Resistance Is Futile: Is The Merger Innovation or Assimilation? (Part 3/3)

Michelle Stone - April 22, 2008

With Microsoft’s unsolicited bid to purchase Yahoo, how would such a merger affect the Internet, especially where search technology is concerned?

Microsoft’s long courtship of Yahoo has now entered a serious phase, one of not-so-gentle persuasion and has somehow managed to become even more complex. It’s no longer a matter of, “Software Company seeks Web Portal for friendly merger” — events of the past week have elevated Microsoft’s chase of Yahoo into a complicated mass of what-might-be.

Since we last wrote about the major three search engine companies — Microsoft, Yahoo, and Google — volleys have been lobbed back and forth from both sides over the possible “YaSoft/MicroHoo” union. This past week alone has seen not only an increased flurry of activity, but a more intense pursuit as well.

When Microsoft’s initial $44.6 billion dollar take-over bid was first made public, Yahoo vigorously rejected it. The weeks that followed the rebuff were filled with silence from both the Yahoo and Microsoft camps. Yahoo had made it quite clear that it felt Microsoft’s offer seriously undervalued its earnings potential and, in turn, Microsoft felt that it made a fair offer.

For weeks, it seemed that was that. Neither side had any more to say on the matter. Then reports surfaced that Yahoo was talking to Time-Warner about a merger with AOL. This led to speculation that Google might leverage its 5% stake in AOL by partnering with or even acquiring AOL before Yahoo could pursue them.

Given Yahoo’s pursuit of alternate suitors (News Corp Online and Time-Warner), which may be viewed as either a way to escape Microsoft’s bid or to raise it to perhaps a $34.00 a share asking price, Microsoft issued an ultimatum: the initial $31.00 a share bid is good until April 26th. After that, the offer price will drop and there will be a proxy fight to nominate a new board of directors.

Despite this ultimatum, Yahoo continued on with business as usual, immediately responding with an announcement that Google will power 3% of paid search ads on Yahoo on a test basis. This fueled the earlier speculation that Yahoo and AOL were in serious talks and that Microsoft and News Corp Online were partnering to bid for Yahoo.

Microsoft’s reply to the Yahoo-Google search deal was to raise the issue of antitrust concerns, concerns that had been noted by Google when news of the Microsoft bid for Yahoo first surfaced. In fact, Google and Yahoo combined account for at least 80% of the search market. A full-scale outsourcing deal would place Google in control of the vast majority of paid search. However, Microsoft’s antitrust concerns are more reflective of the magnitude of a full-scale merger, one which would combine paid search, organic search, and paid advertising, and not a search outsourcing deal.

Almost as if to battle this, Yahoo made several announcements, one of which detailed a three-year deal with Major League Baseball’s MLB.com. The deal involves video distribution and related advertising, with Yahoo offering a co-branded version of the MLB.TV media player on Yahoo Sports.

In the first year of the MLB.com deal, Yahoo will offer its clickable video ad format (allowing users to click through on video ads) along with standard pre- and post-roll ads. After this initial first year period, all video ad inventory will be powered by Yahoo’s new AMP ad platform.

The new advertising management platform called AMP will be rolled out later this year. The platform is intended to offer a single interface for buying search, display, local, mobile, and video ads across all of Yahoo’s properties. Additionally, AMP will also reach across Yahoo’s premium ad partners (among them AT&T, eBay, and Viacom) as well as the sites of more than 600 publishers in the Newspaper Consortium. Consortium founders include Belo, Hearst, Lee, MediaNews Group, and Scripps.

The AMP platform is scheduled to be available to the Newspaper Consortium in the third quarter of the year and to Yahoo’s other advertising partners after that.

In addition to striking a deal with MLB.com and rolling out the AMP platform, Yahoo also announced the acquisition of IndexTools , a maker of Web analytics software for online marketing.

Of all of the recent deals struck by Yahoo, it’s this acquisition that presents a risk for them. Although IndexTools is considered by many to be superior to the free and low-cost solutions offered by other services, time can negate any benefits. For example, Yahoo could take too long to integrate IndexTools, more hiccups could appear with the Microsoft bid, and Google Analytics could offer more dramatically up-market, competitive features.

Having spent some time looking at what Yahoo has been up to let’s take a look at Microsoft’s recent activities. The flurry created with Yahoo’s meeting with Time-Warner led to an unexpected move on Microsoft’s part — the software giant reached out to News Corp Online’s MySpace. Having MySpace as an ally would fill a major gap for Microsoft, as the software giant is currently missing a social networking tie-in. This tantalizing bit of news certainly influences thoughts of what may come of YaSoft/MicroHoo.

With recent developments in hand, and assuming that the Yahoo board of directors (who met April 11th), decide to entertain Microsoft’s offer, the potential of the YaSoft/MicroHoo union fairly explodes.

Let’s start with Google and MySpace. Google has a $900 million Internet ad search deal in place with MySpace. Microsoft recently paid $240 million for a 1.6% stake and a broader marketing relationship with Facebook. An alliance of Yahoo, Microsoft, MySpace and Facebook, ostensibly to compete directly with Google, is mind-boggling.

Despite this flurry, it is still likely that Microsoft will acquire Yahoo. In the end, all of the players involved will still be focused on competing with Google. After all, Google accounts for over 50% of Internet searches. The current scramble has Microsoft, Yahoo, and AOL working to expand their respective user bases and to develop more powerful advertising mechanisms. Microsoft’s courtship of Yahoo has morphed into a strategic tit-for-tat involving MySpace and News Corp Online, and AOL and Time-Warner. The irony to this development is that Google lacks its own social networking component, yet Microsoft and Yahoo are attempting to place themselves into a better competitive position with Google by acquiring social networking.

So, should Yahoo’s board of directors accept Microsoft’s offer, whether it be at $31.00 a share or slightly higher, there are still at least 18 months of integration, streamlining and cultural clashes. This would leave Google the same 18 months to launch improvements and to move into areas where Yahoo may hold a lead (specifically, Internet banner ads).

Once these hypothetical 18 months come to a close, likely point of impact may not necessarily be search technology (Microsoft and Yahoo combined have roughly 30% of online search) but web email and instant messaging (MSN Hotmail and Yahoo Mail, and MSN Messenger/Windows Live Messenger and Yahoo Messenger). A combination of these services (of which Yahoo has the stronger presence and technology) would make YaSoft/MicroHoo the most heavily trafficked portal on the Internet.

In the short term, search technologies from MSN/Windows Live Search and Yahoo Search are likely to remain the same as it will take a significant amount of time to get through the legal hurdles, let along the logistical, technological and cultural ones. This span of time may allow for Google to test and implement further improvements to their algorithm and to build out the functionality of their Universal Search. In the short term, things should be business as usual, with the search engines delivering what we come to expect in the way of improvements with their search technologies. It’s the long term that still remains in question.