2008-02-03Microsoft Offers to Buy Yahoo for $44.6 Billion (Update11) By Ari Levy and Dina Bass More Photos/Details Feb. 1 (Bloomberg) -- Microsoft Corp., the world's biggest software maker, made an unsolicited $44.6 billion offer for Yahoo! Inc. to challenge Google Inc.'s dominance in Internet search services and advertising. The $31-a-share bid of cash or Microsoft stock is 62 percent more than Yahoo's closing price yesterday. Yahoo, which posted a 23 percent drop in fourth-quarter profit this week, had fallen 18 percent in Nasdaq Stock Market trading this year before today. Microsoft fell the most since 2006 as investors expressed disapproval of the deal. Microsoft Chief Executive Officer Steve Ballmer is attempting the biggest-ever technology takeover after failing to compete with Google in a market that may almost double to $80 billion by 2010. Microsoft's shares have dropped more than 40 percent since Ballmer took over from co-founder Bill Gates in 2000. ``With Microsoft paying a full price for a broken business where there's not accelerating organic growth, I can't make that work at all,'' said Jon Fisher, a Minneapolis-based portfolio manager at Fifth Third Asset Management, which manages $22 billion, including Microsoft shares. ``I don't see what they get out of it. The strategy behind the deal was wrong.'' Yahoo rose $9.20, or 48 percent, to $28.38 at 4 p.m. in Nasdaq trading. Microsoft, based in Redmond, Washington, fell 6.6 percent, while Google dropped 8.6 percent. The volume of Microsoft shares traded rose to the highest since April 2006, while Yahoo share trading reached a record. Cost Savings The combination may save $1 billion a year, partly ``through elimination of redundant cost,'' Microsoft said today in a statement. The company has almost 80,000 employees to Yahoo's 14,000. This week, Yahoo announced plans to cut 1,000 jobs, or about 7.1 percent of the workforce. Yahoo, based in Sunnyvale, California, said today that it plans to evaluate the proposal ``promptly.'' ``This is kind of a gift from heaven for the Yahoo shareholders who have really been suffering for the last couple years,'' said Georges Yared, chief investment strategist for Yared Investment Research in Wayzata, Minnesota. ``This allows the shareholders to be bailed out.'' Yahoo's inability to crack Google's dominance in search has led to eight straight quarters of declining profit and a stock that, before today, had lost half its value in the past two years. Previous Overtures Microsoft and Yahoo explored ways to work together in late 2006 and early 2007, according to a letter Ballmer, 51, sent to the Yahoo board. Yahoo rejected the idea of being taken over by Microsoft a year ago, the letter said. ``It shows how serious the threat is from Google,'' Jordan Rohan, an analyst at RBC Capital Markets in New York, said in an interview. ``Yahoo is vulnerable. Investors are losing patience with the Yahoo management team.'' The New York-based analyst rates the stock ``outperform.'' Google yesterday reported a 52 percent increase in fourth- quarter sales growth, its 14th straight quarter exceeding 50 percent. Still, profit and revenue trailed analysts' estimates as it received less money than expected from ad deals with social-networking sites like News Corp.'s MySpace. Google has grown faster than Microsoft in every quarter since Google's 2004 initial public offering as its search engine won more users. Despite Ballmer's multiyear effort to build a new search engine from scratch, Google outsold Microsoft in Internet ads by a margin of 7-to-1 in Microsoft's most recent fiscal year. `Massive Pressure' Ballmer has escalated spending on acquisitions in the past 12 months after years of investments in Microsoft's own business failed to help the company gain share. ``Microsoft is under massive pressure to expand its Internet business to fend off competition from rivals such as Google, and this deal shows how desperate they are,'' said Thomas Radinger, a fund manager at Pioneer Investments in Munich, which oversees about $95 billion in assets, including Microsoft shares. ``It's a huge gamble as the price is very steep and it will take years to successfully integrate such a massive acquisition.'' Prior to August's $6 billion purchase of Internet ad firm AQuantive Inc., the company had never spent more than $1.5 billion for an acquisition. The Yahoo bid is more than 7 times what Microsoft spent for AQuantive. Microsoft paid 13.6 times sales and 111.2 times profit for AQuantive, compared with its offer of 6.4 times sales and 67.6 times earnings for Yahoo. Microsoft's Cash Microsoft, which had $21.1 billion in cash as of Dec. 31, doesn't disclose the value of many of its smaller deals. The company has officially announced deals worth at least $7.5 billion since the start of 2005. That compares with the $33 billion that Oracle Corp. will have spent in that time, pending the closure of its takeover of BEA Systems Inc. Yahoo holders can choose to take $31 in cash or 0.9509 of a Microsoft share for each Yahoo share, according to the statement. Microsoft plans to pay for half the purchase with cash and half with stock. The U.S. Justice Department is ``interested'' in reviewing the antitrust implications of the deal, said agency spokeswoman Gina Talamona. Neelie Kroes, commissioner of competition for the European Commission, said her agency also would scrutinize a Microsoft- Yahoo deal. Too Early to Tell ``It's a part of my job,'' she said in an interview at a conference in San Francisco. Kroes said it was ``far too early'' to say what aspects of a potential deal the agency would examine. Even combined, Microsoft and Yahoo wouldn't seize the lead in Internet search. Google, based in Mountain View, California, captured 56 percent of U.S. Web queries in December, almost double the combined share for Yahoo and Microsoft, which attracted 18 percent and 13 percent, according to New York-based Nielsen Online. Searches will account for 37 percent of the $27.5 billion U.S. online advertising market in 2008, estimates research firm EMarketer Inc. Yahoo also has lost sales in the market for graphical, or display, ads to social-networking sites like Facebook Inc. and MySpace. Co-founder Jerry Yang replaced Terry Semel as chief executive officer in June to reignite sales growth. Microsoft increased competition with Google by agreeing to buy a 1.6 percent stake in Facebook, the second-most visited social- networking site. Asia Holdings Before today's stock gain, about half of Yahoo's market value came from its investments in China's Alibaba Group and Alibaba.com, Yahoo Japan, and South Korea's Gmarket Inc. The company said this week that the value of those investments was more than $10 a share in the latest quarter. Microsoft was advised by Morgan Stanley and Blackstone Group LP and the law firms of Simpson Thacher & Bartlett LLP and Cadwalader Wickersham & Taft LLP. Yahoo hasn't disclosed its bankers. Goldman Sachs Group Inc. is advising Yahoo, Reuters reported, citing people familiar with the situation. Goldman spokesman Michael DuVally declined to comment. Skadden, Arps, Slate, Meagher, & Flom LLP is giving Yahoo legal counsel, the firm said. ``When you combine the strengths of our two companies, the result will be an incredibly efficient and competitive offering for consumers, for advertisers and for publishers,'' Ballmer said on a conference call today. ``We believe now in those benefits more than ever.'' Stanford Roots Yahoo was founded by Yang, 39, and David Filo while the two were graduate students at Stanford University in 1995. The co- founders, who own a combined 9.8 percent of Yahoo's stock, took the company public a year later. After a three-year jump in the stock price, they were each worth $4 billion, according to Forbes magazine. Then the market crashed in 2000, wiping out 86 percent of Yahoo's market value. The purchase would be the largest acquisition ever in the technology industry. There have been bigger media and telecommunications deals. America Online Inc. in 2001 bought Time Warner Inc. for $124 billion to create the largest Internet and media company. In 2000, Vodafone Plc of the U.K. paid $175 billion for Mannesmann AG, Germany's biggest mobile-phone company. Microsoft's acquisition pace picked up after Google agreed to buy DoubleClick Inc., an AQuantive rival, for $3.1 billion. Microsoft opposed the DoubleClick acquisition, claiming it would give Google too much control over the online ad market. The deal is under review by European regulators. Microsoft's bid to challenge Google in online ads results from slowing growth in the computer software market. Microsoft also faces challenges in that business from Google, which now offers applications for word processing, spreadsheets and presentations over the Web. To contact the reporter on this story: Ari Levy in San Francisco at alevy5@bloomberg.net ; Dina Bass in Seattle at dbass2@bloomberg.net Last Updated: February 1, 2008 18:49 EST]]> glebleu cb54a007-3d92-d394-c41f-38629990ada9 digestalg-1|WEV/WBC8Ky0rhnkd2eLHS2OXdb4=|A/W3YHCxE94BBZPbVK2RYE2ZgKIbvwXIuP+w0ck64F4fzMiB1wGJkw== Internet [is under massive pressure to expand its ]Internet business[ to fend off competition from rivals such as] 3986 17 David Filo [Roots Yahoo was founded by Yang, 39, and ]David Filo[ while the two were graduate students at Stanford] 7744 10 search engine [Google's 2004 initial public offering as its ]search engine[ won more users. Despite Ballmer's multiyear] 3532 13 [Despite Ballmer's multiyear effort to build a ]new search engine[ from scratch, Google outsold Microsoft in] 3608 17 EMarketer Inc [market in 2008, estimates research firm ]EMarketer Inc[. Yahoo also has lost sales in the market for] 6256 13 Internet search [Microsoft and Yahoo wouldn't seize the lead in ]Internet search[. Google, based in Mountain View, California,] 5872 15 Internet search services [Inc. to challenge Google Inc.'s dominance in ]Internet search services[ and advertising. The $31-a-share bid of cash] 365 24 United States [ will account for 37 percent of the $27.5 billion ]U.S.[ online advertising market in 2008, estimates] 6192 4 Ari Levy [to Buy Yahoo for $44.6 Billion (Update11) By ]Ari Levy[ and Dina Bass More Photos/Details Feb. 1] 147 8 [Web. To contact the reporter on this story: ]Ari Levy[ in San Francisco at alevy5@bloomberg.net ; Dina] 9096 8 online ads results [ Microsoft's bid to challenge Google in ]online ads results[ from slowing growth in the computer software] 8824 18 America Online Inc. [been bigger media and telecommunications deals. ]America Online Inc.[ in 2001 bought Time Warner Inc. for $124 billion] 8257 19 word processing [from Google, which now offers applications for ]word processing[, spreadsheets and presentations over the Web. ] 8992 15 European Commission [Kroes, commissioner of competition for the ]European Commission[, said her agency also would scrutinize a] 5511 19 Oracle Corp. [ of 2005. That compares with the $33 billion that ]Oracle Corp.[ will have spent in that time, pending the] 5013 12 New York [Rohan, an analyst at RBC Capital Markets in ]New York[, said in an interview. ``Yahoo is vulnerable.] 2948 8 [patience with the Yahoo management team.'' The ]New York[-based analyst rates the stock ``outperform.'' ] 3071 8 [18 percent and 13 percent, according to ]New York[-based Nielsen Online. Searches will account] 6100 8 Co-founder [sites like Facebook Inc. and MySpace. ]Co-founder Jerry Yang[ replaced Terry Semel as chief executive officer] 6404 21 planned [46EE973-29752</Title><Date>2008-02-03</Date><Body>]Microsoft Offers to Buy Yahoo for $44.6 Billion[ (Update11) By Ari Levy and Dina Bass More] 82 47 fund manager [this deal shows how desperate they are,'' said ]Thomas Radinger, a fund manager at Pioneer Investments[ in Munich, which oversees about $95 billion in] 4107 54 known [said her agency also would scrutinize a ]Microsoft- Yahoo deal[. Too Early to Tell ``It's a part of my] 5572 21 News Corp. [from ad deals with social-networking sites like ]News Corp.['s MySpace. Google has grown faster than] 3400 10 Yahoo Japan [in China's Alibaba Group and Alibaba.com, ]Yahoo Japan[, and South Korea's Gmarket Inc. The company said] 6803 11 Georges Yared [ been suffering for the last couple years,'' said ]Georges Yared[, chief investment strategist for Yared] 2251 13 Facebook Inc. [or display, ads to social-networking sites like ]Facebook Inc.[ and MySpace. Co-founder Jerry Yang replaced] 6377 13 [ Google by agreeing to buy a 1.6 percent stake in ]Facebook[, the second-most visited social- networking] 6594 8 Wayzata [strategist for Yared Investment Research in ]Wayzata[, Minnesota. ``This allows the shareholders to be] 2327 7 BEA Systems Inc [time, pending the closure of its takeover of ]BEA Systems Inc[. Yahoo holders can choose to take $31 in cash] 5095 15 co-founder [than 40 percent since Ballmer took over from ]co-founder Bill Gates[ in 2000. ``With Microsoft paying a full price] 1028 21 Terry Semel [ Inc. and MySpace. Co-founder Jerry Yang replaced ]Terry Semel[ as chief executive officer in June to reignite] 6435 11 Microsoft Offers [46EE973-29752</Title><Date>2008-02-03</Date><Body>]Microsoft Offers[ to Buy Yahoo for $44.6 Billion (Update11) By] 82 16 Seattle [ Francisco at alevy5@bloomberg.net ; Dina Bass in ]Seattle[ at dbass2@bloomberg.net Last Updated: February] 9161 7 chief investment strategist [ been suffering for the last couple years,'' said ]Georges Yared, chief investment strategist for Yared Investment Research[ in Wayzata, Minnesota. ``This allows the] 2251 72 agency spokeswoman [the antitrust implications of the deal, said ]agency spokeswoman Gina Talamona[. Neelie Kroes, commissioner of competition] 5424 32 Munich [a fund manager at Pioneer Investments in ]Munich[, which oversees about $95 billion in assets,] 4165 6 DoubleClick Inc. [pace picked up after Google agreed to buy ]DoubleClick Inc.[, an AQuantive rival, for $3.1 billion. Microsoft] 8556 16 [rival, for $3.1 billion. Microsoft opposed the ]DoubleClick[ acquisition, claiming it would give Google too] 8634 11 Google Inc. [ $44.6 billion offer for Yahoo! Inc. to challenge ]Google Inc.['s dominance in Internet search services and] 338 11 [takeover after failing to compete with ]Google[ in a market that may almost double to $80] 880 6 [in Redmond, Washington, fell 6.6 percent, while ]Google[ dropped 8.6 percent. The volume of Microsoft] 1565 6 [be bailed out.'' Yahoo's inability to crack ]Google['s dominance in search has led to eight straight] 2428 6 [ ``It shows how serious the threat is from ]Google[,'' Jordan Rohan, an analyst at RBC Capital] 2887 6 [analyst rates the stock ``outperform.'' ]Google[ yesterday reported a 52 percent increase in] 3129 6 [sites like News Corp.'s MySpace. ]Google[ has grown faster than Microsoft in every quarter] 3425 6 [faster than Microsoft in every quarter since ]Google['s 2004 initial public offering as its search] 3487 6 [to build a new search engine from scratch, ]Google[ outsold Microsoft in Internet ads by a margin of] 3640 6 [to fend off competition from rivals such as ]Google[, and this deal shows how desperate they are,''] 4048 6 [wouldn't seize the lead in Internet search. ]Google[, based in Mountain View, California, captured 56] 5889 6 [growth. Microsoft increased competition with ]Google[ by agreeing to buy a 1.6 percent stake in] 6545 6 [ Microsoft's acquisition pace picked up after ]Google[ agreed to buy DoubleClick Inc., an AQuantive] 8535 6 [DoubleClick acquisition, claiming it would give ]Google[ too much control over the online ad market. The] 8682 6 [regulators. Microsoft's bid to challenge ]Google[ in online ads results from slowing growth in the] 8814 6 [also faces challenges in that business from ]Google[, which now offers applications for word] 8950 6 South Korea [Alibaba Group and Alibaba.com, Yahoo Japan, and ]South Korea['s Gmarket Inc. The company said this week that] 6820 11 Rohan [how serious the threat is from Google,'' Jordan ]Rohan[, an analyst at RBC Capital Markets in New York,] 2904 5 Dina Bass More [for $44.6 Billion (Update11) By Ari Levy and ]Dina Bass More[ Photos/Details Feb. 1 (Bloomberg) --] 160 15 Minnesota [for Yared Investment Research in Wayzata, ]Minnesota[. ``This allows the shareholders to be bailed] 2336 9 RBC Capital Markets [is from Google,'' Jordan Rohan, an analyst at ]RBC Capital Markets[ in New York, said in an interview. ``Yahoo is] 2925 19 Asia Holdings [second-most visited social- networking site. ]Asia Holdings[ Before today's stock gain, about half of] 6656 13 China [market value came from its investments in ]China['s Alibaba Group and Alibaba.com, Yahoo Japan,] 6764 5 spokesman [citing people familiar with the situation. ]Goldman spokesman Michael DuVally[ declined to comment. Skadden, Arps, Slate,] 7268 33 computer software market [ in online ads results from slowing growth in the ]computer software market[. Microsoft also faces challenges in that] 8870 24 Yahoo [te>2008-02-03</Date><Body>Microsoft Offers to Buy ]Yahoo[ for $44.6 Billion (Update11) By Ari Levy and] 106 5 [cash or Microsoft stock is 62 percent more than ]Yahoo['s closing price yesterday. Yahoo, which posted a] 481 5 [more than Yahoo's closing price yesterday. ]Yahoo[, which posted a 23 percent drop in] 514 5 [ it. The strategy behind the deal was wrong.'' ]Yahoo[ rose $9.20, or 48 percent, to $28.38 at 4 p.m.] 1428 5 [rose to the highest since April 2006, while ]Yahoo[ share trading reached a record. Cost Savings] 1675 5 [The company has almost 80,000 employees to ]Yahoo['s 14,000. This week, Yahoo announced plans to] 1906 5 [80,000 employees to Yahoo's 14,000. This week, ]Yahoo[ announced plans to cut 1,000 jobs, or about 7.1] 1933 5 [jobs, or about 7.1 percent of the workforce. ]Yahoo[, based in Sunnyvale, California, said today that] 2016 5 [ ``This is kind of a gift from heaven for the ]Yahoo[ shareholders who have really been suffering for] 2167 5 [allows the shareholders to be bailed out.'' ]Yahoo['s inability to crack Google's dominance in] 2401 5 [years. Previous Overtures Microsoft and ]Yahoo[ explored ways to work together in late 2006 and] 2630 5 [according to a letter Ballmer, 51, sent to the ]Yahoo[ board. Yahoo rejected the idea of being taken] 2743 5 [a letter Ballmer, 51, sent to the Yahoo board. ]Yahoo[ rejected the idea of being taken over by] 2756 5 [Markets in New York, said in an interview. ``]Yahoo[ is vulnerable. Investors are losing patience] 2982 5 [Investors are losing patience with the ]Yahoo[ management team.'' The New York-based analyst] 3042 5 [more than $1.5 billion for an acquisition. The ]Yahoo[ bid is more than 7 times what Microsoft spent] 4524 5 [of 6.4 times sales and 67.6 times earnings for ]Yahoo[. Microsoft's Cash Microsoft, which had] 4732 5 [closure of its takeover of BEA Systems Inc. ]Yahoo[ holders can choose to take $31 in cash or 0.9509] 5115 5 [in cash or 0.9509 of a Microsoft share for each ]Yahoo[ share, according to the statement. Microsoft] 5200 5 [her agency also would scrutinize a Microsoft- ]Yahoo[ deal. Too Early to Tell ``It's a part of] 5583 5 [would examine. Even combined, Microsoft and ]Yahoo[ wouldn't seize the lead in Internet search.] 5839 5 [December, almost double the combined share for ]Yahoo[ and Microsoft, which attracted 18 percent and 13] 6023 5 [2008, estimates research firm EMarketer Inc. ]Yahoo[ also has lost sales in the market for graphical,] 6274 5 [ Before today's stock gain, about half of ]Yahoo['s market value came from its investments in] 6714 5 [ LLP and Cadwalader Wickersham & Taft LLP. ]Yahoo[ hasn't disclosed its bankers. Goldman Sachs] 7127 5 [bankers. Goldman Sachs Group Inc. is advising ]Yahoo[, Reuters reported, citing people familiar with] 7200 5 [Arps, Slate, Meagher, & Flom LLP is giving ]Yahoo[ legal counsel, the firm said. ``When you] 7379 5 [benefits more than ever.'' Stanford Roots ]Yahoo[ was founded by Yang, 39, and David Filo while] 7709 5 [co- founders, who own a combined 9.8 percent of ]Yahoo['s stock, took the company public a year later.] 7876 5 [ market crashed in 2000, wiping out 86 percent of ]Yahoo['s market value. The purchase would be the] 8094 5 technology industry [would be the largest acquisition ever in the ]technology industry[. There have been bigger media and] 8177 19 Fifth Third Asset Management [ Fisher, a Minneapolis-based portfolio manager at ]Fifth Third Asset Management[, which manages $22 billion, including Microsoft] 1259 28 technology takeover [Steve Ballmer is attempting the biggest-ever ]technology takeover[ after failing to compete with Google in a market] 830 19 Time Warner Inc. [deals. America Online Inc. in 2001 bought ]Time Warner Inc.[ for $124 billion to create the largest Internet] 8292 16 Simpson Thacher & Bartlett LLP [and Blackstone Group LP and the law firms of ]Simpson Thacher & Bartlett LLP[ and Cadwalader Wickersham & Taft LLP. ] 7047 34 online ad market [it would give Google too much control over the ]online ad market[. The deal is under review by European] 8715 16 Yared Investment Research [Georges Yared, chief investment strategist for ]Yared Investment Research[ in Wayzata, Minnesota. ``This allows the] 2298 25 Redmond [ at 4 p.m. in Nasdaq trading. Microsoft, based in ]Redmond[, Washington, fell 6.6 percent, while Google] 1520 7 U.S. Web [View, California, captured 56 percent of ]U.S. Web[ queries in December, almost double the combined] 5956 8 Blackstone Group LP [ Microsoft was advised by Morgan Stanley and ]Blackstone Group LP[ and the law firms of Simpson Thacher &] 7006 19 California [of the workforce. Yahoo, based in Sunnyvale, ]California[, said today that it plans to evaluate the] 2043 10 [ Internet search. Google, based in Mountain View, ]California[, captured 56 percent of U.S. Web queries in] 5921 10 Goldman Sachs Group Inc. [ Taft LLP. Yahoo hasn't disclosed its bankers. ]Goldman Sachs Group Inc.[ is advising Yahoo, Reuters reported, citing] 7163 24 [citing people familiar with the situation. ]Goldman[ spokesman Michael DuVally declined to comment.] 7268 7 Mountain View [the lead in Internet search. Google, based in ]Mountain View[, California, captured 56 percent of U.S. Web] 5906 13 announced [View, California, captured 56 percent of ]U.S. Web queries in December, almost double the combined share for Yahoo[ and Microsoft, which attracted 18 percent and 13] 5956 72 Chief Executive Officer [investors expressed disapproval of the deal. ]Microsoft Chief Executive Officer Steve Ballmer[ is attempting the biggest-ever technology] 751 47 known [been bigger media and telecommunications deals. ]America Online Inc. in 2001 bought Time Warner Inc. for $124 billion[ to create the largest Internet and media] 8257 68 Meagher & Flom LLP [declined to comment. Skadden, Arps, Slate, ]Meagher, & Flom LLP[ is giving Yahoo legal counsel, the firm said. ] 7345 23 Germany [ of the U.K. paid $175 billion for Mannesmann AG, ]Germany['s biggest mobile-phone company. Microsoft's] 8447 7 San Francisco [she said in an interview at a conference in ]San Francisco[. Kroes said it was ``far too early'' to say what] 5690 13 [contact the reporter on this story: Ari Levy in ]San Francisco[ at alevy5@bloomberg.net ; Dina Bass in Seattle] 9108 13 Washington [in Nasdaq trading. Microsoft, based in Redmond, ]Washington[, fell 6.6 percent, while Google dropped 8.6] 1529 10 Cadwalader Wickersham & Taft LLP [firms of Simpson Thacher & Bartlett LLP and ]Cadwalader Wickersham & Taft LLP[. Yahoo hasn't disclosed its bankers. Goldman] 7086 36 Stanford Roots [now in those benefits more than ever.'' ]Stanford Roots[ Yahoo was founded by Yang, 39, and David Filo] 7691 14 Neelie Kroes [deal, said agency spokeswoman Gina Talamona. ]Neelie Kroes[, commissioner of competition for the European] 5461 12 [an interview at a conference in San Francisco. ]Kroes[ said it was ``far too early'' to say what] 5705 5 software maker [1 (Bloomberg) -- Microsoft Corp., the world's ]biggest software maker[, made an unsolicited $44.6 billion offer for] 245 22 Morgan Stanley [the latest quarter. Microsoft was advised by ]Morgan Stanley[ and Blackstone Group LP and the law firms of] 6987 14 chief executive officer enters [ sites like Facebook Inc. and MySpace. Co-founder ]Jerry Yang replaced Terry Semel as chief executive officer[ in June to reignite sales growth. Microsoft] 6415 58 U.S. Justice Department [purchase with cash and half with stock. The ]U.S. Justice Department[ is ``interested'' in reviewing the antitrust] 5324 23 known [in the past 12 months after years of ]investments in Microsoft's own business[ failed to help the company gain share. ] 3852 39 law firms [Morgan Stanley and Blackstone Group LP and the ]law firms[ of Simpson Thacher & Bartlett LLP and] 7034 9 analyst