Microsoft buying Yahoo!

Despite a long history of unsuccessful corporate mergers and acquisitions (M&A), captured by now by the dismal M&A rate of success (~30%), M&A comes in and out of fashion as a favorite growth option. Ever wondered where these [...] ideas about M&A might have come from? Seneca--the Younger--would have answered: cui prodest. We, from Tech Trade Daily, learn about a Merrill Lynch analyst's research report whereby Microsoft is being advised to acquire Yahoo!.

The stated rationale behind such advice is: Google's assumed internet preeminence; Microsoft's failed MSN; Microsoft can afford the cash and debt, and needs, to buy a company the size of Yahoo!; and, in the analyst's own words:
Yahoo! seems a strategic fit based on: 1) Microsoft's search/advertising focus across the PC, mobile devices and video game consoles, 2) natural ad platform and cost synergies and 3) elimination of a top competitor.
I am not sure how the conclusion that Microsoft needs to buy something the size of Yahoo! was reached. Lest we forget, Microsoft still has to make sense out of its two last largest corporate acquisitions, Great Plains and Navision. These two companies were not structured as differently from Microsoft as Yahoo! would be, and came both for at a tenth of the cost of Yahoo!.

As a side note, I could imagine the transformational power of targeted advertising, which at the limit would place a future successful business in between a buyer and a lot of her transactions, but would have a hard time betting the future of a today successful company on that prospect. Indeed, who doesn't recall the late '90s projections behind e-commerce, and Amazon.com in particular, yet we see how hard it's been to change the industry structure.

As a second side note, since the Merril Lynch analyst seems troubled not a bit by reduced competition on the internet, one can tell how much he cares about consumers welfare.

Not for lack of rigour, we are then being told that, in the worst case scenario, failure would cost Microsoft $5/share. Some people simply don't know a typical organization from a hole in the ground, our analyst doesn't seem to know that, from an operational perspective, $1 at Yahoo! may be very different from $1 at most Microsoft. Indeed, while Yahoo! has become a media company, Microsoft, according to its current corporate structure and $12 Billion annual revenue, is so much more about enterprise and consumer software platforms and applications than a(ny) media entity. And, unless all computer applications, consumer and enterprise, are going to be delivered like the little gadgets from Google or Yahoo!, why would one want to make Microsoft a media company? Moreover, some seem to have forgotten AOL-Time Warner proved how difficult it is to join even two media companies. How can one think of grafting a media giant like Yahoo! onto the rest of Microsoft when they have so little in common? So, when pricing the cost of the option of buying Yahoo! only at $5/share, cui prodest?

Without doubt, there is plenty of revenue potential in approaching the internet more like a media business, but so is in the non-media business Microsoft has been so successful at. As I wrote here, Microsoft would do better if separated its consumer and enterprise businesses. Should that happen, one can see less structural obstacles to a joint Microsoft-Yahoo! entity. Otherwise, some in the M&A field must be reminded that corporate entities rarely make for additive operations. The rest of us, when not knowing an answer, would do well to return to classics.


On advertising
The only/last business model?

Henry Blodget, the blogger--as if he had it all coming from his name, brings up an interesting thesis by correlating the fates of the advertising and housing markets: As Goes the Housing Market, So Goes Advertising.

Without analyzing the strength of this correlation, why wouldn't one go a step further and ask: If advertising were no longer enough to support Google's growth, could it ever charge for its growing number of services?

I don't have an answer, yet the value is in the question sometimes. What do you think?


June 14 Addendum
People are looking indeed: http://www.internetoutsider.com/2006/06/citigroups_mark.html

June 15 Addendum:
"I think we'll look back at this day as the separation between two eras in software — the first being software in a box, and the second software distributed over the Internet for free and funded by advertising. The new era requires a complete re-examination of Microsoft's business model, which has been one of most profitable the world has ever seen." These were the words of George F. Colony, CEO with Forrester Research, on the occasion of Bill Gates' announcement about gradually leaving Microsoft. I sure hope George got it wrong, even though the history of television would indicate otherwise.

Small is beautiful, again...




If you come to think about it, most kitchen appliances could be reduced to one big motor and one resistor. That would be the case if we were to follow the same logic as, let us say, Microsoft's Windows Vista or Vioxx--the blockbuster drug. Then, for example, the central shaft of the motor, analogously to the steam engine powering the first industrial plants, would set everything in motion through various-size gears/belts. An analogy like this is valid inasmuch an operating system (OS) consists mostly of a file system and a scheduler, and supports all applications, small or large. As well, the blockbuster drug is designed with the largest population target in mind, despite considerations of the cost-benefits analysis that, in the case of Cox inhibitors, would indicate a much smaller target population.

The results of extending a product to do more for most people could and will eventually be outweighed by the risks of failure. Production costs rise fast and even more so does the risk. For computing system vendors, increased complexity is intended to replace innovation while protecting the incumbents. However, as we saw with Vista's delays, or Intel's first 64-bit architecture, the risk and costs of failure are big and real. Vista's latest delay has dented billions from the market value of Microsoft and several of its partners. Intel's failed attempts at a 64-bit architecture cost the company and HP a lot of money and opportunities seized upon by AMD. On the other hand, the drug companies have perfected a distorted game (consider the strenuous FDA approval process, or the limited human-testing abilities) by spending excessively on marketing and on convincing doctors more people need their drugs. All goes well as long as the side effects are being kept under control and new blockbusters are being introduced. But, as the Cox inhibitors case shows us, nobody can force the course of innovation nor control the side effects on patients beyond reasonably intended targets.

Solutions seldom come from a single direction. In the case of hi-tech companies we have a combination of regulatory measures and the nimble Google. On their part, the blockbuster-drug companies are under pressure from litigators and the nimble biotechs. In either case, be it personalized/mobile computing or tailored drugs, small and agile is beautiful again. After all, today's premium kitchens have a device or an appliance dedicated to one or a reduced number of tasks.

If you find a virtualization fork in the road...

Almost a year after Apple decided to switch to Intel processors the rationale for such a move still remains a guessing game for most. Then, in January 2006, the hacker community is challenged to build a solution to natively boot Windows XP on the Intel Mac. Two months later, the challenge is met and after one more month, in April 2006, Apple itself launches Boot Camp Public Beta, a technology that lets one install and run the Windows XP operating system on an Intel Mac.

Without speculating about the level of involvement Apple might have had in lining up the events in the above sequence, I think, Apple faces some uncommonly strategic options around the notion of virtualization. In essence, Apple opens its outstanding hardware platform to the equally impressive universe of Windows-supported applications. This way, Apple exchanges some of its nobility for the democracy of Windows applications. Indeed, didn't you also think, when seeing the latest Mac Mini, "For this price I'd get a couple except that I don't know what to do about applications."?

Let's quickly chart some alternatives in terms of players, costs, risks, and benefits:

At these early stages, Microsoft still holds some cards, so Apple is tentative and mindful--both in its PR and the requirement to have "a bona fide installation disc for Microsoft Windows XP, Service Pack 2, Home or Professional." Lest we forget Microsoft's own Virtual Server 2005 R2. On the other hand, AMD and the traditional IBM-compatible PC makers will have to start thinking beyond the parallelopiped.

At this time, keeping the cost of hardware the same, I would expect the performance of running XP on MAC to be lower than that of XP on a PC. However, two mitigating factors will have to be considered: (a) Within certain limits, cool-factors overshadow performance/cost factors; (b) Due to multi-core processors, non-enterprise users have now the chance to enjoy the best out of virtualization, without low performance/cost factors--Intel is placing a momentous bet on its releasing a new multi core architecture that increases the performance, while decreasing power consumption, of its processors in the 2nd half of 2006.

Among the risks we have: Problems at Intel continue; Microsoft Vista comes on time with an overwhelmingly positive user experience; Users begin to pay more for hardware; Microsoft problems may erode Apple's image.

Among the benefits: Users will do whatever they do in style; Apple and non-Apple ISV's can begin a relationship, even if indirect in the beginning; personal computing starts being interesting.

So, as Yogi Berra put it: " When you come to a fork in the road....Take it "

How much becomes too much?


When discussing Windows OS strengths and weaknesses, it is rather the norm for people to overlook its salient mega-feature that is source for both sets of attributes. That is Microsoft's deliberate support of as many hardware configurations as possible. It is precisely the same multitude of configurations that makes Windows:

  • So valuable to partners and customers;
  • Prone to systemic vulnerability;
  • Slow to start;
  • Slow to bring to the market.
A dialogue with a Microsoft insider reminded me of all these and more from my own time as an ecosystem caretaker for large software infrastructures. Read the dialogue for yourselves here.

Non
-Event @ MSFT

Much ado about little seems to be round the latest delay that keeps Microsoft from releasing Vista, its who-in-the-market-is-waiting-for operating system. The novelty this time is about being able to glimpse at the communications (even thought process) several Vista-related constituencies have on the Mini-MSFT blog--see the second part here.

From a customer perspective, I suppose, the impact is minimal. Why should it matter a few-month delay more than an already multi-year one? What is there that people want to capitalize on and only Vista enables them to do so? Enterprise customers will get their hands in the software this year still, yet their upgrade cycle is somehow independent of the release schedule of software providers. And, yes, the home users may get some back-to-school/holiday purchase plans redrawn, but it's not to say they'll have that much of a different alternative, financially speaking for Microsoft at least.

This delay could be more complicated for Microsoft hardware OEM partners, but even those are grown-ups with their own histories of mishaps.

More noticeable effects are likely to occur on a couple of fronts though. One is a short to medium term hit MSFT will take in the financial markets. MSFT stock has been between $22 and $28 for the most part of the last 6 years, so now it has some room to slide from $27. The other is with Microsoft's own employees who seem to be ever more confused as to what the direction of their company is. The rank and file are unhappy about the slow growth, whereas the executives have been in a state of prolonged denial. The problem with the former is their resistance to becoming more like, let us say, IBM employees; the latter seem to have run out of ideas with real impact on the markets and their own employees. Elsewhere on this blog, I even dared make a suggestion for what Microsoft might want to do--in essence a clear separation between applications/infrastructures for home and enterprise customers, respectively.

I consider Vista's delay just one more symptom, alas one of the highest visibility, of the problems companies in general and Microsoft in particular face. This is to say nothing about the novelty Microsoft has been trying to pull off: to have a major redoing of a multi-million line of code piece of software every few years...

Per chance you have not visited Mini-MSFT lately, here are my favorite three comments about the market delay of Vista:
First, calling it an operating system is a misnomer. It is a bloated 'user experience' that has no relationship to an operating system.

Second, XP ('ancient' 'years old') is the first stable general market OS you folks have produced. Yes, NT was a decent product and 2000 was fine and started the transition to the general market but XP is still good enough based on your history. And I have no incentive to rush to Vista.

You produce bloatware. And all indications are that the Vista bloat will follow Moore's law once again.

You aren't producing operating systems you are following a business plan. And you do that very well in a totally selfish and proprietary manner that has had its obvious success.

But, I really wish you'd quit calling yourself something you aren't.

I have used 2 stable OS's in my long life--CP/M on the 88 series and OS/2 w. 386. And I have used a reasonably stable x86 product with XP.

I guess you might call me a MS basher but I am also a realist. I have no incentive to be a masochist and run an alternative OS. But, the cost is all the crap MS makes me use a better processor and more memory than my 'real' applications require.

I run the applications that I want to use and they are on the MS platform. But I can live without the 'enhanced user experience' that you are selling. As a long time (retired) consultant and programmer to industry, I'd have no qualm in telling any former client to wait and wait whether Vista shipped tomorrow or in the next decade.

You are very accurate in one area--you folks are really full of yourselves.

I think this is all a huge laugh. I recall Bill's comments back in DOS days about a bloated, decisionless IBM that he was out to take down. He should have read Pogo rather than computer journals--we have met the enemy and he is us.
KenP


I'm just a simple sysadmin that has to install and maintain Windows but I agree that the direction the OS has taken with Vista/Longhorn is several steps backward. It appears that MS is losing sight of exactly what Windows is used for.

Basically it's just a tool; for business and for entertainment. Adding eye-candy doesn't improve the mix; it makes it more difficult to support and more expensive to re-train.

Yes, MS needs to correct the Windows team problem, but it also needs to reconnect with the users.

If anyone needs to see some good examples of what NOT to do with a good OS, slide over to the V/LH beta newsgroups and read what's being posted. It's quite an eye-opener.
Mark-Allen

And now, the third, which reminds me an entry into the Ideas Lab section of this blog, about Agile software development:

It dawned on me during the commute over the 520 bridge: I'm irritated with all the recent sh*t-flinging at the company, but I don't think Vista inherently sucks. I think it is just too ambitious a project. Just like WTT (WDK for external folks) What a piece of garbage WTT continues to be. I can't even get my daily stress runs to count in the stats pages lol!

Anyway, these big projects look great on paper, but when it comes time to implement, it quickly becomes a crap-fest due to the complexity. As a low level employee, I can't even fathom how you could possibly manage all this properly. Is there a comparable software project out there of this complexity? I doubt there is anything that matches the lines of code...

I think Windows should trim down the release cycle and become more like NASA. Instead of flying men to the moon, just do smaller, manageable projects here and there. A probe one year, a rover the next. Makes the news; gets the budget dollars flowing; keeps people excited.

We can do this with Windows. We did some awesome stuff with XP SP2. OCA hits went down big time. Games started working again. Data execution prevention opt-in improved security. Ok not the most glamourous examples, but I hope you get the idea: we made stuff really work.

Why not have Windows be a real subscription service? In order to download the next new feature, you have to subscribe and activate your copy. Don't want Windows Parental controls? Don't subscribe. Don't want Media player eleventeen? Don't subscribe... Don't want LDDM/avalon/glass? Don't subscribe.
Anonymous
In the third comment, I think the anonymous Microsoft employee is onto something. Except that the process s/he is describing cannot be applied to all product lines at her/his company. And I would contrast the process advocated by this employee with the observation KenP made about what appears to be (driving) the current process: You aren't producing operating systems you are following a business plan. And this is only to show how far the far-between is.

Don't abuse numbers!

Last summer, on an inbound flight to NYC, I was seated next to an employee of a numbers-driven consultancy. His assignment was with a large grocery chain in the US, for which he had to come up with what else if not a strategy to turbo-charge stagnant revenues. The problem seemed to be that his numbers did not add up beyond the usual suspects, some improvement here, some scale there, or, in other words, more of the same albeit to a greater extent and at a larger scale.

My suggestion at that time was as simple as one word can bear it: organics! My word fell on deaf ears. Then, I tried to counter his skepticism with some off-the-cuff quantitative proxies: organics have higher margins, are the fastest growing segment, and so on. Perhaps, I continued, if the organic goods were to be eventually private-labeled the vendor would stand to make even more of a profit. He followed on with a whole line of argument that I could sum up as "organics are too risky."

Fast forward to a visit at Sam's Club this past week: 5-lb. bags of organic apples selling at the price of regular apples. First and foremost as a consumer, I hope this is just the beginning of a new stage in grocery retail, and vendors will come to understand that what is good for the consumers will be good for them, too. Secondly, I hope there will be enough independent groups to watch over the increasing number of 'organic' claims from vendors. Thirdly, I hope the days of that business, dear to some and known as whole-paycheck to others, are numbered; in the end, an apple is just an apple and should stay an apple, in price that is...

P.S. Sometimes the most numbers can reveal is the need for change.

Origami
un-folding

I like so much the idea of a device along the lines of the Origami project that I went as far as checking the opportunity of reinvesting in Microsoft and Intel. According to Reuters, Origami is
a paperback-book sized portable computer, which is a hybrid between a laptop PC and a host of mobile devices that the world's biggest software maker hopes will create an entirely new market.

Its characteristics are:
  • Less than two pounds (0.972 kilograms);
  • Seven-inch (17.78-centimeter) touch-screen;
  • Powered by Intel processors;
  • Runs a modified version of Microsoft's Windows XP Tablet PC edition;
  • Will run on Windows Vista;
  • Sell price between $599 and $999.

Its target market is gadget fans lured by an array of features at the intersection of productivity and entertainment (e.g. communications, TV & radio, cameras, music players, etc.). A company official claims that:
We believe that (ultra-mobile PCs) will eventually become as indispensable and ubiquitous as the mobile phone today.

Amidst all the predictions and hype, several questions about the scope and viability of the project, I am certain, will have an answer only as time goes by. Here are some of them, followed by my considerations:
  1. Have Microsoft and Intel learned anything from the success of iPod? iPod set out to solve one problem, of portable music devices, from the perspective of several constituencies. The end user wanted style and portability, the music industry wanted copyright protection, and Apple wanted to get back in the game. Apple did this, most probably, by starting with those needs in mind, and only years later generating variations on a successful theme (camera, phones, solid state memory, size, eco-system of complementary products, photos, TV, etc.).
  2. How much is Origami a bottom-up vs. top-down project? A bottom-up project would be one that starts with some unmet customer needs, selects or builds up the best technologies (operating system, applications, hardware), determines a price, and sells it to no end. A top-down project is one that, let us say, comes as top management's reaction to some competitor's market success. In answering this second question, let's ponder some facts: We are being told that Vista would be the next OS in the Origami project. Admitting the progress (applications performance and power consumption) of the Intel Core Duo processor, will it be diminished by supporting a heavier OS? How close is Intel from delivering a whole set of circuitry to support a mobile device the way Origami intends to unfold?
  3. What has the lack of success in the current Tablet PC line taught Microsoft? Judging by current specs, it is as if Tablet PC was overwhelmed by price and size alone. I don't know about the price, while the size was surely not the reason I did not buy a Tablet PC. My decision was the result of: unimpressive hand-writing driven maneuverability; the cost of a huge OS on the resources; and the sense of haphazard symbiosis between the software and most hardware implementations.

Besides Tablet PC, the next closest Microsoft project that Origami comes to is Media Center. Let's just say that's another story altogether. In any case, I hope Origami will be more than a glorified PDA/etch-a-sketch, and Microsoft/us will get there in less than three iterations.