyers need a clear, verified summary of exactly which assets are included—whether a single master, multiple versions or associated derivatives—and which rights are excluded. This clarity must be supported by the underlying contracts and legal chain of title, including any restrictions, reversions, encumbrances or shared ownership interests. Accurately defining and validating ownership of the rights being transferred is essential to establishing valuation and deal readiness.

Data integrity is another major driver of readiness. The contents of the data room must align precisely with the royalty streams associated with the assets being sold. This includes matching airplay, synchronization, streaming and download royalties to the specific rights in scope. Any royalty statements or revenue sources that relate to assets not included in the transaction must be excluded from the data room to avoid inflating performance metrics or creating post-close disputes.

Operational readiness also affects valuation. Sellers must factor in the time and complexity required to transition administrators and collection agents across global territories. Delays in switching rights administration can disrupt cash flow and affect the buyer’s integration timeline, which in turn influences pricing and deal structure.

Looking ahead, how do you expect deal structures and risk allocation to evolve as the catalog market continues to mature?

Deal structures themselves are likely to remain largely consistent, but risk allocation terms will continue to evolve and become more heavily negotiated. In particular, indemnification provisions are expected to grow more precise as buyers seek protection against legacy infringement claims and historical liabilities, while sellers push for clearer time limits and financial caps on post-closing exposure. This will result in more-defined survival periods, monetary thresholds and sunset provisions that balance long-term risk with commercial practicality.

AI will be a central driver of change, as parties seek clarity around the right to license catalogs for AI development and the associated risk of future claims. Transaction documents will increasingly include AI-specific language, royalty allocation frameworks and reserved rights that may affect valuation. Overall, transactions will trend toward more-sophisticated risk-sharing mechanisms without fundamentally altering deal structures, creating a more mature and standardized market.