Microsoft's search deal with Yahoo is the culmination of months of well-documented negotiations, although in many ways, it is just the beginning of the long road ahead.
In the coming months, Microsoft and Yahoo will not only have to win regulatory approval for the deal, but also figure out how to bring together disparate approaches to the search market.
Microsoft has spent much of its energy in the past couple years refining its core technology, improving in vertical categories and rebranding its web search under the Bing moniker. Meanwhile, Yahoo has put a lot of its energy into tools that allow others to build on its technology, including the Boss (Build your Own Search Service) and SearchMonkey efforts.
As part of the deal announced on Wednesday, Microsoft will now be responsible for trying to merge these efforts. In an interview with ZDNet UK's sister site, CNET News.com, Microsoft senior vice president Yusuf Mehdi said the company has not looked at the specific lines of code in that area, but is open to trying to take Yahoo's best ideas and integrate them into Bing.
"We like the approach that Yahoo has done," he said, referring to SearchMonkey and Boss.
Both Mehdi and Yahoo executive vice president Hilary Schneider acknowledged that there are integration challenges, but Schneider said there is a clear delineation of which company is responsible for what.
"At the same time we are integrating, we are really divide-and-conquering," Schneider said in the joint interview with Mehdi. "The reality is in the way we structured [the deal] — it allows each of us to innovate in the areas that will jointly bring advantage."
The fact that both companies have spent time thinking about these issues reflects the different nature of the discussions this time around. Whereas last year's negotiations were done with Yahoo's board and a keen eye on Wall Street, the deal announced on Wednesday is more focused on how to build a search business for the longer term.
Microsoft chief executive Steve Ballmer noted on a conference call earlier on Wednesday that the two sides have a 100-page playbook, as opposed to a two-page term sheet, and also noted that the negotiations were handled by management instead of company board representatives.
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In addition to being run by the top management from Microsoft's online group — including Mehdi, senior vice-president Satya Nadella and online unit president Qi Lu, a former Yahoo executive — Mehdi and Schneider said the negotiating teams routinely called on the companies' engineering and sales ranks to make sure the deal they were structuring made operational sense.
It wasn't just the typical few business development executives in a room hashing out financial details, the pair said. "We really have got a great vibe with Yahoo's operating team," Mehdi said.
The two companies will do some work on their joint plans while the deal is pending, but there are limits as to how much collaboration can take place.
"We will do all of the pre-work that we are allowed to do in terms of preparing," Mehdi said. "We feel like we can make a lot of progress."
Ultimately, though, the two companies said they expect just integrating Bing's results into Yahoo in the US will take several months, while moving from Yahoo's Panama ad-serving technology to Microsoft's AdCenter could take a year. It could be two years from the deal's close before the two can fully implement it worldwide.
Microsoft's Mehdi did not rule out an eventual expansion of the deal into some of the areas the companies had at one point considered, such as joint work on display advertising.
"Today is a start on a fantastic partnership, which we are very excited about," Mehdi said. "By starting this partnership, it allows us to over time build greater and deeper relationships. Right now, the focus is on getting to a credible number two player in search-and-paid search."
One question that remains is what will happen to each company's business and workforce during the time the deal is pending? Schneider said the companies have a communications plan for employees, as well as retention bonuses planned to keep key employees in place.
"We believe this is a winning plan," she said. "People want to be part of a winning vision."
Yahoo chief executive Carol Bartz said some of its search employees will move to other parts of the company, some will be offered jobs at Microsoft, while others will lose their jobs.
For his part, Mehdi said Microsoft will continue to beef-up its search staff while the deal is pending. "We are continuing to hire and invest in search."
