Yahoo and Microsoft are poised to finally sign the definitive agreement that will govern the complex and far-reaching search and online advertising partnership they struck in late July, said sources close to the situation.

If all goes well, the various Microsoft and Yahoo execs–who have been ferreted away over the last weeks, busy dotting all the i’s and crossing all the t’s in the massive document–could even turn in their deal homework to their bosses for signature by the end of the week.

Yahoo (YHOO) officials declined to comment, while Microsoft (MSFT) has not gotten back to BoomTown as yet.

In any case, getting the definitive agreement in place is critical to making the high-profile MicroHoo deal a reality and, of course, getting the anti-Google (GOOG) party started.

So when the pair blew through a deadline to complete it in late October, there were eyebrows raised all over Wall Street and Silicon Valley.

When Yahoo filed an 8-K with the Securities and Exchange Commission in August, it noted that the “Definitive Agreement” between the Silicon Valley Internet company and the Redmond, Wash., software giant needs to be sketched out by Oct. 27, 2009.

But it is a monster document, which is why MicroHoo did not complete it in time. After that whiff, Yahoo said as much in another filing with the SEC:

“The Letter Agreement specified that the parties would execute definitive agreements by October 27, 2009, but given the complex nature of the transaction, there remain some details to be finalized.”

Added Microsoft similarly:

“We have made good progress in finalizing the definitive agreements. Given the complex nature of this transaction there remain some issues that need some additional clarity and definitive details.”

Nonetheless, both companies have consistently said that they would be able to close this deal by early 2010.

Yahoo and Microsoft had already done a pretty hefty binding-agreement letter (here is a picture of Yahoo’s CEO Carol Bartz and Microsoft CEO Steve Ballmer holding it, in fact).

Also key: Getting approval for the deal from regulators in Washington, D.C., which, sources said, also seems to be on track.

With little opposition, Yahoo and Microsoft policy types have been chipping away on regulatory issues with federal regulators in Washington.

And, several sources said, those government approvals are now nearing completion at the Justice Department, even though the Federal Trade Commission might still ask for more assurances on privacy issues related to online advertising and consumer data.

International regulatory approval is another story, especially in Europe, which could further delay the implementation of the partnership, since it is unlikely the pair would move forward without clearance globally.

When that is done, the real game begins, as MicroHoo faces its the much more critical Tim Gunn acid test for the deal:

Making it work.

In what should come as a shock to almost no one, the detailed negotiations to complete the Microsoft and Yahoo search and online advertising final agreement are more complicated than its authors anticipated and are taking longer than expected to complete.

Relax, folks–they’ll get done.

But here’s a more important thing that should wrap up sooner than later: Yahoo CEO Carol Bartz’s seemingly never-ending gibes about former CEO and co-founder Jerry Yang’s tenure.

First, let’s deal with the issues around the agreement, which is a monster document.

That’s why MicroHoo missed the deadline yesterday to execute its definitive agreement on the transaction struck in July.

In a filing with the U.S. Securities and Exchange Commission, Yahoo (YHOO) said:

“The Letter Agreement specified that the parties would execute definitive agreements by October 27, 2009, but given the complex nature of the transaction, there remain some details to be finalized.”

Added Microsoft (MSFT) in a long statement:

“Microsoft and Yahoo! are committed to this agreement and believe this is a highly competitive deal that is good for consumers, advertisers and publishers. We have made good progress in finalizing the definitive agreements. Given the complex nature of this transaction there remain some issues that need some additional clarity and definitive details. So, the teams at Yahoo! and Microsoft are continuing to work on the remaining details, and we have mutually agreed to extend the period to negotiate and execute the agreement. We plan to do this as expeditiously as possible. Both companies are optimistic that we will be able to close this deal by early 2010.”

Thus, the deadline has been pushed back indefinitely, which is very common in such larger and complicated deals.

Yahoo and Microsoft had already done a pretty hefty binding letter agreement (here is a picture of Yahoo’s Bartz and Microsoft CEO Steve Ballmer holding it, in fact).

Getting approval from regulators is also part of the deal, and it is likely to happen in the U.S. just after the new year.

International regulatory approval is another story, especially in Europe, which could further delay the implementation of the partnership, since it is unlikely the pair would move forward without clearance globally.

But perhaps most of all, what seems more likely to never end and probably should is the proclivity of Yahoo’s Bartz to use sharp-tongued analogies to talk about just how bad Yahoo had been doing and how it is now poised to make a comeback.

In her very first press conference when she got the job, in fact, she noted that Yahoo, “frankly, could use a little management.”

Bartz was right then and even more correct to say it out loud, but she has not stopped the criticism.

And, like clockwork, at an analyst day at Yahoo HQ in Sunnyvale, Calif., today, Bartz trotted out a yet another in a long series of backhanded insults to former CEO Jerry Yang and his crew.

Said Bartz at the event about the Silicon Valley icon:

“We have fallen and we really want to get back up. If you haven’t had good times and bad times, you don’t know what you’re doing. We prefer the good times. We have passion to get back there. Today is the start of that.”

Today is the start? Didn’t Yahoo declare a version of the same theme when the MicroHoo deal was announced in July? And at the the launch of the new homepage in September? And the more recent rollout of its massive marketing campaign?

It seems to me that since she has been there almost a year, much like the Obama administration, Bartz should not be looking backward anymore and keep announcing that it is time to get back on track.

Because she is most definitely in charge now at Yahoo and should be the one to get all praise and all blame from here on out.

So, as someone who has definitely been very tough on Yang while CEO, it’s time to stop knocking him over now, because it is starting to feel like a very cheap shot.

Carl Icahn, the activist billionaire investor who made such a noisy fuss in his quest to force management and other changes at Yahoo, is taking a much quieter leave from the Internet giant’s board.

He apparently has told the Yahoo (YHOO) board that “there was not a need at this time for an activist investor” and that he has a lot of other companies he invests in to focus on.

That’s true, of course, given a spate of troubled investments that Icahn is dealing with.

But here’s BoomTown’s quickie analysis: Yahoo CEO Carol Bartz completely ignores him.

In fact, Bartz often has gone out of her way to take little gibes at Icahn since she got the top job in January, whether it’s to say he called her too much or that he could try to fire her if he did not like the job she was doing.

For example, she just dissed him publicly in a piece in Forbes, tossing off a saucy insult:

“Icahn is just another shareholder. What’s he going to do, fire me?”

But Yahoo was cordial to Icahn as he departed, even if a lot of people at the company who had battled him were likely thinking: “Don’t let the door hit you on the way out!”

“Carl has been an important member of our Board and has helped us through some significant transitions,” said the Yahoo statement. We are all grateful for his active role shaping the future of Yahoo! and wish him well in all his endeavors.”

Icahn in the second board member to leave under Bartz’s tenure.

Frontier Communications (FTR) CEO Maggie Wilderotter announced in late September that she was stepping down from the board by year’s end.

It will be interesting to see who–if anyone–will comes on board as a director and, of course, if there are more departures. After the departures of Wilderotter and Icahn, there will be 10 directors.

(Here is BoomTown’s No. 1 pick still in that regard.)

In taking his leave, Icahn praised the recent search and online advertising deal Bartz struck with Microsoft (MSFT), noting that it will “provide great long-term benefits, the potential of which many still do not understand.”

Nice final toss to try to spike the stock, Carl! But the MicroHoo deal, which has yet to be approved by regulators, was likely cold comfort for him.

Icahn sank large sums of money in Yahoo with hopes of a big score via the hostile takeover attempt by Microsoft at a price upward of $30 a share.

After that deal tanked, Icahn has seen his stake decline in value.

He sold 16 percent of his Yahoo shares in late August, leaving him with a 4.5 percent stake, or about 63 million shares.

It is also not clear today if Icahn intends to unload more of the stock.

In 2008, he couldn’t buy enough, scooping up the stock at much higher prices.

After mounting a proxy fight–including the lobbing of a series of poison-pen letters–against former CEO and co-founder Jerry Yang and his management team, Icahn got board seats for himself and two others (John Chapple and Frank Biondi) in July of 2008.

As Digital Daily’s John Paczkowski put it perfectly then:

“Having so persuasively argued that Carl Icahn is a doddering Luddite with no articulated plan for Yahoo other than the company’s sale to Microsoft, Yahoo has taken the logical next step and appointed the activist shareholder to its board of directors.”

At the time of the fighting, Yahoo used a quote from Icahn to insult him: “It’s hard to understand these technology companies.”

In a way, that is a pretty accurate description of Icahn’s long wrangle with the Silicon Valley icon.

And, while some might not agree with my take, this is the way the Yahoo world ends for Icahn: Full of sound and fury, signifying nothing.

Here is Icahn’s entire letter to the Yahoo board:

To the Yahoo! Board of Directors:

I am hereby tendering my resignation as a director of Yahoo! to take effect immediately.

When I joined the Board, the company was in a state of turmoil. In the period since then, we have all worked together to achieve much for the Company, most notably bringing Carol on to be the CEO and then consummating the search deal with Microsoft. I am proud to have played a role in both these decisions. Carol is doing a great job and I believe the Microsoft transaction will provide great long term benefits, the potential of which many still do not understand.

I don’t believe that it is necessary at this time to have an activist on the Board of Yahoo! and currently, my attention is focused on other matters. As a result, I do not presently have the time that is necessary to devote to the business and affairs of Yahoo! required if a board member is to fulfill his fiduciary duties to the shareholders

Again, I want to thank the members of the Board for acting so responsibly during my tenure. I look forward to maintaining my relationship with each of you.

Sincerely,

Carl Icahn

Yesterday, BoomTown wrote about the status of the regulatory approval for the Microsoft-Yahoo search and online advertising pact.

While none of the key constituencies wanted to comment or make predictions about the outcome of the government scrutiny, most seem to agree that the MicroHoo partnership is more likely to be approved than not.

One of the few vocal critics of the deal, though, is Jeffrey Chester, the executive director of the Center for Digital Democracy, a public interest group.

CDD, along with several other consumer groups, recently sent a letter to the Justice Department’s antitrust head, Christine Varney, expressing concern about the control and collection of consumer data in the deal.

CDD also has been querying Microsoft (MSFT) and Yahoo (YHOO) directly about the data collection and privacy implications of the deal, which is something the government should be doing.

So, to further get a glimpse into MicroHoo’s arguments, here is a set of important questions Chester asked then that were answered in a memo by the pair:

What specific data collection, interactive ad technologies and targeting applications will be used for search under the 10 year deal?

Today, Yahoo! collects data about Yahoo! visitors to our search product and uses that information to deliver products and to customize advertising and content, among other purposes described in its Privacy Policy. Microsoft and Yahoo! have each adopted industry-leading privacy practices with respect to search. For instance, under Yahoo!’s global data retention policy, Yahoo! anonymizes user log data within 90 days with limited exceptions for fraud, security and legal obligations. For search specifically, Yahoo! will convey certain data to Microsoft to fulfill a user’s search request. This includes the query and the IP address. Microsoft will anonymize this data sent to it by Yahoo! in accordance with Yahoo!’s announced data retention policies. Microsoft is only permitted to use search data that it obtains under the deal to operate and improve its search services and for no other purpose.

Will Yahoo’s behavioral targeting technologies for search still be used?

Yahoo! does not currently employ behavioral targeting in search. [Ed. note: Not completely true; see press release from Yahoo here on new targeting capabilities.]

Will any of Yahoo’s targeting apparatus be incorporated in any way with Microsoft Advertising, including with Bing?

No. This deal is limited to search, and as noted above, Yahoo! does not employ behavioral targeting in search.

Will search ads be sold by either Yahoo or Microsoft that provide for multimedia results, such as video?

Video advertising is still a small and growing area and as such, it’s impossible to predict what video ads in any form, including what a potential video search ad, could look like several years from now.

How may this deal affect the Yahoo! Newspaper Consortium?

The partnership Yahoo! has with the newspapers is broad and includes everything from content distribution, advertising cross sales, and technology platform development, to the display of Y! sponsored search listings on the newspapers’ own Web sites. Yahoo! Does not see the Microsoft deal as having an immediate impact on its newspaper consortium dealings. However, by combining its platform with Microsoft’s, Yahoo! and Microsoft will be in a position to offer the Newspaper Consortium and other web publishers more competitive bids for search syndication deals than either company can offer separately.

What ad research and development will be shared or done in common?

It is premature to speculate about the exact research that will be done, but the increased scale that will result from this search deal is expected to significantly enhance the ability to conduct meaningful research in a timely manner.

What rationale was used to embrace the 3 month data retention time? Why isn’t a shorter retention time adopted?

Yahoo! did an extensive analysis and review of all our data systems globally in 2008. Yahoo! arrived at 90 days retention as the right timeframe for most of its log file data that allows it to deliver the industry-leading products and services its users expect from them, but that also minimizes the duration of time Yahoo! holds data in identifiable form. It’s important to note that some of Yahoo!’s log file systems retain identifiable data for less than 90 days but none will hold data longer except for a limited number of specific systems dedicated to fraud and abuse and to meet legal obligations.

How do you envision Yahoo remaining viable when it no longer has a meaningful independent search service, given the need to have a coordinated search/display environment for digital marketing?

Future growth in online marketing will come from shifting spend from offline advertising to the online world. Offline advertising spend is disproportionately held by the largest advertisers and they control the vast majority of ad spend. Yahoo! has the leading position in branded advertising and Yahoo! also serves the needs for the growing market of performance advertising. So this deal with Microsoft enables Yahoo! to deliver a fully integrated solution that meets marketers’ needs at scale. Through this deal, Yahoo! retains a revenue stream in search without incurring the costs of developing a search platform or engine. Yahoo! will get paid an 88% TAC rate while eliminating significant expenses, enabling Yahoo! to invest more heavily in other areas of focus: amazing audience properties, web products, enhanced display advertising capabilities, and fantastic mobile experiences.

Unlike the gripping back and forth of the fight over Yahoogle last year, the approval process for the search and online advertising partnership of Microsoft and Yahoo is chugging along slowly but surely as the Justice Department has deepened its investigation by reaching out to a broad range of publishers, advertisers, public interest groups and rivals for comment recently.

A month ago, the government agency lobbed in a “second request” for information about the deal the pair struck earlier this summer.

This kind of regulatory review is typical in deals of this magnitude.

But so far, there is no significant external challenge to the MicroHoo deal, even–according to many sources BoomTown has interviewed over the last week–from Google, the likeliest company to try to scuttle or, at the very least, slow down the deal.

“Is it worth fighting a big fight over?” asked one person close to the thinking of Google (GOOG). “Not really.”

Said another source, surveying the state of play: “It’s eh, kind of inevitable and not that interesting on a lot of levels.”

While none of the key constituencies wanted to comment or make predictions about the outcome of the regulatory scrutiny, most seem to agree that MicroHoo is more likely to be approved than not.

At the time the partnership was announced in July, execs at both Microsoft (MSFT) and Yahoo (YHOO) said a lot of investigation was likely from Justice, although they said they were also confident that it would be allowed go through by year’s end.

So far, several sources said, the key issue raised by the Justice Department has been whether the argument Microsoft and Yahoo are making–that they need scale to compete with Google–is valid or not.

Currently, Google has just under 70 percent of the search market in the U.S., while Microsoft and Yahoo together have about 28 percent.

Google has been arguing that huge scale is not necessary to be successful in the search ad market, although its execs have often said bigger is better when it comes to natural search and in spurring more clicks on ads.

Meanwhile, Microsoft and Yahoo have said they need all the firepower they can muster together to battle Google’s hegemony.

In a related concern, some regulators are worried–as they were when Google and Yahoo were trying to get approval for a similar deal last year–that any hookup of big players in the market will effectively take Yahoo out of the search business.

“With only three big players, going to two is not desirable to the government,” said one source. “Yahoo has to reassure everyone that it is focused on a sustainable business model beyond search.”

In a blog post yesterday, in fact, Yahoo said it was committed to search innovation.

In any case, most expect another month of investigation at least, although the lack of any loud voice in opposition could shorten that time frame.

And, added some sources, unlike with Yahoogle, there is not likely to be any kind of Congressional hearing on the deal.

Nonetheless, Microsoft, Yahoo and Google remain concerned that deals like this will lead to more focus on privacy issues, specifically around behavioral targeting.

That would be more a matter for legislators or the Federal Trade Commission and would probably come well after the deal is cleared and as part of a bigger topic.

Rep. Rick Boucher (D., Va.), who chairs the Subcommittee on Communications, Technology and the Internet, said he will consider consumer privacy legislation this fall.

Boucher led hearings on the subject this summer, and there might be more, especially as Web companies garner a lot of personal information from consumers with little oversight of what they do with those data.

If Boucher does call for hearings, he might want to replay this particularly boneheaded (but funny!) video from Yahoo’s U.K. ad staff, which classifies various Yahoo customer types–such as “disco-dancing heart surgeons from Nantwich”–as farm animals:

Please see this disclosure related to me and Google.

Although it is not a particular surprise, because Microsoft and Yahoo execs had previously said they expected as much, the Justice Department lobbed in a “second request” for information about the search and online advertising partnership the pair struck earlier this summer.

A Microsoft spokesman confirmed the request to BoomTown.

“As expected Microsoft and Yahoo received an additional request about the agreement, as we said when this agreement was announced,” said Microsoft’s Jack Evans. “We anticipated this deal would be closely reviewed and we continue to be hopeful that it will be approved by early 2010.”

Simply put, the Justice Department wants more information about the 10-year deal and will do more investigation before approving it–or not.

This kind of review is typical in deals of this magnitude, although it is unlikely to be as fraught as Yahoo’s attempt last year to form a similar partnership with Google.

That deal collapsed after regulators indicated that they would oppose the arrangement, which caused Google to pull out.

At the time the partnership was announced in July, execs at both Microsoft (MSFT) and Yahoo (YHOO) said a lot of scrutiny was likely from Justice, although they were also confident that it would go through.

And, indeed, there seem to be no major objections from publishers and advertisers, as was the case with Yahoogle, even though a privacy group has raised some concerns.

Even Google (GOOG) has been unusually quiet about the deal, perhaps because its nearly 70 percent of the search market makes it the behemoth. Together, Yahoo and Microsoft have close to a 30 percent market share.

The deal must also be approved by European regulators, according to the terms negotiated by Yahoo and Microsoft. But since Google’s share there is even higher, roadblocks seem unlikely.

Meanwhile, according to numerous sources, Microsoft and Yahoo are separately working on transition plans in order to move quickly once it gains regulatory approval.

While they cannot work together as yet at a detailed level, Microsoft will eventually be absorbing hundreds of Yahoo search engineers as part of the deal.

So as we all wait in breathless anticipation, enjoy this hysterical video version of the famous gruel scene in the movie, “Oliver,” with the lines speeded up and then slowed down:

MicroHoo. Check! FaceFeed. Check!

And Twoogle? Let’s check!

Yahoo (YHOO) and Microsoft (MSFT) have finally partnered. Microsoft is already a big investor in Facebook. And today, the huge social networking site just picked up online content-sharing site FriendFeed, which is chock-a-block full of ex-Google execs.

Now, one has to wonder if it wouldn’t be easier if Google (GOOG), the cash machine of a search giant, finally ponied up and bought the most recent star of Web 2.0?

That would be, of course, Twitter.

While previous rumors in the early spring that Google was imminently poised to acquire Twitter proved premature, the investors of the fast-growing microblogging service and Google execs have got to be thinking the same thing right about now:

Do we need each other to make some real-time noise?

It’s true that a lot of the hubbub around the idea of Twitter selling out has been mostly hype.

In addition, there are a lot of good arguments to be made that the San Francisco start-up is likely to be fine on its own and will soon find some very lucrative revenue streams.

Still, it is probably very disconcerting for Twitter to be holding onto the tail of the tiger of its own phenom and hope that it will not turn out to be a bad decision to imagine it will always be thus.

Linking up Twitter and Google is certainly a big idea, giving Google de facto ownership of real-time search, a big lift in the status-update game and yet another major and innovative Internet name brand.

It would also likely ensure that Twitter will dominate its sector for a very long time.

In other words: Gentlemen–and, since this is Silicon Valley, I do mean pretty much all gentlemen–start your engines.

Because whatever happens, it certainly will be fun to watch from the sidelines as MicroHoo, FaceFeed, Twoogle and more crash into one other and make the Internet as thrilling a place as it has ever been.

Please see this disclosure related to me and Google.

After all the investor hubbub over the oh-no-they-didn’t deal between Yahoo and Microsoft starts to die down a bit, the pair are now embarking on the path that is the only way toward proving the efficacy of them joining together.

That would be getting a variety of state, federal and international regulators to say yes to the wide-ranging online advertising and search arrangement they announced last week so they can start making it work.

According to sources at both companies, a variety of filings will be made this week, including one to the Securities and Exchange Commission that should provide more details of the partnership.

When it was unveiled last Wednesday, the companies said Microsoft (MSFT) will run search technology for the two, while Yahoo (YHOO) will sell the premium search advertising.

That SEC filing could answer a number of questions some still have about the deal, such as whether there is a large break-up fee that Microsoft would pay Yahoo in case the deal is scuttled.

That’s just the outcome that Microsoft and Yahoo are trying to avoid.

“We think of it as an outreach effort to explain how we are creating a strong No. 2 to Google,” said one source close to the situation. “The main goal will be to show that a better competitor in the marketplace is a good thing.”

While the companies are prepping for opposition from Google (GOOG), sources close to the thinking at the dominant search company said it is more likely to be muted and indirect.

That’s especially true since a MicroHoo makes Google–currently under a lot more government scrutiny than ever before–look like less of a bully.

Thus, Google’s tactics would entail less direct statements and more pointing out the discrepancies between what Microsoft said when Google tried to get approval for a search deal with Yahoo last year and what it argues now.

“They will probably not be that obvious, but they will be there still,” said Microsoft CEO Steve Ballmer to me, in an off-hand remark at the software giant’s Financial Analyst Meeting last week.

It’s a game of legal chicken that Ballmer knows well.

Already, for example, Microsoft and Yahoo execs have been aggressively reaching out to major publishers and advertisers to get their staunch support.

That included calls immediately after the deal was announced last Wednesday to such execs as Martin Sorrell of the WPP Group (WPPGY) and Jeff Zucker, CEO of NBC Universal, a unit of GE (GE).

In Washington, D.C., both companies have legions of lawyers to try to make sure the Justice Department, which will review the case due to its antitrust implications, has all the information it might need.

And, more to the point, they want to avoid the debacle that took place when Yahoo and Google tried to get approval for their failed deal last year.

That deal was ended by Google after it became clear that Justice was going to fight it by arguing that top search companies hooking up hurt competition and stifled innovation.

In addition, there might be Congressional scrutiny, with possible hearings, similar to those held when the Yahoogle deal was pending, such as in the Senate Judiciary Antitrust Subcommittee.

And, of course, there are actually independent groups concerned and they have also been in contact with regulators.

“There are questions that must be answered regarding the collection and sharing of consumer data by the two companies,” said Jeff Chester, executive director of the Center for Digital Democracy, a D.C.-based group that works to promote consumer privacy and protection online, in a statement last week. “While the rationale for the deal is to provide some much needed competition to Google (and income for Yahoo), the further consolidation of the global digital advertising system should be a concern to Internet users, privacy advocates, online marketers, and competition regulators.”

Sources said Microsoft and Yahoo also plan to petition regulators in the European Union this week, which is likely to be most concerned about privacy issues involved in their union.

They will also be doing the same in other key countries worldwide, such as Korea, Taiwan and Brazil.

And, finally, given how involved state attorneys general became in beaching the Yahoo deal to partner with Google, they also will be starting outreach to key states, such as California, where Silicon Valley-based Yahoo is headquartered.

“Once again, it will be the Lawyer Employment Act of 2009,” joked one person close to the deal. “At least, that shows there is some economic benefit to this deal already.”

While we all wait in breathless regulatory anticipation, here are interviews I did at last year’s Senate hearings on Yahoogle, with lawyers from Google (David Drummond), Microsoft (Brad Smith) and Yahoo (Mike Callahan).

Incredibly, they are the very same lawyers who will be pretzeling themselves in entirely different shapes than they pretzeled themselves a year ago.

I would expect nothing less!

Here’s the video:

]]> http://kara.allthingsd.com/20090804/yahoo-microsoft-regulatory-filings-begin-this-week-let-the-legal-game-playing-begin/feed/ 0 http://kara.allthingsd.com/20090729/complete-coverage-yahoo-microsoft-deal/ http://kara.allthingsd.com/20090729/complete-coverage-yahoo-microsoft-deal/#comments Wed, 29 Jul 2009 15:13:06 +0000 Kara Swisher http://kara.allthingsd.com/?p=16735 After months of speculation, interviews and statements to the contrary, Microsoft and Yahoo have finally reached a deal. Details of the story are still emerging, so for your reading convenience, BoomTown’s full coverage is below:

Complete Coverage

• Analysts to Yahoo CEO: Where are Those “Boatloads of Money” You Were Talking About?
• Yahoo Gag Reel
• WWGD: What Will Google Do, Now That There Is Finally a MicroHoo?
• Liveblogging the Yahoo-Microsoft Search Deal Conference Call: The Carol and Steve Show Debuts!
• Yahoo Investors on Microsoft Deal: Do Not Want
• Yahoo CEO Carol Bartz’s Letter About the YaSoft Deal
• MicroHoo Deal Finally Official in a 10-Year Landmark Partnership (Plus the Full Press Release)
• Yahoo To Get 110 Percent of Search Revenue in First Two Years of Deal With Microsoft
• Before Yahoo-Microsoft Deal Terms Are Unveiled, Let’s Go to the Videotape From the Last One
• Microsoft-Yahoo Deal Struck–Will Be Announced Within Next 24 Hours

]]> http://kara.allthingsd.com/20090729/complete-coverage-yahoo-microsoft-deal/feed/ 2 http://kara.allthingsd.com/20090309/microhoo-stop-them-before-they-publicly-negotiate-again/ http://kara.allthingsd.com/20090309/microhoo-stop-them-before-they-publicly-negotiate-again/#comments Mon, 09 Mar 2009 22:59:34 +0000 Kara Swisher http://kara.allthingsd.com/?p=10758

Oh dear, one endless, screwed-up global airline ride without Internet connectivity and when I finally manage to get online (looking right at the Spanish Steps in Rome. Sweeeeet!), BoomTown finds that a new round o’ MicroHoo is apparently on again.

(In the immortal words of Michael Corleone–see video below–in the otherwise awful “Godfather: Part III”: “Just when I thought I was out, they pull me back in!”)

Except, judging from exactly how loud the loudmouthed chatter from a trio of Microsoft execs has become–the latest being COO Kevin Turner–it’s actually not.

Because if there were real and substantial talks going on right now between Yahoo (YHOO) and Microsoft (MSFT) about a new deal to partner, of course, you likely would not hear a peep from them.

Nonetheless, Turner is the third exec from the software giant to mention that Microsoft would love to play let’s-make-a-deal with Yahoo–not to necessarily go back and swallow it whole, a deal that Yahoo would now do in a New York minute, but related to its search assets.

In an interview with the Times of London, referencing new CEO Carol Bartz:

“We’ve certainly made her aware and the Yahoo! board aware that if they are ever interested in an opportunity to partner with them on search, we’d like to sit down and at least have the conversation. It has to make economic sense to both parties.”

Turner’s words come after similar sentiments were recently expressed by both Microsoft CFO Chris Liddell and the very-on-the-topic CEO Steve Ballmer.

We’ve seen this public tactic before, of course–actually, ever since Ballmer’s ill-fated attempt to take over Yahoo ended badly. Since then, he and others at Microsoft have not failed to either insult Yahoo’s prospects or say how very much it would like to do a deal with Yahoo.

The recent carrot approach, of course, is because Microsoft is now facing three important challenges.

First, for now, it looks like Yahoo’s search share seems to have stabilized and even improved, after years of decline.

Second, for all its efforts at hiring top search guns, spending heavily and generally declaring war on market leader Google (GOOG), Microsoft’s share has remained puny and static.

And third, it is facing a much different kind of Yahoo leader, who–while not necessarily as Web savvy as she should be–is not someone who is likely to be rolled or rattled as easily as former CEO Jerry Yang.

Because, as Bartz recently quipped–this woman likes to throw out the biz bromides more than Warren Buffett–at the Morgan Stanley Technology conference:

“I said this to Mr. Ballmer, I will not negotiate with you and 30,000 of my closest friends. I will negotiate privately….If something happens, you will know about it then.”

Still, despite Bartz’s cool demeanor, she and Ballmer will surely soon–if they have not already, that is–be meeting in some “secret” airplane hangar or other remote place dealmakers like to reconnoiter.

(Here’s a we-have-a-lot-in-common opening chit-chat topic: How snarky/rude/pushy you both think bloggers like me are!)

Because in order to get some traction on Google in the search arena, Microsoft has little choice–except perhaps making a big, sloppy bid for Facebook or Twitter–but to find a way to partner with Yahoo.

Yahoo too. As much as Bartz has been bragging that she has tons of leverage (she both does and she doesn’t), she also needs a powerful and rich friend in the years ahead in the search game, which will get uglier and more expensive as growth slows and massive innovation is needed.

Already, reports of that slowdown–spurred by the economic crisis–are here. It is in these down times that doing a deal, to get ready for the inevitable revival, seem most fortuitous.

That is, if everyone can stop talking and start, well, talking.

Until then, here’s the great Al Pacino, delivering the classic line:

]]> http://kara.allthingsd.com/20090309/microhoo-stop-them-before-they-publicly-negotiate-again/feed/ 2 http://kara.allthingsd.com/20080715/kara-visits-the-senate-hearings-on-the-yahoo-google-ad-search-deal/ http://kara.allthingsd.com/20080715/kara-visits-the-senate-hearings-on-the-yahoo-google-ad-search-deal/#comments Tue, 15 Jul 2008 16:21:06 +0000 Kara Swisher http://kara.allthingsd.com/?p=2355 Please see this disclosure related to me and Google.

Sitting at the Senate hearings about the Yahoo-Google ad search deal this morning in Washington, D.C., let it be said that BoomTown is deeply dubious about whether it is a good thing for consumers and advertisers, as both Internet companies have asserted.

But this was my most certain conclusion:

The worst-case scenario is actually for politicians to meddle in the Internet space with their largely Web-ignorant mitts.

But that’s just me!

Titled “The Google-Yahoo Agreement and the Future of Internet Advertising,” the hearings were called by the Judiciary Committee’s Subcommittee on Antitrust, Competition Policy and Consumer Rights, chaired by Sen. Herb Kohl (D., Wis.).

In any case and as usual, the hearings on the Yahoo agreement with Google (transcripts of testimonies here) to outsource some of its ad search business were a lot of show and not so much content.

There was an interesting little testy back-and-forth between Sen. Arlen Specter (R., Pa.) over remarks that Yahoo (YHOO) CEO Jerry Yang might have made in a previous meeting with Microsoft (MSFT) that was recounted by Microsoft General Counsel Brad Smith.

The gist of it was that Yang sketched out a world of two “poles”–Google (GOOG) on one side and Microsoft and Yahoo on the other. And if Yahoo moved over to the Google side, the World Wide Web would be terribly askew!

Yahoo General Counsel Michael Callahan said that was not his recollection of the meeting, in which he also participated.

Specter wondered who was telling the truth, which only made me want to yell out: Welcome to the MicroHoo Hall of Crazy Mirrors, Senator!

Mostly, Google and Yahoo argued that by doing an ad-search partnership they would stay aggressively competitive with each other.

Microsoft, of course, argued that the end was nigh.

“Never before in the history of advertising has one company been in the position to control prices on up to 90 percent of advertising in a single medium,” said Microsoft’s Smith. “Not in television, not in radio, not in publishing. It should not happen on the Internet.”

Countered Yahoo’s Callahan: “The purpose of this commercial arrangement, the intent of Yahoo moving forward, is to make our company an even stronger competitor to Google, to Microsoft and to others in the dynamic and rapidly growing online advertising world.”

Of course, Google chimed in, via Google Chief Legal Officer David Drummond: “Google and Yahoo will remain vigorous competitors, and that competition will help fuel innovation that is good for users and the economy.”

Yes, concentration of power is always good for the world! I mean, Microsoft’s Windows monopoly turned out so well for the industry for so long!

Wait, that’s not a very political thing to say. (Then again, I completely forgot just how stuffy D.C. was and wore Silicon Valley garb–jeans and a T-shirt–to the hearing.)

In any case, the sideshow to the MicroHoo drama moves to the House side of Capitol Hill this afternoon.

There the Task Force on Competition Policy and Antitrust Laws held the less dramatically named hearing “Competition on the Internet.”

It was the same trio of Yahoo, Microsoft and Google lawyers, of course, and more of the same.

Which is to say–a lot of hot air, little movement, but much more evidence of the next phase of the Internet and the two true poles: The Web World War of Microsoft versus Google.

In any case and speaking of hot air, here’s my video interview with the lawyers from Google, Yahoo and Microsoft, which is also posted here:

[ See post to watch video ]

]]> http://kara.allthingsd.com/20080715/kara-visits-the-senate-hearings-on-the-yahoo-google-ad-search-deal/feed/ 2 http://kara.allthingsd.com/20080521/mashup-of-ok-go-and-microhoo/ http://kara.allthingsd.com/20080521/mashup-of-ok-go-and-microhoo/#comments Wed, 21 May 2008 07:01:50 +0000 Kara Swisher http://kara.allthingsd.com/20080521/mashup-of-ok-go-and-microhoo/ BoomTown loves this mashup using the popular YouTube music/dance video of the treadmill dance of OK Go, singing “Here It Goes Again,” which was a viral hit in 2006, but superimposing the heads with the major players in the MicroHoo takeover circus.

That would be, of course, Yahoo’s (YHOO) Jerry Yang, Microsoft’s (MSFT) Bill Gates and Steve Ballmer and corporate raider Carl Icahn.

Here’s the mashup video, with the original OK Go one–which I never get sick of watching–below it:

]]> http://kara.allthingsd.com/20080521/mashup-of-ok-go-and-microhoo/feed/ 0 http://kara.allthingsd.com/20080506/a-non-microhoo-post-making-ironman-using-pipe-cleaners/ http://kara.allthingsd.com/20080506/a-non-microhoo-post-making-ironman-using-pipe-cleaners/#comments Tue, 06 May 2008 07:11:15 +0000 Kara Swisher http://kara.allthingsd.com/20080506/a-non-microhoo-post-making-ironman-using-pipe-cleaners/ OK, this has got to be my favorite series of how-to videos–featuring a really cool but deeply geeky kid actor named Halley Joseph Eveland making action heroes using pipe cleaners.

In this series, he renders Iron Man, the current hot hero with the hit movie:

]]> http://kara.allthingsd.com/20080506/a-non-microhoo-post-making-ironman-using-pipe-cleaners/feed/ 0 http://kara.allthingsd.com/20080423/microhoo-some-web-20-advice/ http://kara.allthingsd.com/20080423/microhoo-some-web-20-advice/#comments Wed, 23 Apr 2008 08:26:38 +0000 Kara Swisher http://kara.allthingsd.com/20080423/microhoo-some-web-20-advice/ Last night, BoomTown loaded the kids into the car–you try finding a sitter on a Tuesday night!–and went early to a pair of dot-com parties being thrown at some trendy spots in San Francisco related to the Web 2.0 Expo taking place this week.

Our quest was to find out what some savvy Web 2.0 types thought would–or should–happen next in the Microsoft (MSFT)-Yahoo (YHOO) takeover battle, following Yahoo’s earnings report yesterday.

Thus, we made the scene–at widgetmaker RockYou’s “Rockin’ Spring Mixer” at Bong Su and news site Digg’s get-together at Mighty–to get some advice on what’s going to happen next.

Frankly, BoomTown is running low on ideas and we got a good range of predictions to bolster our bare cupboard.

So here’s a good mix of interviews on the topic, with folks such as RockYou CEO Lance Tokuda, Broadband Mechanics’ Marc Canter, Digg Founder Kevin Rose (in the very, very dark and noisy club–sorry!–but you can hear him at least), Digg CEO Jay Adelson and others.

And, at the end of the video, using a dinosaur toy as a metaphor, Louie and Alex Swisher, who pretty much have the situation down cold.

Here’s the video:

[ See post to watch video ]

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