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Microsoft Withdraws Yahoo Takeover Offer

Posted by timothy on Sat May 03, 2008 09:08 PM
from the brinksmanship-in-the-pac-no-west dept.
mksmac writes "According to the KOMO TV Website, Microsoft has withdrawn its bid for Yahoo after presenting them with an increased offer that was subsequently declined by Yahoo. Frankly, this seems like a smarter decision on Microsoft's part, but I'd like to hear how other people feel about the deal. Should Microsoft have walked away, pressured Yahoo via a hostile takeover or sweetened the pot until Yahoo gave in?" For those who prefer it, the NYT also has coverage, and the story is also at news.com, among many others. I like the Beeb's version as well. And for the Microsoft-centric explanation of why the courtship is over, see Steve Balmer's letter to Jerry Yang.

Related Stories

[+] Technology: Microsoft Offered $40 a Share For Yahoo 301 comments
fistfullast33l writes "Bloomberg is reporting that a recently unsealed court case by shareholders against Yahoo reveals that Microsoft offered $40 a share for the Internet search company in January 2007 and Yahoo turned it down. We've extensively discussed Microsoft's bid for Yahoo earlier this year for $33 a share, which was rebuffed. Investor Carl Icahn has launched a proxy fight against Yahoo over the spurning of the Microsoft deal." CWmike notes Computerworld's coverage of the revelations: "The complaint places much of the blame on [Yahoo CEO Jerry] Yang, describing him as someone with a 'well-known' antipathy toward Microsoft who acted out of a personal interest to keep Yahoo independent. Something wrong with that? Oh, yeah... public company."
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  • My question is... (Score:5, Interesting)

    by kithrup (778358) on Saturday May 03, @09:10PM (#23287842)

    This doesn't seem to have been a particularly well-handled, or deeply-sincere, attempt by Microsoft... so what were they really doing?

    This is a sincere question; I've seen a lot of acquisitions (and even hostile takeovers) happen, and this seemed lacking in many ways. Maybe I've missed some of the machinations; maybe not.

    • Re:My question is... (Score:5, Informative)

      by j0nb0y (107699) <jonboy300@NOsPAm.yahoo.com> on Saturday May 03, @09:20PM (#23287916) Homepage
      Where did you get that idea?

      The general consensus on the street seemed to be that Microsoft was offering *too much* money... which is why Microsoft stock dropped when the offer was first announced...

      I'm not a big fan of Microsoft, but it really looked to me like they wanted Yahoo. It was Yahoo's executives who didn't want the deal to go through.

      Maybe I just watch too much CNBC.
      • by smitty_one_each (243267) * on Saturday May 03, @09:37PM (#23288048) Homepage Journal

        which is why Microsoft stock dropped when the offer was first announced...
        Very Interesting Statement That Almost
        Ventured Into Suspicious Territory And
        Vital, Insightful Stock Threat Analysis.
      • Re:My question is... (Score:5, Interesting)

        by CodeBuster (516420) on Saturday May 03, @10:36PM (#23288310)
        It wasn't just the Yahoo executives who weren't interested in the deal. There was no way that Microsoft could win a proxy fight for Yahoo at anything approaching a reasonable price. The founders and various other individuals (including the board) owned about 34% or so of the outstanding shares and there was at least 25% more owned by individual investors (who rarely bother to vote in proxy fights which means that the board would get to vote those shares too). So the board and the individuals opposing Microsoft controlled at least 60% or so of the outstanding shares, making any hostile takeover direct shareholder tender offer a non-starter (unless Microsoft offered an insane price which they obviously weren't going to do). Microsoft did the only thing that they could do, they made the prudent decision and walked away.
    • by NMerriam (15122) <NMerriam@artboy.org> on Saturday May 03, @09:34PM (#23288024) Homepage
      I think the deal was sincere, that basically MS was genuinely trying to buy Yahoo as a way to get a lot more presence online and try to slow down Google. I suspect they believed most Yahoo execs and stockholders would have been excited at the prospect of getting so much money, and never anticipated Jerry Yang really being able to get so much of the board to think it was a bad idea.

      Without an alternate reality time machine, we'll never know if it was really bad or good. Yahoo is not a leader in much of anything at the moment, but I don't think it's crazy for such a company to believe their best days might yet be ahead of them. It's not like they're AltaVista or Ask.com, they have quite a bit of clout and a lot of popular services despite Google's dominance.

      MS was certainly not getting much of anywhere with MSN or whatever they're trying to push this week. With their new "Live!" stuff being integrated into Windows and Office, they finally have a decently compelling online product to try and spin off of, but they don't have anywhere to spin people *to*, in a way that would keep them in an all-MS ecosystem. Yahoo could give them all that in one deal.
      • Re:My question is... (Score:5, Interesting)

        by hairyfeet (841228) <bassbeast1968.gmail@com> on Saturday May 03, @11:10PM (#23288476)
        Actually I believe that MSFT wanted yahoo because Yahoo mail [email-mark...eports.com] is the number one web mail,followed by Windows Live mail. That combination would not only give them a big chunk of the web mail but tons of new data to mine. I am personally glad they quit as I would have hated to see my Yahoo mail end up some nasty Hotmail copy. But that is my take on it,YMMV.
    • Re:My question is... (Score:5, Interesting)

      by Anonymous Coward on Saturday May 03, @09:38PM (#23288056)
      Microsoft is in the process of buying back stock with their oh so massive capital. They just got to spend months doing this with a defalted stock price because of the buyout offer. Now that the offer is off the table, the stock price should start to go back up.
    • by Serapth (643581) on Saturday May 03, @10:09PM (#23288204)
      No machinations, at least nothing subtle. Basically MS is walking from the deal because Yahoo threatened to do a long term alliance for search revenue with google, which would have completely ruined any possible value for Microsoft.

      The audience for the letter wasnt Wang though, it was the shareholders. Lots of people in the Yahoo camp are pissed they didnt already accept the deal. Lots more are going to be pissed they turned down 33$ a share. Even more are going to be pissed when the stock price plummets on Monday, as its been going up on the assumption that the acquisition would happen. I wouldnt be suprised to see a single day 6 - 8 $ a share drop. That will lead to even more shareholder lawsuits and I don't doubt that in the near future Wang will be out on his ass, as his position was hanging by a thread already.

      If this happens, MS could actually swoop back in and buy Yahoo for a discount ( see BEA/Oracle for example ) in the future. Otherwise Microsoft may have managed to damage a rival by causing such chaos and internal strife.

      Personally as someone who holds MSFT shares and watched them drop 3$ the day this (horrible!!!) deal was announced, I say THANK GOD! My only prayer is that this is finally the thing that gets Balmer ousted. I can only pray.
      • Re:My question is... (Score:5, Interesting)

        by 99BottlesOfBeerInMyF (813746) on Saturday May 03, @10:59PM (#23288426)

        From appearances Yahoo seems to be a terrible acquisition target; it is large and healthy enough to be very expensive and burdensome, but not growing rapidly or successful enough to be a major asset to someone like Microsoft.

        Yahoo combined with MS's own Web and internet services would have been enough to give MS majority market share in several new markets. More importantly, many of yahoo's services are pretty decent and doing quite well. For some other company they might not be a good acquisition, but for a company like MS that has several monopolies and is not at all shy about illegally leveraging them, Yahoo makes a lot of sense. When you have 25% market share, breaking compatibility with everyone else hurts you more than them. When you have 52% and it is growing because it is tied to Windows and MS Office and IE, breaking compatability with everyone else hurts them more.

        One theory I've heard floated is that they didn't actually want Yahoo, but by making a show of trying to acquire it hoped to bait Google into buying Yahoo on the basis of denying it to Microsoft, with the net result of burning a chunk of Google's resources and bogging them down with the process of absorbing something that large.

        It sounds unlikely to me. If that was their plan, it probably backfired. All it seems to have done is to get Google and Yahoo talking and making technology partnerships.

        • by 3HackBug77 (983153) on Saturday May 03, @10:31PM (#23288288) Homepage
          MS and Google don't just sell ad space on their own pages, they both handle advertisement on a variety of pages. That's how they make money and generate traffic. Yahoo does this as well, and actually have the highest traffic generation worldwide still today, so it makes sense that MS would try to acquire Yahoo to try to compete better with Google. I do agree that MS should try to stick what they are good at, but the fact is that almost everything is shifting online and MS needs to stay competitive.
        • Re:My question is... (Score:5, Informative)

          by CodeBuster (516420) on Saturday May 03, @10:44PM (#23288348)

          I fail to see why MS would want to compete with Google so much
          Google is earning economic rent [wikipedia.org] through their strong franchise business in search and online advertising. There is no way that they are not going to attract competitors. Microsoft is in the technology business too, so it is difficult to explain to your shareholders why you are not trying to capture a piece of that lucrative market for yourself, especially when you seem well placed to compete for a share of the spoils. Microsoft is trying to earn the best possible return for their shareholders and that means competing for a share of the market in which Google is earning strong profits going forward.
  • I'm torn (Score:5, Insightful)

    by JanneM (7445) on Saturday May 03, @09:12PM (#23287860) Homepage
    On one hand, I'm of course happy I can stay with Flickr. On the other, it would have been a great deal of fun seeing Microsoft get bogged down and distracted for a good few years as it struggled to digest Yahoo (and, likely, killing any value of that company in the process).
     
    • Re:I'm torn (Score:5, Interesting)

      by Anonymous Coward on Saturday May 03, @09:15PM (#23287876)
      Well, as an employee, I saw it as a win-win, assuming I could find another job. Either Microsoft would turn over a new leaf and actually make the combo work well. Or it would be the death of Microsoft.

      And, unlike a lot of the folks there, I'm fairly confident that I'd be able to find a new job the second it became official.

      It's one of those dangerous ideas that you really need to be a nerd and know microsofties, googlers, and yahoos in order to understand exactly how stupid of an idea it really is.
      • Re:I'm torn (Score:5, Insightful)

        by div_2n (525075) on Saturday May 03, @09:25PM (#23287964)
        You kind of left out a party in your "win-win" analysis. How about customers? I have one very real group of customers in mind--Zimbra customers.

        What are the odds Microsoft would have allowed it to flourish? I'm betting that, at a minimum, they would have jacked the price up until it was no longer as cost effective over Exchange.
  • No future. (Score:5, Funny)

    by owlnation (858981) on Saturday May 03, @09:14PM (#23287870)
    Bad day to be a Yahoo employee, bad year really...

    Yahoo's got to the point where not even MS wants them. They're doomed. That's not really a bad thing. Yahoo is evil after all.

    AOL called, they want their business plan back.
    • Re:No future. (Score:5, Insightful)

      by rsmith-mac (639075) on Saturday May 03, @09:22PM (#23287944)

      Frankly the general idea is correct, the reasoning is not. MS (publicly) doesn't want Yahoo because they effectively loaded themselves with a poison pill to keep Microsoft from taking them over. They've done things like partnering with Google and giving executives very large golden parachutes that make it very unpalpable if not outright hard for Microsoft to acquire the company and not end up with a mess and/or FTC troubles.

      It is bad news for Yahoo employees and shareholders though. The company really is going nowhere, it's going to limp on for years like AOL or get picked up for pennies by Google if it could be cleared by the FTC. The best deal for the shareholders would have been to approve a buyout, but Yahoo's poison pill plan did a pretty good job of stopping that.

  • by Jeremiah Cornelius (137) * on Saturday May 03, @09:15PM (#23287874) Homepage Journal
    Competitive Value of Yahoo! Demolished!

    Ballmer creates AOL Redux.
  • by phat_goat (836325) on Saturday May 03, @09:18PM (#23287894)
    After Google and Yahoo announced their advertising "experiment", i'm sure that was what killed it for Microsoft, i'm sure a few chairs were sent across meeting rooms in Redmond too.
    • by game kid (805301) on Saturday May 03, @09:58PM (#23288152) Homepage

      ...

      We regard with particular concern your apparent planning to respond to a "hostile" bid by pursuing a new arrangement that would involve or lead to the outsourcing to Google of key paid Internet search terms offered by Yahoo! today. In our view, such an arrangement with the dominant search provider would make an acquisition of Yahoo! undesirable to us for a number of reasons:

      • First, it would fundamentally undermine Yahoo!'s own strategy and long-term viability by encouraging advertisers to use Google as opposed to your Panama paid search system. This would also fragment your search advertising and display advertising strategies and the ecosystem surrounding them. This would undermine the reliance on your display advertising business to fuel future growth.

      ...

      No need to speculate on what Ballmer has all but confirmed. :)
    • by Strudelkugel (594414) * on Saturday May 03, @10:33PM (#23288298)
      Actually I doubt Ballmer threw any chairs for this one. I'm no fan of him as Microsoft CEO; I have a hard time understanding how he has managed to stay there this long given the lackluster (with the exception of the enterprise platform) product performance. That said, he is supposed to be a good poker player, and this offer, then rejection of the Yahoo counter-offer has something of a poker feel to it.

      Think of what happens now: The shareholders of Yahoo are going to go ballistic. Yahoo management just left $47.5 billion on the table! (The total at $33 / share for Yahoo.) This has to be the dumbest corporate move since Time Warner buying AOL. My guess is that the Yahoo board is going to have to fend off a shareholder insurrection the likes of which we have not seen for a while, which will serve as a huge distraction for Yahoo. I don't think Google can get too close to Yahoo, because the DOJ (let alone the EU) will not like the concentration of search advertising in the hands of one company.

      Microsoft let out that they allocated $1.5 billion for employee retention. If you are a good performer at Yahoo, you now have three choices:

      • Stay at Yahoo
      • Go to Google
      • Go to Microsoft

      If you stay at Yahoo, you get to work for a company were top management is going to have a major distraction on their hands. The people who were going to jump ship to Google if there was a takeover are going to leave, and a few people who might not have thought of it at all are now going to explore going to Microsoft.

      In the end, Yahoo fizzles, and is less competition to Microsoft. Not a bad result from Ballmer's point of view. Watch the stocks on Monday. Yahoo will likely plunge, Microsoft will more than likely be up a few dollars. Over time, Microsoft and Google will pick apart Yahoo. Then Ballmer will have positioned Microsoft to be #2 in the business, which is good enough for Jack Welch (Former CEO of GE), who I believe Ballmer admires. This is probably the smartest thing Ballmer has done during his tenure as CEO.

  • Savvy move (Score:5, Interesting)

    by MillenneumMan (932804) on Saturday May 03, @09:23PM (#23287954)
    Yahoo's market cap takes a hit, shareholders initiate lawsuits against the Yahoo board. Microsoft may be able to swoop in next quarter and accomplish this via hostile takeover for significantly less. Surprised Microsoft didn't do this sooner
    • Re:Savvy move (Score:5, Insightful)

      by tsotha (720379) on Saturday May 03, @09:54PM (#23288132)
      That's what I've been thinking. If I were a Yahoo shareholder right now I'd be very, very pissed off. The board of Yahoo was really looking out for itself here and not for the shareholders - no way no how Yahoo was even worth what Microsoft offered originally.
  • MS, you lucked out (Score:5, Insightful)

    by Verity_Crux (523278) <notacommie@gma i l . com> on Saturday May 03, @09:51PM (#23288114)
    Honestly, do you possibly think you could recover that much money with goods from Yahoo? This crazy idea to buy Yahoo was a combination of two things: ignoramus upper management and pressure from Google. Too many businessmen only understand how to make money from advertising. Who put them in charge? You need to weed them out and put in upper management that understand the beauties in your software that is currently making you money. Let Google make the money in the internet. Quit worrying about them or your silly MSN or other sundry internet ventures.

    Instead, you should invest that money in your operating system, the APIs for your OS, the tools to make it easy to create applications for your OS. Make a serious real time OS. Unify your OSs. Architect them so that you can crank them out faster and safer. Make your driver model easy to understand and code for. DirectX seems to do good for you, but you had better keep up on it. The same is true of C#. Give these Java folks some stiff competition in language, libraries, and tools. Make the speed of your CLR rock. Make it vectorize, use the SIMD, automatically use multiple cores, etc.

    In summary, make businesses want to run on your platform, develop for your platform. You want every office to use your software tools. It won't matter if every office uses your search engine when they go to get info off the internet. That's not the most effective way for you -- a company with an already vast installation base -- to make money.
  • It's a true shame (Score:5, Insightful)

    by theolein (316044) on Saturday May 03, @10:16PM (#23288230)
    I personally am kind of sad that Microsoft didn't buy Yahoo. I had a kind of deja vue about the whole thing which I couldn't place, and it only occured to me yesterday: Time-AOL.

    When AOL was so bloated with cash they didn't know what to do with it, they bought time. It was a marriage made in hell. Time didn't have anything that AOL needed and AOL couldn't offer Time anything. When the dot bomb crash happened, AOL lost value quickly to eventually become the struggling company today that only exists because of a legacy of users who never switched to better offers.

    I had the kind of feeling that that would have happened to Microsoft as well had they bought Yahoo. They would have parted with almost half their operating capital for something that would have given them nothing. Given the fact that Microsoft is not exactly rapidly gaining marketshare at the moment, it could have hurt them badly.