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November 18, 2008 7:43 AM PST

Microhoo revisited: Would it be a search-only deal?

by Dawn Kawamoto

Updated at 9:47 a.m. PST, with details about the likelihood of any potential Yahoo overture to Microsoft.

If Yahoo wants to get Microsoft back to the negotiating table, it would do well to try the lure of a search-only deal--regardless of whether Jerry Yang is CEO.

That's the assessment from one influential Microsoft source.

"If Jerry was still CEO and called Steve tomorrow and said, let's talk about a search-only deal, I think Steve would listen," said the source. "Microsoft is open to a mutually beneficial search deal. But people are still lusting after a Yahoo (buyout) and no one is thinking about that in Redmond. There's been no discussion of it for months and months."

Apparently, the "lust" is still alive. In early morning trading Tuesday, as the stock market opened in the wake of the news that Jerry Yang will be stepping down as CEO, Yahoo's shares soared nearly 12 percent to $11.90 a share. Meanwhile, analysts churned out research notes speculating that Microsoft may come back with an offer to buy the entire company.

Yahoo stock chart

Yahoo's shares leaped early Tuesday on news that Jerry Yang would be stepping down as CEO.

(Credit: Yahoo Finance)

Analyst Benjamin Schachter at UBS noted in a report:

We still believe Microsoft will eventually own Yahoo. Jerry moving out of the CEO role may accelerate this. Yahoo is a key strategic asset in the online space and given the scarcity of key players of size, we see value here not reflected in the stock's current valuation.

UBS has a price target of $18 a share for Yahoo.

Analyst Jeffrey Lindsay of Sanford C. Bernstein said in his research note that Yang's resignation is a good sign, because it demonstrates Yahoo's board is frustrated with the company's performance and management. He further notes:

It is a signal they are prepared to examine more deal options, in particular with Microsoft.

Back in May, Microsoft walked away from the negotiating table after sweetening its initial unsolicited buyout bid for the entire company from $31 a share to $33 a share. But when Yahoo countered with a proposal of $37 a share, Microsoft ended its buyout talks for the entire company.

Yahoo's stock had closed at $19.18 a share on the day before Microsoft announced its $31 a share buyout offer.

The source noted that Yahoo and its investors should bury the notion of a full-up, or entire buyout, of all of Yahoo. If Yahoo were to come to the Redmond giant with a search-only buyout or a search-only partnership, however, that would get its attention--whether it's delivered by Yang or not.

And the source added that any expectation on Yahoo's part to reclaim the approximately $8 billion to $10 billion Microsoft had offered back in late May under its previous search-only, or "hybrid," deal would be a faulty assumption.

Yahoo's shares were trading in the $27 a share range when Microsoft submitted its search-only proposal. Yahoo's shares closed Monday at $10.63 a share.

"Microsoft would not be willing to buy Yahoo's search business at the price offered back in May," said the source.

Should Yahoo take the initiative and approach Microsoft with a search-only partnership, joint-venture, or proposal to sell just its search business, the source offered up one piece of advice to make the process smooth.

"Consistently, Yahoo's board didn't believe Steve. A hundred percent of everything he said in public was what he thought," said the source. "If people go back and carefully read his public statements, they'll see that what Steve said is what Redmond has been thinking."

Microsoft will likely have to wait awhile for any overtures from the Internet search pioneer, said one source familiar with Yahoo's thinking.

Yahoo is launching a CEO search and, as a result, would want to receive input from the new executive on whether it makes sense to approach Microsoft about a search-only deal or partnership.

As previously reported, the companies have not been in recent contact to date.

See also:
Yahoo CEO Yang to step down
Yahoo's ultimate search: A new CEO
Yang's travails: A Yahoo timeline
A pity for Yahoo that John McCain didn't win
Jerry Yang memo to staff about stepping down

Dawn Kawamoto covers enterprise security and financial news relating to technology for CNET News. E-mail Dawn.

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Add a Comment (Log in or register) (8 Comments)
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by donsms November 18, 2008 11:02 AM PST
I hope when all is said and done Microsoft will have a chance to pick over the carcass of the dead and rotting Yahoo.Nice goin Yang you bozo!!
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by Renegade Knight November 18, 2008 11:33 AM PST
Why is it that everone is on the "Yahoo is dead, but MicroSoft can sure do well to buy it" bandwagon? If it's dead it's a waste of money for MicroSoft to buy it. If it's not, then it's a waste for Yahoo to sell itself as that would just harm shareholders.
Reply to this comment
by JCPayne November 19, 2008 4:22 PM PST
Well don't forget a Yahoo merger is still a step up for Microsoft even if Yahoo's technology is getting stale.
by HighwayHome November 18, 2008 3:28 PM PST
Considering the garbage which Microsoft has been delivering lately (have we forgotten about Vista already?), it would be wise for them to get their own house in order prior to looking toward expanding their empire through yet another trip to the shopping mall. Regardless of what happens, don't hold your breath for any radical transformation from either of these rusty and clunky dinosaurs.

In addition, the issue of Antitrust needs to be introduced and discussed. Where do you draw the line as to how many aspects of the computing industry one company can control? The potential for a conflict of interest is certainly something which has to be investigated and not dismissed as frivolous heresay.

It has been the alarming lack of Government Regulation which gotten us into this financial mess. Is it really wise to continue on this same path, or is it best to look at these deals with suspicion and not continue to give the major players the benefit of the doubt?

Of course, the ultimate goal is to have one machine control every aspect of everyone's life...but, let's get real here. We can at least wait for James Bond to explore this theory in a couple of films prior to putting it into practice in the real world.
Reply to this comment
by gggg sssss November 18, 2008 5:55 PM PST
If they can get Yahoo for $2 - $3, then it is easiest to keep the search and ad business, fire everyone else. Cheaper than doing some kind of complicated deal.
Reply to this comment
by john55440 November 18, 2008 6:46 PM PST
A search-only deal of some kind would make sense for Microsoft.

Microsoft doesn't want/need all of Yahoo, and integrating the entire company into Microsoft would be a mess.
Reply to this comment
by JCPayne November 19, 2008 4:32 PM PST
Don't forget Yahoo is a FreeBSD backend... Anyone remember Hotmail Microsoft wanted to changed it from Free BSD to NT... They had to halt the conversion because NT couldn't handle the load. Then Windows 2000 was still shaky for a long time.

MS Hotmail servers begin switch from FreeBSD to Win2k
By John Lettice, 1st August 2000 07:42 GMT
http://www.theregister.co.uk/2000/08/01/ms_hotmail_servers_begin_switch/

MS moving Hotmail to Win2000 servers
Mary Jo Foley ZDNet.co.uk
Published: 03 Aug 2000 11:17 BST
http://news.zdnet.co.uk/software/0,1000000121,2080596,00.htm
by JCPayne November 19, 2008 4:21 PM PST
What a great idea... Google will get Microsoft to blow billions on market share that they can't keep... . Great... I'll sign the deal for them.... Where does Yahoo need to sign Microsoft????
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