How Yahoo! Can Get Out Of The Microsoft Bear Hug
Let me start this post by saying that I don’t think Microsoft will achieve its goal of obtaining some sort of balance and scale in the search market with an acquisition of Yahoo! If you look at the share of search that Google has had over the past five years, it’s an ever increasing line. I think that line will keep increasing, year after year, until Google has all of the search market (at least here in the US and the english speaking world). I don’t think there’s much that Yahoo! and/or Microsoft can do about it.
There are many reasons why I think that is going to happen. First and foremost, it’s because Google does search better than any of its competitors. And we all know it. So we go to Google to search. I don’t think people are going to stop going to Google to search and start using Microsoft and Yahoo! Google also does a better job of monetizing search better than Yahoo! and Microsoft so they have better results in the right rail and that is becoming increasingly more important in areas like travel and financial services where the organic results are getting spammed up.
It is possible that something really revolutionary will come along and replace search as the primary we find stuff on the Internet. It’s possible that social search will be that thing. But Google is investing heavily in social search and there’s a good chance that they’ll get there on their own. And if they don’t, I think they are more likely to identify and purchase the startup that gets to it than Microsoft or Yahoo!
There’s another reason why I don’t think a purchase of Yahoo! makes much sense for Microsoft. I suspect that many of Yahoo!’s best services will languish under Microsoft’s ownership and that users will leave. It’s happening already under Yahoo!’s ownership to services like Flickr and Delicious and MyBlogLog. It will be worse under Microsoft’s ownership.
Web services don’t get better under the ownership of big companies. They get worse.
Consolidation of ownership of web services is not a good thing for the Internet. If you think about the Internet, it’s a huge distributed network of loosely connected services owned and operated by literally millions.
Google’s open letter on the Yahoo!-Microsoft deal is what you’d expect. But at least Google gets the Internet. Here’s the opening paragraph:
The openness of the Internet is what made Google — and Yahoo! —
possible. A good idea that users find useful spreads quickly.
Businesses can be created around the idea. Users benefit from constant
innovation. It’s what makes the Internet such an exciting place.
That’s exactly right. We don’t need or want consolidation of services on the Internet. And if we get it, we’ll simply see the users leave to adopt more distributed services. The ones that are consolidated will die a slow death.
So here’s my plan for Yahoo! to avoid the Microsoft "bear hug":
- outsource search to Google. That will provide at 25% boost to cash flow according to Citigroup analyst Mark Mahaney. I have heard that this is worth about $10/share in Yahoo!’s stock price.
- dividend out to shareholders the interests in Yahoo! Japan and Alibaba. They are worth $12/share according to this WSJ article.
- split up the remaining company into several businesses which can be independent public or private companies. I would put Yahoo! home page, search, MyYahoo, and email into one company and let that be new Yahoo! The other assets could be sold off or assembled into additional private or public companies.
Not only would this allow Yahoo! to remain independent, it would bring new focus and passion to the services under the Yahoo! umbrella. I’ve talked to a lot of people inside of Yahoo! who run various Yahoo! web services. They’d all love to be running them the way that the CEOs of our portfolio companies run their businesses. But they can’t. They have to be part of the re-orgs that are constantly going on and they have to be attentive to the quarterly goals for revenues and earnings that the public markets expect.
So Jerry and the Board of Yahoo! should resist the bear hug and split up Yahoo! instead. It’s the right thing to do for the company, it’s the right thing to do for the shareholders, it’s the right thing to do for the employees, its the right thing to do for the web services that Yahoo! owns, and most of all its the right thing to do for the users of those web services.
A reasonable solution, Fred. I agree that Microsoft will not catch Google in consumer search. They’re had plenty of time to show signs of life and have not. I am one that believes that this deal is actually about display advertising, not search. Microsoft now knows that Google will soon own Doubleclick. Microsoft (internally) believes their only real chance to compete against Google is in the area of Display — mainly because of their acquisition of aQuantive and a ton of inventory on msn.com. With Yahoo, they would control a massive pool of inventory, a level that guarantees second place in the online ad space for years to come. This gives them what they beleive they need — time — to finally build the killer Search or Social app that finally makes Microsoft relevant.
I agree that is not all about search. That’s yesterday’s battle, and I would hope that MSFT (and YHOO) execs are focused on tomorrow’s battles. Display is one big one, especially when combined with contextual, behavioral, etc and wrapped up in networks. But so is the business desktop. I’ve switched over to Google for Domains and Googld Docs and I can tell you I’ve clicked on more contextual ads around my email messages than I have in raw contextual networks. I would have gone with Yahoo’s Zimbra but I couldn’t get comfortable that Yahoo would keep innovating it. MSFT /YHOO may have changed my thinking on that platform choice.
Hi Dannice to hear from you.i understand the appeal of Yahoo from a display perspective, but i fear that their audience will decline under Microsoft’s ownershipi just don’t feel that this deal is going to work out too well.kind of like AOL and TWfred
It is an interesting problem you pose here. Yes, the internet and the people who run services under the Yahoo and probably even the MSFt umbrella would be better served if they could run independant companies with some sort of shared corporate services (a sort of Internet Keritsu) but at the same time guys like you or me or anyone who invests for a living would have a much tougher time getting exits on our investments (truthfully I view this as probably a good thing because it would force each company to become profitable enough to stand alone as a private entity – which to my mind is probably the only measure of success for each venture) and I bet many of the people involved in these companies might choose different paths without the liklihood of an big windfall someday. It would be like working for MSFT or YHOO – only a hel of a lot smaller. That might not be a terrible outcome – but it would certainly be a different one.
I agree completely harry
What if Microsoft manages to do exactly what you prescribed after the bear hug?( Just taking what it considers it needs) Remember, there is a vibrant Mac team within Microsoft with very different culture than mainstream MSFT.Even catalyzing the transformation of Yahoo without actually effecting the takeover( backing off citing a number of regulatory objections) will give some runway space.
Fred,Great post, as ever. I do take issue with one point you make, though. “It’s possible that social search will be that thing. But Google is investing heavily in social search and there’s a good chance that they’ll get there on their own.” Eh. Maybe. Maybe not. One of Microsoft’s biggest issues is that they don’t “get” the Internet, largely because they’ve got so much invested in desktop technologies (Windows/Office). They can’t seem to get out of their own way when doing so means killing their Win/Office cash cow. It’s a classic innovator’s dilemma. And one that I’m not convinced Google is immune to. They might prove me wrong, but it’s early days. That’s not to suggest that MS or Yahoo will solve the problem. Yahoo arguably has made many better acquisitions in that space in recent years, largely because they had so little to lose. The problem I’ve seen with Yahoo, Microsoft and Google with these acquisitions is how little they’ve affected the way the company operates. Yahoo could do so much more with del.icio.us, MyBlogLog, etc. Maybe Google will avoid this trap. But a more likely scenario is that some new player makes Yahoo, Microsoft (joined or separate) AND Google look like dinosaurs.
that’s certainly a very likely possibility Tim
I agree with your analysis and your prescription for Yahoo, however, I think that consolidation of services is a bad thing and I think its just as bad when its the product of consumer choice as it is when its the result of big company acquisitions. If Google does become virtually the only search service out there, it will be bad for users and bad for Google. Entropy will ensue. It has to. It will become the Microsoft of the Internet. Remember that before Microsoft became what it is, there was a time when it’s image was about innovation and disruption. Nothing is forever.
i agree that its not good that Google will “own” search, but i don’t think Microsoft buying Yahoo! will change that or make it less likelyfred
Why would an independent Yahoo want to spin off a bunch of competitors?By what measure has Flickr gotten worse under Yahoo?
Flickr, delicious, my blog log haven”t gotten worse, they just haven’t changed. And maybe that is worse.Same thing happens with Google’s purchases (feedburner). Innovation halts.
it’s not that Flickr has gotten worse.it just hasn’t gotten betterwhy doesn’t flickr offer facebook style photo tagging?my kids can do things with photos in facebook that i cannot do in flickr.that’s not good.big companies buy small companies and the innovation stopsfred
I learned a valuable lesson with the MyBlogLog acquisition that I’ve passed on to at least a dozen startup founders who ask me about my experiences. I’ll post it here to that I never have to say it again:Figure out exactly how much money you would need never to improve your product again. If they offer you that much, take it and don’t bitch when you never get to improve your product again. Otherwise, keep your head down and build.There are exceptions to the rule, but those are the exceptions, not the rule.
That’s my point ericThanks for making it more powerfully than I couldFred
very true. Delicious has become slow in updates/new features. Flickr could never add video or facebook tagging as you mentioned.
I believe splitting up and owning a portfolio of companies under one umbrella will not be an ideal strategy. Taking it private just to fly under the pressure of public for a few years may work. The post is strongly biased on Google as a one stop for search and assuming that it remains “no evil” at least for few more years.Definitely one community who wouldn’t be pleased by this acquisition will be entrepreneurs and Venture capital. An acquisition will curb innovation at some level since they will be forced to rely on either of these for a bigger pay out and less people to bid up.
I just interviewed a group of mid-level Yahoos, and shazzam…one of them said the same thing! It’s posted on my site. Whew! Almost verbatim, Fred. Here is a snippet from my interview:”We see how Yahoo lost its way due to bad execution in re-jiggering an internet property into a major entertainment portal. Not that one can’t pull it off, but by shaking up the culture of the technologists, and creating an unfocused Frankenstein and hodgepodge of services, we ceded the high ground to Google, who, though expansive in their services reach, always kept their focus on clear cut services and easily identifiable applications and destinations foremost. They also beat everyone at advertising, but that is an outgrowth of doing search well, and building a great infrastructure for keywords ads.”
Who WILL compete in search thougH? If it’s not Microsoft or Yahoo or “MicroHoo”, then who? Google having a 75, 80% or (gasp) more stronghold on search isn’t a good thing for users….or for Google.Competition, and I’m talking true competition will give users choices, and they may very well stick with Google, but at least Google will have to work for their stronghold, rather than winning by default.
Most likely competition will come from something new
Lots going on in this post — frankly your a bit all over the place… but lets address a few things:*How has flickr gotten worse under Yahoo!?*If Yahoo! outsources search to Google why would this be a core part of the new Yahoo! company…what would these people do manage the Google relationship:-)*You say that Yahoo! should sell the other assets by which I assume you mean things like Y! Personals, Local, Shopping, Travel, Finance, etc. Who will want to pick those things up without some very rigid traffic guarantees from Yahoo! which will effectively tie the hands of the Y! homepage and other products within Yahoo!?*<so jerry=”” and=”” the=”” board=”” of=”” yahoo!=”” should=”” resist=”” the=”” bear=”” hug=”” and=”” split=”” up=”” yahoo!=”” instead.=”” it’s=”” the=”” right=”” thing=”” to=”” do=”” for=”” the=”” company,=”” it’s=”” the=”” right=”” thing=”” to=”” do=”” for=”” the=”” shareholders=””> Why is this the right thing for shareholders — there is an offer of $31 a share on the table and maybe even $34 — I don’t see how splitting it up will get anybody Yahoo! shareholders closer then $25 (and that assumes that they could get a nice premium for the Y! Japan and Alibaba assets)
aces -* see my comment above on flickr. it’s languishing under yahoo’s ownership.* new Yahoo! would get the cash flow from its Google deal* the traffic guarantees could be for a limited time, enough time to establish direct relationships with the audiences/users* Yahoo Japan and Alibaba are $12/share. New Yahoo with a Google deal will be worth at least $16/share. that’s $28/share. and i am sure that you could get another $3-6/share selling off all the other assets.think of this like what H&F did with Doublelick a few years ago. the board and managment of DLCK was tired. so they sold to someone who had the imagination to extract value. it was one of the best tech buyouts ever done.
Wait a minute…You start by saying that “..we don’t need consolidation of services on the internet..” and then you propose a plan to consolidate Google supremacy on the internet and particularly on search??…hmm, don’t think I agree with you this time Fred
i am not proposing that Google consolidate search. they have a single service that is winning the hearts and minds of the users. you can see it in the market share numbers. i am just saying that i don’t think its possible to stop that trend with this transaction.
Interesting. Would the businesses that are spun off still have ties to the new Yahoo! (home page, search, My Y!, and email)? Would those other businesses (Autos, Music, Movies, News, etc) still operate under the Yahoo! brand but just be “powered by” a separate company (similar to the way Travelocity powered Yahoo! Travel for many years or how Prudential powers nearly all of Yahoo! Real Estate today)? Or, would you focus the Yahoo! brand entirely on the home page, search, and email?
Joelaz -I am not sure about branding. I think, over time, you’d want to establish your own brand. but initially they’d have to have some times and distribution from YahooFred
I think that’s what makes selling the Y! branded businesses so tricky… that a great deal of their value is tied to the Y! brand and the traffic that results from being featured as a link on the most popular page on the web, yahoo.com. Y! Search is valuable because it’s the default search for hundreds of millions of Y! visitors. The same is true for all the other properties under the Y! umbrella, which is probably why they didn’t “sell” Y! Music Unlimited, but rather shut the business down and pointed the traffic to Rhapsody under some type of partnership agreement.
Theoretically here…Under the right circumstances (team, etc) would you (fred) invest in a spin off of some Yahoo service?Flickr or Groups or Answers, etc?
i think you know the answer to that.but i am not sure we could afford themUSV is a small fundfred
Fred, Interesting breakup strategy for Yahoo. I agree with you: Microsoft-Yahoo won’t instantly provide parity with Google. Don’t downplay the lack of search inventory for major marketers, though. A top position in Yahoo and MSN AdCenter — accessible through a single platform — would drive advertising dollars into the combined company more efficiently and in larger volume. Advertisers want competition.Would Microsoft-Yahoo be able to increase their share of searches? Again, not immediately. Search, though, is evolving rapidly. The advent of blended search (or as Google calls it, universal search) opens up new opportunities for winning over young audiences. Both Microsoft and Yahoo have innovated with Live.com and Yahoo Search, respectively. People can and do get bored with Google.Plus, search is moving to mobile devices. Android may win the day. Or Microsoft-Yahoo may seize the day. In either case, there are lots of companies – including Apple – who don’t want one company to be the gateway to the internet, on the desktop, mobile phones, or Xboxes.
i don’t either Kevinbut i don’t think this deal is the answer to that problemfred
I believe Google works with the same model. All their development teams are remote and independent. They decide on their own what to develop, and the mother corporation can’t interfere with this. That explains why sometimes new features pop out on Google and then disappear without notifications.It’s not really about letting loose of your development teams, but more of unleashing their inner potential and free will to develop something great. As I see it, Yahoo! has a bad development management.
Fred, Just a question — are you talking about outsourcing Yahoo Search Advertising or outsourcing Yahoo Search, advertising and all? I don’t see what Yahoo would gain by discarding its own search traffic and sending that to Google. Can you explain? Thanks, Jojo
I mean the monetization if their search. Like aol has doneFred
I believe that AOL adds minimal value to the organic search results. Monetization will generate 10% to 20% more revenue, but Yahoo! will still have challenges competing long term with Google and MSN in search as they simply do not have the financial or human capital to compete in a very Capex and technically intensive business.
while they are busy merging or splitting-up, we will build a business that will disrupt their search business
I guess the question is then why Google bothered to object?
That’s a great question and the answer provides a different perspective than what we’ve heard here so far. The answer is that, unlike Fred and most on this thread, Google doesn’t dismiss Microsoft. In fact, they fear them and they do not underestimate them. Ironically, it is this alert fear that contributes to them being Microsoft’s greatest competitor ever.Yes, the acquisition is about display ads. No, the combined entity will not be stronger against Google in search. Yes, some of the Web 2.0 oriented divisions within Yahoo will be extremely frustrated. Yes, as Stone said, it’s about buying time.What you’ve got wrong, Fred, is that this is not like Time Warner – AOL. That was a case of a box of hammers merging with a sack of kittens. This is more like Tiger Woods eating breakfast. The meal will give him some energy out on the course against Phil, but Tiger is not planning to send the McMuffin out to golf for him. To make a more boring analogy, this is like a large scale version of the Microsoft acquisition of Vermeer [for FrontPage] back around 1997. The technology sucked and they paid $145 million for something that could plausibly be described as being worth zero, but they never regretted the deal. It helped them along the path that they knew that they needed to take.The industry still runs at a Moore’s law pace. We are on day one or day two of search. Osborne Computer, KayPro, Altos, Fairchild Semiconductor. Digital Equipment Corporation.Microsoft does have substantial current organizational challenges [see mini-Microsoft]. It also does have a grave strategic problem. However, they are MUCH smarter and better than you give them credit for being. The “designy” and “social” and “kewl” side of Silicon Valley is dismissive of Microsoft; but they are not qualified to judge.The reality is that there will only be two organizations in the world able to fight the key battle. You can call this “search” or you can call it the incredible future of death star data centers and super-cloud-search-parse-build-and live software and computing. So you see; Yahoo has to sell, because there is no way they can play. What happens to all the little Flickr’s etc. is irrelevant.As to who will win: for the first time ever, Microsoft has an equal. I say it’s 50/50. The domain will become so important to the whole world that they may find that it’s best to end with approximately equal market shares, operating as a duopoly, so as not to spook the populace.
I don’t share your view of microsoft’s competitive position. They are an old line company that abuses their customers at every turn and gets away with it because of momopoly like positions in pc appsThe web is changing that and try as they might they don’t have a clue about web culture or what works on the webI think they’ll regret this buy in five years or lessFred
FIrst time here Fred. Nice post.
Welcome!!!!I hope you come back, particularly to the commentsFred
It’s really disheartening to see financial solutions to essentially technology problems. Google isn’t facebook. It’s quality of service doesn’t derive value from a larger market share. The reason it has a monopoly is because no one in Search can innovate. Everyone is turning out incremental improvements that don’t scale horizontally or vertically.The only way to abort the complete monopolization of the market besides government regulation is the entry of a disruptive search startup. My vote is with ManagedQ. There’s a meaty product there that actually works pretty well.VCs have already gone deep on the hail mary plays (the recent big VC dollar NLP search companies come to mind) to no end. Innovation doesn’t come from dollars, it comes from technology and product. I hope ManagedQ or someone else in the space manages to register an impact, or else we’re all going to suffer.
I hope so too. We need something new in searchFred
Why spin-off Alibaba and Yahoo JP? Those are the only Yahoo units with a leadership position in their market (Yahoo JP), and sustained growth perspective in the next decade. (Alibaba). Yahoo should look at increasing its stake in them, not letting them go. The same with mobile… Yahoo has a leadership position in most of Asia.Maybe one solution would be shifting perspective and letting go of the US-centric view, and focus on the markets where Yahoo is and can be leader.
Yahoo doesn’t control those assets and has very little if any impact on themThey can give that value to their shareholders as part of an overal package that is worth more than what microsoft is offeringTheir shareholders can hold those assets and capture the upside in them instead of handing then over to miscrosoftFred
Or, Microsoft can huge its huge cash reserves to buy a majority stake in them, and catapult itsself to a leadership position on the Internet in Asia, which is a very valuable position to be in.
I think that Google search results are more relevant is a myth (at least in our niche). Have you actually sat down for a couple of hours with a thought-out test set of queries and reached this opinion?On the other hand, I think that Yahoo’s search results are good because SEOs don’t bother to try to game them as much, since they’re small potatoes. When Yahoo gains a significant market share, they will become a target.
I’ve done that on a fairly regular basis. I think yahoo is certainly not significantly better than google and that’s what they have to be to change user behaviorFred
outsourcing search to google has been the fix de jour on wall st for the past yr or so . in order for yhoo to be successful (i.e., maximize ad revs) it needs to have significant and direct relationships w/ advertisers-it has to matter to the ad community. it needs reach (a large audience) and a variety of ad products/offerings (to be able to address a large swath of advertisers). if yahoo gave up search, it would give up its relationships w/ the 500k+ search advertisers, and it would reduce the number and types of ad products it could offer to the (display) advertiser relationships it retained. outsourcing search to google may have a short term positive impact on financials and the stock, but it’s bad in the long run for yhoo, IMO…
First post on your blog Fred. I really enjoyed your insights on the deal. I wrote up about this myself:http://www.marketvise.com/2…What do you think?
It was a good analysis of the situationI just hope your conculsion (that yahoo shareholders will take the money and run) is incorrectfred
You know I’m with you on this issue. But I really think that we are the minority. I can’t see how a deal can solve a technology-based problem. Let’s see what happens.
I’d seriously consider going back to work for Yahoo! again if they were to take this advice.
This seems even more pessimistic about exits for startups than your TimesAChangin recent bit.Who’s making actual operating revenue? That’s sustainable/non-evil (which, according to Umair, would exclude Facebook)?
Apple and Google should cooperate to save Yahoo and keep it out of the hands of Microsoft. Yahoo may no longer be independent but at least they can take comfort in the fact that resisting their buyout will weaken Microsoft.Apple buying Yahoo would be more acceptable to the regulators both in the US and EU. Apple can spinoff search to Google. Google should take a minority investment in Apple to help out Apple…. say in the neighborhood of 10 billlion. A much better figure than +45bill. Sell off other units to raise cash and then monetize the hell out of FLickr on the imac / iphone / ipod. Introduce Flickr Video and make it sexier than Youtube.
fred, you nailed it. best article on bear hug i’ve read yet.
I agree with this assessment. Though from MSFT’s perspective, they could just as easily acquire the company, and then execute such a plan or another, unlocking more value from the entity. Word from my sources on the inside is that there is “resistance” so I don’t think we’ve seen the end of this.
Good article and perspective, Fred. I’m not financially saavy, but it seems to me that if there’s a $12 value in yahoo’s Asian investments, then Microsoft is effectively getting Yahoo for $19. So as a backstop to future MS ineptitude if they do get Yahoo, Ballmer can always pull the plug by selling off in whole or pieces at a better (proxy) share price when markets improve downstream.Also, let’s not forget that MS can be very predatory on pricing so, where Google has continually raised prices (1000% over the past year or so, is what I’ve read), a Microhoo entity would have plenty of moxy and strength to push pricing down and disrupt Google that way, if it wanted, as part of a “competitive” strategy. Don’t forget the infamous $13 (or is it $3) Windows/Office packages for third world counties in response to Linux and open source alternatives to Office, etc.(I frankly think MS is pushing a piece of wet spaghetti uphill with this “response”, as all it does is stave off the inevitable. Whatever.)Do we see the impetus for the MS move coming from the legacy nature of their current products, the continuing onslaught of open source, and the need to add a new (growth) business division to help their morphing? A new division to leapfrog over their past failures in these new business markets, and to meet the new competition (Google)?If so, Yahoo has to be the only route open to MS to take this great leap forward, other than trying for Google … which would only result in other smart folks “doing a Google” shortly afterwards). IOW, MS believes it’s critical to acquire Yahoo.I’m still trying to figure out *what* MS is trying to accomplish (I think I understand *why*), to get a better read on the *hows*.
BTW, if the following link is true, MS could cause a world of hurt for Google. Anyone know if it’s true?http://valleywag.com/351780…
Jerry Yang should use the leverage afforded by their strategic alliance with AT&T to sell to AT&T (controlling interest or total acquisition). This should not be a broblem for the feds and would keep the services/market share balance intact. Microsoft has little regard for monopoly considerations, if they could they would buy cisco, Yahoo,Google AT&T,Oracle and anyone else they could get their teeth into.
there is a ton of competition in display and no one company is going to “own” that market like Google “owns” search
Really? Doesn’t doubleclick own display? And won’t that mean that in short time Google will?
They are dominant in the serving of display but not the selling of display. And that’s where the money isFred