FT : Decoding Microsoft’s M&A decisions

Decoding Microsoft’s M&A decisions
The software company’s latest deal is not like the others

It’s a fair question for the Microsoft chief executive. The software giant’s plan to buy Nuance Communications — whose speech recognition artificial intelligence technology powers Apple’s all-seeing virtual assistant — raises some questions. 

It’s not that the software titan is new to mergers and acquisitions. It pulled off its largest deal in 2016, when it purchased the professional social media network LinkedIn for $26bn, followed by smaller acquisitions of GitHub, the online service used by some 28m software developers, and gaming companies ZeniMax and Minecraft. Nuance would be its second-largest ever purchase, at an aggregate value of $20bn.

But the deal does raise questions about Microsoft’s strategy.

The tie-up makes sense on some levels — Nuance and Microsoft were already partners, so combining will make it easier to tap into each other’s respective customer bases. But the numbers don’t quite add up, as the FT’s Lex column explains.

Nuance’s revenue dropped 3 per cent in 2020, yet Microsoft’s offer of $56 a share is more than twice what Nuance traded at before the pandemic. It’s a drop in the bucket for Microsoft, whose market capitalisation is almost $2tn, and has $50bn in net cash, but an odd bet nevertheless.

The AI group also shares little in common with Microsoft’s other recent targets. After playing host to a revolving door of activists over the years, including Carl Icahn, Nuance zeroed in on machine learning and natural language processing in the healthcare sector.

“AI is technology’s most important priority, and healthcare is its most urgent application,” Nadella tweeted on the logic behind the deal.

Microsoft has spent the past year chasing a mishmash of social media companies as a means to bring large-scale applications to its Azure cloud platform.

DD readers will be all too familiar with the Microsoft/TikTok/Trump saga from over the summer, but here’s a recap if you need one. Then in February, the FT revealed the software group had also courted the social media platform Pinterest, which currently enlists rival Amazon Web Services as its infrastructure provider.

Microsoft has also been in discussions to acquire the chat app Discord in a deal that would likely value the company well above its last private mark, DD has heard.

It’s unclear where Nadella’s latest emphasis on the importance of building out Microsoft’s healthcare cloud offering fits into that mix. And the pivot might draw more attention than he’s used to.

While Nadella is regarded more like a tech scion than a seasoned dealmaker, he’s been placing bets at a rate that would land any of his Silicon Valley peers at Amazon or Facebook in a meeting with regulatory authorities. 

The play for Nuance will probably test the Biden administration’s appetite for allowing powerful technology companies to strike deals. 

>>> US Close Dow -0.16% S&P -0.02% Nasdaq -0.36% Russell -0.43%

Closing Stock Market Summary

The S&P 500 (-0.02%) eked out an intraday record high on Monday, but it closed fractionally lower in a tight-ranged session as investors waited for Q1 earnings and economic data later in the week. The Nasdaq Composite (-0.4%), Dow Jones Industrial Average (-0.2%), and Russell 2000 (-0.4%) joined the benchmark index with modest losses. 

Eight of the 11 S&P 500 sectors closed higher, although daily gains were capped at 0.6% (consumer discretionary). The information technology (-0.5%) and communication services (-0.6%) sectors dragged on index performance amid a breather in their heavily-weighted components while the energy sector (-0.9%) was the weakest link. 

Generally speaking, investors appeared content in withholding conviction for a batch of key economic reports throughout the week, starting with the Consumer Price Index for March tomorrow, and for earnings reports from some of the leading financial institutions on Wednesday. 

Tesla (TSLA 701.98, +24.96, +3.7%) and NVIDIA (NVDA 608.36, +32.36, +5.6%) were some of the more influential gainers today, helping make up for the lackluster price action in the broader market. TSLA was upgraded to Buy from Hold at Canaccord Genuity. NVIDIA raised Q1 revenue guidance above consensus and announced several new product offerings. 

Shares of Intel (INTC 65.41, -2.86, -4.2%) and Advanced Micro Devices (AMD 78.58, -4.18, -5.1%) fell noticeably on the increased competition with NVIDIA. The Philadelphia Semiconductor Index declined 1.1%. 

In other corporate news, Microsoft (MSFT 255.91, +0.06, unch) agreed to acquire Nuance Communications (NUAN 52.85, +7.27, +16.0%) in a $19.7 billion cash deal. Uber (UBER 59.44, +1.76, +3.1%) reported its highest monthly total company gross bookings in March.

In Fedspeak, Fed Chair Powell said in a 60 Minutes interview that forecasts for U.S. economic growth and jobs growth are looking strong. St. Louis Fed President Bullard told Bloomberg that the central bank will not consider tightening policy until about 75% to 80% of the U.S. population is vaccinated. According to the CDC COVID Data Tracker, about 22% of the U.S. population is fully vaccinated. 

Elsewhere, $207 billion in new debt was issued in the Treasury market today, which the market absorbed without too much trouble. The 2-yr yield increased one basis point to 0.17%, and the 10-yr yield increased one basis point to 1.68%. The U.S. Dollar Index was little changed at 92.12. WTI crude futures increased 0.7%, or $0.40, to $59.69/bbl.

Reviewing Monday's economic data:

  • The Treasury Budget for March showed a $659.6 bln deficit, versus a $119.0 bln deficit in the same period a year ago. The budget data is not seasonally adjusted, so the March deficit can't be compared to the February deficit of $310.9 bln.
    • The fiscal year-to-date budget deficit is $1.71 trln versus -$743.5 bln for the same period a year ago. The budget deficit over the last 12 months is $4.09 trln versus -$3.55 trln in February.

Looking ahead, investors will receive the Consumer Price Index for March and the NFIB Small Business Optimism Index for March on Tuesday. 

  • Russell 2000 +13.1% YTD
  • Dow Jones Industrial Average +10.3% YTD
  • S&P 500 +9.9% YTD
  • Nasdaq Composite +7.5% YTD

>>> US After Hours Summary: Pretty quiet after hours session; RILY +10.1% jumps

After Hours Summary: Pretty quiet after hours session; RILY +10.1% jumps on news it'll join S&P SmallCap 600; ANGI +3.4% higher on March data

After Hours Gainers:

Companies trading higher in after hours in reaction to earnings/guidance: ZUO +1% (provides financial targets for FY25)

Companies trading higher in after hours in reaction to news: RILY +10.1% (to join S&P SmallCap 600), DMRC +7.2% (CEO to retire, names replacement), IMCR +3.5% (presents data from Phase 3 trial for tebentafusp), ANGI +3.4% (reports monthly metrics for March), VNOM +0.4% (provides operational update for Q1), IVZ +0.4% (reports March AUM results), CLDX +0.3% (announces the presentation of promising data from its bispecific platform)

After Hours Losers:

Companies trading lower in after hours in reaction to earnings/guidance: SLP -2.5%

Companies trading lower in after hours in reaction to news: FBIO -6.6% (stock offering), GFL -5.8% (files for $2 bln mixed securities shelf offering), AMRN -4.1% (CEO to retire), NI -2.9% (files for 7.5 mln equity unit offering), BEN -1.6% (reports March AUM results), PAR -0.3% (stock offering), EPRT -0.2% (stock offering), CNS -0.1% (reports March AUM results), CMP -0.1% (reports Q1 snow data and segment salt sales), GNW -0.1% (files mixed securities shelf offering), AL -0.1% (delivers one new Airbus A321-200neo LR aircraft), EGO -0.1% (announces preliminary Q1 gold production), GILD -0.1% (decides to stop Phase 3 Veklury (remdesivir) IV study in high-risk patients with COVID-19)