Thanks to a new filing today with the SEC, we now know that there were actually five corporations at least interested in buying LinkedIn — though we don’t know who, beyond (reportedly) Salesforce and the eventual winner, Microsoft.
The filing goes into some detail into how the Microsoft/LinkedIn deal came together.
Microsoft CEO Satya Nadella and LinkedIn CEO Jeff Weiner met in February 2016 to discuss how they could work better together, at which point the notion of a merger was first floated.
Starting in March 2016, Weiner met with executives from three more companies, only referred to as “Party B,” “Party C,” and “Party D.”
It sounds like Microsoft and Party A were locked in an early bidding war: Party A bid $160-$165 per share of LinkedIn in a deal that was around half stock and half cash. Microsoft came back with a bid of $160 per share in cash. Party A eventually responded with $171 per share in a cash/stock split; Microsoft bid $172 per share in cash.
The two upped their bids repeatedly — Party A’s final offer was $85 in cash plus an amount of company stock for a total value of $200 per share. Microsoft ultimately won with a bid of $196 in cash per share. If Microsoft somehow welches on the deal, it’s on the hook for a $725 million termination fee.
On May 3rd, 2016, Party B told LinkedIn that it decided no longer to bid and instead pursue a commercial partnership with the company. Parties C and D dropped out as well, apparently sensing that the bidding was going to be too rich for them.
It’s hard to say who the other wannabe purchasers were, especially given that its depressed share price made it such an attractive target all over Silicon Valley.
But Party A was almost certainly Salesforce, given its dogged determination to stay in the game even after Microsoft kept ratcheting up the price. Also telling is the fact that it insisted on paying with stock — Salesforce doesn’t have Microsoft’s deep pockets.