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April 8, 2008 12:42 PM PDT

Microsoft would be foolish to raise its bid for Yahoo

by Don Reisinger

All this talk about Microsoft and Yahoo is starting to make me sick. Am I the only one who believes that this is all a ploy on the part of Yahoo to stall and hope for something better to come along even though it never will? Microsoft should not even consider upping its bid for Yahoo and although Ballmer and company may know that, it looks like Jerry Yang is still living in a fantasy world.

Why should Microsoft increase the premium on Yahoo's stock price to an even more inflated level? If Ballmer wanted the online firm badly enough, don't you think he would have done that already? And to make matters worse, the current economic condition in both this industry and the macroeconomic environment is not conducive to a bidding war with yourself.

Is Yahoo a valuable entity? Of course. And with its sound business sense and profitable financials, it would make for a nice addition to any company's portfolio. But the real problem is not that Yahoo is making money in this business, it's the fact that it has very few prospects for growth when confronted with the goliath that is Google.

In essence, it's a major player in the online world, but it's not nearly as important to Microsoft as Jerry Yang wants to believe.

In Jerry Yang's letter to "Steve", he wrote that his company is "open to all alternatives that maximize stockholder value. To be clear, this includes a transaction with Microsoft if it represents a price that fully recognizes the value of Yahoo! on a stand-alone basis and to Microsoft, is superior to our other alternatives, and provides certainty of value and certainty of closing."

And although some have said that Yang is looking for even more cash, he's not looking for it in the conventional sense. When he said that Yahoo is looking for "certainty of value", he wasn't saying that he thinks the company is necessarily worth more, but that Microsoft's current plan of acquiring Yahoo with cash and stock certainly doesn't work for the company. In fact, since the drop in Microsoft's stock price when the bid was first placed, some economists have put the real acquisition price at $29 per share instead of the $31 already offered. That's not to say that Microsoft has lowered its bid, but the value of its stock has degraded and so has the value of the acquisition offer along with it.

So what does Yang really want? More than anything, it looks like Yahoo is looking for 100 percent cash or at the very least, an 80/20 split between cash and Microsoft stock. And just in case something goes awry and it's forced to make a deal with Microsoft, don't be surprised if Yahoo asks for something a bit more lucrative like $40 per share.

But in the end, I just don't know why Microsoft would even consider increasing its bid for Yahoo. Why would it? As the company already said, why would it want to bid with itself? If a few more companies jump in the mix, then maybe it should consider working out a better deal, but until then, it should sit back and watch as the shareholders' confidence in Yahoo management erodes.

As it stands, Yahoo's stock price is hovering at around $27 per share and the chances of that rising above the $31 per share mark is slim. To make matters worse, shareholders are witnessing Google increase its search engine market share each day and enjoy revenue that far exceeds Yahoo's best quarters.

In fact, the gap is so wide between the two companies that Google actually turns a profit each quarter that nearly doubles Yahoo's annual income. And although some would say that Google's revenue has no impact on Yahoo's acquisition, I'm not so quick to agree. If nothing else, the disparity in revenue numbers show that Google is far ahead in advertising and although Yahoo is the world's most trafficked site, its ability to monetize its status is abysmal.

Going beyond financials, what sort of benefit does Yahoo possess that would mean Microsoft should increase its bid? The acquisition price is already too high for any competitors to even try to beat Microsoft and the shareholders seem more than happy to get out of the Yahoo game as soon as possible. In essence, Jerry Yang and buddies are sitting on an island and being bombarded from all sides.

There's no reason why Microsoft should increase its bid for Yahoo and if you ask me, it wouldn't make any sense to even entertain the thought. As long as Microsoft waits it out, look for Yahoo to eventually capitulate.

Don Reisinger is a technology columnist who has written about everything from HDTVs to computers to Flowbee Haircut Systems. Don is a member of the CNET Blog Network, and posts at The Digital Home. He is not an employee of CNET. Disclosure.

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by AppleSuxLeo April 8, 2008 1:35 PM PDT
Yahoo`s stock only jumped after MSFT showed interest. MSFT isn`t going to offer more. Hostile takeover if needed. That`s how business works.
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by russkeller April 8, 2008 1:44 PM PDT
I don't know that there's "no" case to be made that Yahoo doesn't have a chance of getting it's bid raised. The only problem is that beating the drum that would really boost Yahoo would seriously hurt Microsoft.
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by jackdaniels08 April 8, 2008 2:30 PM PDT
Yahoo has a chance on it's owns. Let's wait and see after Q1 earnings. Microsoft is trying to take advantage of Yahoo and is neglecting and downplaying the future potential factor is a soberly repressed market. They certainly do not want to any future positive signs of data coming out of the company before they try to aquire it which will give Yahoo and it's investors any glimmer of future hope of an independent sovereign company.
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by redserpent April 8, 2008 3:10 PM PDT
Yes you are the only one if you choose so. Getting real: Microsoft has Detroit?s Acquired Design/Development/ Innovation deficiency syndrome. The whole world that follows computers, technology and IT knows it. They created a wonderful Frankenstein of OS back in the Middle ages of computing. They have nothing to bank on their growth? the Xbox? They face the slow but steady increase in popularity of Linux (Mandriva, Ubuntu, Knoppix, Linspire, etcetera), Apple with its complete integrated multi platform delivery of Data, iPhone, Ipod, iMac, McTV Google and others with Web based office products: Spreadsheets and text processors and organizers
Microsoft now has a better Frankenstein, better makeup, bigger parts, ergonomic neck screws, blah blah.but still Frankenstein.
Why this battle has captured the imagination of many is because we know the end of this train wreck, which is a Microsofted Yahoo even though we know business is business, we?re adults and can handle it, yet?
Picture this: eBay bought out by Sears or Orange County Choppers owned by Chrysler, is an ugly unmerited death.
Redserpent
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About The Digital Home

Don Reisinger is a technology columnist who has covered everything from HDTVs to computers to Flowbee Haircut Systems. Besides his work with CNET, Don's work has been featured in a variety of other publications including PC World and a host of Ziff-Davis publications.

Don writes product reviews for InformationWeek and is a regular contributor to Processor Magazine. You can visit his personal site at DonReisinger.com or if you would like to email Don with questions or comments, drop him a line at CNETDigitalHome@gmail.com. He is a member of the CNET Blog Network and is not an employee of CNET. Disclosure.

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