Are Companies Too Eager To Do Big Mergers?

from the big-egos-big-mergers dept

With Microsoft and Yahoo! back at the negotiating table, Megan McArdle suggests that corporate CEOs are too trigger-happy when it comes to big mergers. She says there are a few situations where mergers really make sense, including when there are significant economies of scale or cost savings. A big part of the original rationale for the Microsoft-Yahoo! merger was that it would give them the scale to compete effectively with Google in the search advertising market. But against these speculative advantages, it has to be remembered that Microsoft would have have had to pay a hefty premium on a firm's market value, cover the costs of the merger process, worry about corporate culture clashes, and absorb the reduced productivity as employees of both companies were focusing on the details of integration rather than developing new products. The deal would have had to produce some amazing benefits to offset those costs.

Indeed, this kind of basic math suggests that big mergers should be pretty rare. But in practice, they seem to get proposed pretty often. In a lot of cases merger proposals seem to be driven by empire building and excessive optimism on the part of the acquiring CEO. CEOs tend to have high opinions of themselves and their managerial skills, and they like the idea of running a larger, more prominent company. And with deals of this size, it's almost always possible to tell a plausible story of how things will turn out well. The AOL Time Warner merger is the classic example of this, it was heralded as a strategic master-stroke, but it created a lot of problems and the promised synergies never materialized. Megan suggests that Microsoft's new strategy of pursuing a strategic partnership rather than an outright acquisition makes more sense. They can probably get most of what they could have gotten from a merger without all the baggage that comes with a full-blown acquisition.
Hide this

Thank you for reading this Techdirt post. With so many things competing for everyone’s attention these days, we really appreciate you giving us your time. We work hard every day to put quality content out there for our community.

Techdirt is one of the few remaining truly independent media outlets. We do not have a giant corporation behind us, and we rely heavily on our community to support us, in an age when advertisers are increasingly uninterested in sponsoring small, independent sites — especially a site like ours that is unwilling to pull punches in its reporting and analysis.

While other websites have resorted to paywalls, registration requirements, and increasingly annoying/intrusive advertising, we have always kept Techdirt open and available to anyone. But in order to continue doing so, we need your support. We offer a variety of ways for our readers to support us, from direct donations to special subscriptions and cool merchandise — and every little bit helps. Thank you.

–The Techdirt Team

Filed Under: big companies, deals, mergers
Companies: microsoft, yahoo


Reader Comments

Subscribe: RSS

View by: Time | Thread


  1. identicon
    Paul Johnson, 19 May 2008 @ 9:12pm

    I don't disagree except....

    I think AOL Time Warner could have worked if AOL had truly taken over Time Warner and didn't pretend that it was a happy merger.

    link to this | view in thread ]

  2. identicon
    Rekrul, 19 May 2008 @ 9:49pm

    Microsoft is like The Blob, it absorbs everything in its path and just keeps getting larger.

    link to this | view in thread ]

  3. identicon
    Eldakka, 19 May 2008 @ 10:40pm

    Do execs get bonuses for mergers?

    I always (mis?)understood that senior execs, boards etc often get 'bonuses' for mergers and so on, therefore they would encourage a merger because they'd get a bigger pay check.

    And the company being taken over would in some cases support the merger because the senior execs would have share options built up that are now suddenly worth a lot more due to an increase in the share prices.

    The board members of a company being taken over either have larges numbers of shares or a representatives of a person/entity who has a large number of shares that are now much more valuable due to the usual premium offered in takeovers, therefore of course they'd be inclined to sell for a quick gain.

    So it's usually the possibility of a quick gain for certain few individuals, the individuals who usually have huge influence on accepting/rejecting/proposing mergers (i.e. senior execs, board members, major shareholders) that drive takeovers.

    This theory probably makes me a cynic ;)

    link to this | view in thread ]

  4. identicon
    Tim, 19 May 2008 @ 11:10pm

    Finance

    I think a lot of mergers are driven by the financial sector. It's a great way to speculate and make money and banks love mergers because they make spectacular sums off of the money they loan companies to complete them.

    My opinion, however, is that most stupid decisions regarding our economy can eventually be traced to the financial sector. So take my comment with a grain of salt.

    link to this | view in thread ]

  5. identicon
    Anonymous Coward, 20 May 2008 @ 4:37am

    What I read from this is that if one owns either Microsoft or Yahoo stock that it is time to sell since both companies are in trouble.

    link to this | view in thread ]

  6. identicon
    BidMogul.com, 20 May 2008 @ 8:07am

    Yes. Money and creative energy are polar opposites!

    link to this | view in thread ]

  7. identicon
    Snidely, 24 May 2008 @ 5:57am

    CEO payouts are huge

    Eldakka (#3) is completely correct. CEOs jump at the chnace to merge with anyone to get a huge payout. When Sprint and Nextel merged, each CEO got a $20 million package for the successful completion of the merger in addition to massive stock benefits. Now that SN has run aground and is hemmoraging subscribers, you'd think the company wouls sue the former CEOs to reclaim those awards.

    link to this | view in thread ]


Follow Techdirt
Essential Reading
Techdirt Deals
Report this ad  |  Hide Techdirt ads
Techdirt Insider Discord

The latest chatter on the Techdirt Insider Discord channel...

Loading...
Recent Stories

This site, like most other sites on the web, uses cookies. For more information, see our privacy policy. Got it
Close

Email This

This feature is only available to registered users. Register or sign in to use it.