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Wereroku

Member
Oct 27, 2017
6,334
What? Microsoft won't burn any goodwill in the courts - in fact they will gain more simply because a lot of Sony's shady stuff will come to light (like crossplay tax for example). It certainly did not do Sony many favors. And there is more of it.
I was talking about their Good Will with the US government. They spent a long time getting close with many government officials and playing nice with them. Challenging them in court will reverse all of that.

They cannot block on that basis at all.
Well yes that's why I said COD is just an excuse.
 

Gavalanche

Prophet of Regret
Member
Oct 21, 2021
18,056
For example we will probably hear about cross-play tax again because Microsoft will argue that the console market needs more competition and it will bring the receipts of Sony's position and their actions they did to leverage it. There will be more info about third party exclusive deals (because Microsoft will have to argue that IP going exclusive is not something nenw) and we will probably learn more about FF deal and so on. After all the core case is "COD is more important than any other deal of existence to a point that the dominating market leader can wither and die".

But everyone knows about that, its all officially documented already. So how is it bad laundry? It exists already, and Sonys argument would be that buying exclusive deals is a) what eveyrone does which is true and b) its not IP ownership, which is the main sticking point here. Ultimately, it is hard to see it producing bad laundry for Sony that isn't already out there to begin with.
 

Gavalanche

Prophet of Regret
Member
Oct 21, 2021
18,056
Starfield is a new IP

Yes but everyone knew it was coming to playstation, even if isn't wasn't officially announced. I think it was the CMA who even referenced Starfield. It would be very easy for regulators to find out that Bethesda was working on a playstation version that got scrapped once the Microsoft purchase happened, and thus that is the reason why there is any doubt at all to Phil Spencers words.
 

Dingo

Member
Jul 19, 2022
785
Yes but everyone knew it was coming to playstation, even if isn't wasn't officially announced. I think it was the CMA who even referenced Starfield. It would be very easy for regulators to find out that Bethesda was working on a playstation version that got scrapped once the Microsoft purchase happened, and thus that is the reason why there is any doubt at all to Phil Spencers words.
That's what a 10 year written contract to the ftc can solve 👌
 

Frieza

Member
Oct 25, 2017
3,866
Yes but everyone knew it was coming to playstation, even if isn't wasn't officially announced. I think it was the CMA who even referenced Starfield. It would be very easy for regulators to find out that Bethesda was working on a playstation version that got scrapped once the Microsoft purchase happened, and thus that is the reason why there is any doubt at all to Phil Spencers words.
They didn't just mention Starfield they mentioned all of the studios Microsoft acquired including studios with unannounced games like Compulsion Games. So unless you are suggesting they make everything multiplatform which would never happen they'd still be scrutinized.
 

Terbinator

Member
Oct 29, 2017
10,323
Yes but everyone knew it was coming to playstation, even if isn't wasn't officially announced. I think it was the CMA who even referenced Starfield. It would be very easy for regulators to find out that Bethesda was working on a playstation version that got scrapped once the Microsoft purchase happened, and thus that is the reason why there is any doubt at all to Phil Spencers words.
Let's not forget Sony were actively trying to make Starfield an exclusive to them.
 

Ratuso

Member
Nov 27, 2021
1,207
I'm starting to think that the FTC will challenge this deal to send a message to Big Tech.

I wonder if MS would be ready to burn all that goodwill they've built over the years with regulators for this deal. It's their opportunity to enter the mobile market though.
 

Gay Bowser

Member
Oct 30, 2017
17,762
Yes but everyone knew it was coming to playstation, even if isn't wasn't officially announced. I think it was the CMA who even referenced Starfield. It would be very easy for regulators to find out that Bethesda was working on a playstation version that got scrapped once the Microsoft purchase happened, and thus that is the reason why there is any doubt at all to Phil Spencers words.
Multiple Microsoft representatives didn't go on the record on multiple occasions explicitly promising that Starfield would be multiplatform, though. If they had promised that and then changed their mind and made it an exclusive, sure, that would hurt their credibility here. But they very deliberately did not say that.
 
OP
OP
Idas

Idas

Antitrusting By Keyboard
Member
Mar 20, 2022
2,054
Regarding exclusivity, promises and agreements, the article also includes this interesting segment:

Several senators asked the F.T.C. to closely examine the acquisition's impact on workers. The Communications Workers of America, which had been organizing at Activision, also publicly questioned the deal. Ms. Khan, the F.T.C. chair, has taken a greater interest in scrutinizing how mergers could hurt workers.

Mr. Smith asked lawmakers and government leaders for advice on addressing the labor concerns.

In June, Microsoft hammered out an agreement with the C.W.A., promising not to oppose unionization at Activision. The negotiations involved "more lawyers than a lawyer convention," Chris Shelton, the union's president, said in an interview. The concessions turned the union into supporters of the deal.

Last month, Mr. Shelton met with Ms. Khan and praised Microsoft's commitment to remain neutral in union campaigns and said the deal should be approved.

"The F.T.C. told me, 'A lot of companies promise lots of things, then they never keep their promises,'" he recalled. He said he told the agency that the agreement was rock solid, and in writing.

A spokesman for the F.T.C. said agency officials had offered no opinions on the deal or the labor agreement in the meeting.

It looks like the FTC will need something more than just promises :p

By the way, I love this quote: The negotiations involved "more lawyers than a lawyer convention" xD
 

Ratuso

Member
Nov 27, 2021
1,207
Idas If any regulator challenges the deal and MS goes to court (EU/US) , how much longer would it take for the deal to either complete or be definitely blocked/abandoned? 1-2 extra years? I guess these things are slow.
 

Trup1aya

Literally a train safety expert
Member
Oct 25, 2017
21,551
The only real reason this is even an issue is because of Starfield. If Starfield had been multiplatform no one would have a reason to doubt them. But its given a reason to doubt, and that is big in this case.

Well, not the only reason, but a major one.

Starfield is a non-factor as it's an unknown quantity. MS could have kept all of Bethesda multiplat, and COD exclusivity would still be the matter of contention. If Minecraft and it's two spin-offs haven't eased concerns, then there's no reason Starfield would
 

Trup1aya

Literally a train safety expert
Member
Oct 25, 2017
21,551
COD is just an excuse they can use. If regulators want to block the deal it's because they think it's too big and that MS is also to big.

There's no legal grounds to say something "is too big". The question is whether or not they'll have monopolistic market dominance, and COD, objectively, does not provide that
 

Voodoopeople

Member
Oct 29, 2017
3,886
User banned (3 days): Platform wars
Ultimately, this should go through, but it will be amusing if it's rejected and MS simply spends $60bn securing timed exclusivity on literally everything, which according to the regulators, appears to be an absolutely OK way of managing a console platform. Sony and that crazy nutjob who works at the EU who was quite literally trying to protect his own PlayStation 5 had better be careful what they wish for.
 

TheRealTalker

Member
Oct 25, 2017
21,670
Ultimately, this should go through, but it will be amusing if it's rejected and MS simply spends $60bn securing timed exclusivity on literally everything, which according to the regulators, appears to be an absolutely OK way of managing a console platform. Sony and that crazy nutjob who works at the EU who was quite literally trying to protect his own PlayStation 5 had better be careful what they wish for.
If tossing tons of money on timed deals to the point of monopoly was a possible reality then MS would've done it a long time ago against Sony.

There is more to timed deals then just money.
 

Voodoopeople

Member
Oct 29, 2017
3,886
If tossing tons of money on timed deals to the point of monopoly was a possible reality then MS would've done it a long time ago against Sony.

There is more to timed deals then just money.

Not really. Xbox was the unloved child of MS for a lot of it's existence and was every nearly euthanised.

This current iteration is the first ever in the history of the brand that has been perceived as being a true core tenet of MS business. Hence why the purse strings have been loosened so spectacularly.
 

jroc74

Member
Oct 27, 2017
29,229
Ultimately, this should go through, but it will be amusing if it's rejected and MS simply spends $60bn securing timed exclusivity on literally everything, which according to the regulators, appears to be an absolutely OK way of managing a console platform. Sony and that crazy nutjob who works at the EU who was quite literally trying to protect his own PlayStation 5 had better be careful what they wish for.
I mean....there are/were Xbox timed exclusives since the new consoles launched. Hell, I'm excepting Scorn and Somerville to get a PS5 announcement sometime in 2023.

It would literally be nothing changing. Maybe MS will now feel the need to be more aggressive, that's all.
 

Chaos Legion

The Wise Ones
Member
Oct 30, 2017
16,961
This deal seems to be increasingly about whether a large company like Microsoft can buy someone at all. And not if it lessens competition. Regulators see the sticker price of this deal and the company doing the acquisition and are freaking out without any due diligence.
Microsoft just closed on a $20 billion acquisition. This is absolutely not an attempt to prevent big tech, or Microsoft in this case, from buying someone at all. Again, this is ignoring the specific circumstances related to a leading video game company buying the largest video game publisher (because a MS/Koei purchase would sail through).

Multiple Microsoft representatives didn't go on the record on multiple occasions explicitly promising that Starfield would be multiplatform, though. If they had promised that and then changed their mind and made it an exclusive, sure, that would hurt their credibility here. But they very deliberately did not say that.
But according to the CMA, market participants provided them with correspondence from Microsoft to those parties in which they did hurt their credibility with statements regarding Bethesda titles' availability on other platforms.

So it seems Sony will end up with a better deal than originally proposed for CoD for this to go through. The best part about the regulatory hurdles is this will hopefully make all of the Big Tech companies think twice about looking at 4 of the Big 5.
 

Voodoopeople

Member
Oct 29, 2017
3,886
I mean....there are/were Xbox timed exclusives since the new consoles launched. Hell, I'm excepting Scorn and Somerville to get a PS5 announcement sometime in 2023.

It would literally be nothing changing. Maybe MS will now feel the need to be more aggressive, that's all.

True. I mean, they could basically go "Right. You know all games for 2023? They are on Gamepass".
 

Gavalanche

Prophet of Regret
Member
Oct 21, 2021
18,056
Not really. Xbox was the unloved child of MS for a lot of it's existence and was every nearly euthanised.

This current iteration is the first ever in the history of the brand that has been perceived as being a true core tenet of MS business. Hence why the purse strings have been loosened so spectacularly.

They were probably loosened because of the mobile aspect in this case though. They probably wouldn't be able to take that money like nothing happened and buy a limited exclusivity on games. They could be more aggresisve for sure, and maybe they should, but the budget in that area suddenly wouldn't be 60 billion dollars :P If my boss gives me extra funding to do a project, I can't just spend that money elsewhere on a whim.
 

jroc74

Member
Oct 27, 2017
29,229
This deal seems to be increasingly about whether a large company like Microsoft can buy someone at all. And not if it lessens competition. Regulators see the sticker price of this deal and the company doing the acquisition and are freaking out without any due diligence.
Like someone said, IMO it's not about buying someone....it's about buying anyone/everyone.

Smaller pubs, individual studios shouldn't be an issue. If you combine Bethesda and ABK....I would like to think some ppl can see why this can be an issue.
 

Trup1aya

Literally a train safety expert
Member
Oct 25, 2017
21,551
But everyone knows about that, its all officially documented already. So how is it bad laundry? It exists already, and Sonys argument would be that buying exclusive deals is a) what eveyrone does which is true and b) its not IP ownership, which is the main sticking point here. Ultimately, it is hard to see it producing bad laundry for Sony that isn't already out there to begin with.

The "laundry" would be that Sony has been leveraging their market leadership in ways that actively stifle competition, including practices that slower the line with price fixing and collusion.

IP ownership isn't an antitrust trust concern and has no business being "the main sticking point". There is an infinite number of IPs , and Sony owns some of the most lucrative IPs in the industry. They also use their market dominance to obtain favorable and/or exclusive access to highly demanded 3rd party IPs. They also use their leverage to block 3rd parties from entering into similar deals with rival platforms.

The laundry is known by some, but court would make the receipts public and it wouldn't be a good look for Sonys claim to be an under Dog fighting for its life against a Goliath
 

Frieza

Member
Oct 25, 2017
3,866
Starfield is constantly billed as the "spiritual sucessor" to Skyrim, they even wanted it to launch on that game's 11th anniversary, plus, the early promotional material had the ps5 logo on it.

Also, MS already stated future fallout, ES, doom, games will be xbox exclusive
There was never any platforms announced for Starfield so there was no logos
 

Gavalanche

Prophet of Regret
Member
Oct 21, 2021
18,056
Like someone said, IMO it's not about buying someone....it's about buying anyone/everyone.

Smaller pubs, individual studios shouldn't be an issue. If you combine Bethesda and ABK....I would like to think some ppl can see why this can be an issue.

Exactly, this is the biggest purchase in video game history.

Sony - or anyone else really - didn't say shit when Microsoft acquired Bethesda. Those sorts of company sizes don't really matter. People are really trying to paint Microsoft as some sort of underdog who is struggling to grow :P
 

vixolus

Prophet of Truth
Member
Sep 22, 2020
55,929
Like someone said, IMO it's not about buying someone....it's about buying anyone/everyone.

Smaller pubs, individual studios shouldn't be an issue. If you combine Bethesda and ABK....I would like to think some ppl can see why this can be an issue.
It's only problematic if it substantially lessons competition which the numbers don't seem to indicate as being the case. Maybe in the future post ABK another large purchase would and therefore be blocked
 

Gavalanche

Prophet of Regret
Member
Oct 21, 2021
18,056
It's only problematic if it substantially lessons competition which the numbers don't seem to indicate as being the case. Maybe in the future post ABK another large purchase would and therefore be blocked

You don't know that to be true. Which is what the regulators are trying to determine.
 

Gay Bowser

Member
Oct 30, 2017
17,762
Starfield is constantly billed as the "spiritual sucessor" to Skyrim

It has been? It's the next big RPG from BGS, and I'm sure they'll shout "from the makers of Skyrim and Fallout" from the rooftops when it comes time to market the game to the masses in earnest, but I don't think they've really been selling it as a Skyrim "spiritual successor" any more than, like, a Fallout successor. It's just their new game.

plus, the early promotional material had the ps5 logo on it.

I don't remember that at all. Do you have a source?
 

GulfCoastZilla

Shinra Employee
Banned
Sep 13, 2022
6,853
Only Activision deals and maybe other contract stuff stopping companies from releasing on gamepass would be revealed, and we already know that they do that so what other dirty laundry would there be that is relevant?
Apple vs epic gave us stuff we didn't even think we would be getting so I would imagine this gives us much more considering Sony's stance is the sale would hurt their customers choice (what choice btw? They don't even give us choice like day one releases on their service or PC)
 

vixolus

Prophet of Truth
Member
Sep 22, 2020
55,929
I wonder if Sony isn't commenting on the 10 years because of what a dramatic fiasco the "inadequate" response was with corporate bickering, or if they are accepting of it and don't want to say 🧐
 

Stoppabl3

Member
May 26, 2022
207
After reading that article it really seems like the ftc/ regulators are using this deal to push their weight around and win back the public's trust in regulators.

It seems like they recognized past fumbles like FB/Instagram and are now super aggressive on any merger made by big tech. Personally, I find it disappointing because it shows that they still don't recognize why those past deals were so damaging. Facebook acquiring instagram is leagues more harmful to the public/consumers then Microsoft buying rights to a military dude bro shooter.

Challenging deals/merges just because is made by a tech corporation doesn't inspire faith in regulators imo. I support investigations on any deals made by huge corporations but I must admit I'm rolling my eyes on the big deal this is causing.

Although I have my grips with capitalism, I do recognize that this is the end result of mature industries. The FTC has only so much political capital here in the states, I'd hate for them to waste it on COD of all things. There should be something more to this than big business buys another with a lot of money..
 

Bxrz

Banned
Dec 18, 2020
1,902
Starfield is constantly billed as the "spiritual sucessor" to Skyrim, they even wanted it to launch on that game's 11th anniversary, plus, the early promotional material had the ps5 logo on it.

Also, MS already stated future fallout, ES, doom, games will be xbox exclusive
I'm aware of what Starfield is. Can you show the early promotional material

From what I remember, when Xbox bought Bethesda, the only thing they showed of Starfield was that 10 second teaser, with no platforms announced
 
Jul 22, 2022
1,867
Well yes that's why I said COD is just an excuse.
The problem is that even COD argument cannot be used to block the deal - there is no a single IP in existence by putting which on Game Pass or removing from the platform can some lessen competition. To block the deal FTC has to write a lawsuit to the courts and courts should agree with FTC's argument - looking at their success with Meta/Facebook, I don't see it happening with ABK.

I was talking about their Good Will with the US government. They spent a long time getting close with many government officials and playing nice with them. Challenging them in court will reverse all of that.
No, challenging them would not change anything. It is a normal litigation process that won't affect any goodwill. They were avoiding scrutiny but there a limit to which Microsoft would allow themselves to be pushed by the regulators. What is gonna happen is that probably Lisa Khan won't be reelected in 2 years considering new FTC's relatively unsucessful attempts to do anything. And probably businesses will question FTC as there have been concerns from a lot of actors that the new FTC does not operate under the proper laws.

this is a very funny mental image.
"So, these things are called consoles" 🤣

At very least least they'll ask for divestitures (like they pushed for Disney to divest from Fox's local sports segments to agree on the deal).
They literally did that because with Fox Sports Disney would have a monopoly on sports channels. Like - real monopoly. Not "FPS monopoly" or "good customer value monopoly".


the early promotional material had the ps5 logo on it.
We literally had nothing from Starfield aside the logo with no platforms for years. Bethesda did not show anything Starfield related. And the only case when Playstation was somehow mentioned in relation to Starfield is when Sony was trying to moneyhat the game 🤣

win back the public's trust in regulators.
Results in opposite so far
 

gofreak

Member
Oct 26, 2017
7,820
That's some interesting info, if true. A behavioural remedy of a ten year commitment re. CoD sounds like maybe MS's last-best-offer to fend off a the need for a divestment, if not a block. In terms of behavioral remedies I doubt they wanted to go that far starting off, and I doubt they'd want to go further.

A question I have is how a deal with Sony guarantees anything about foreclosure of other participants (inc future potential competitors), as an expressed concern of the CMA etc. I guess maybe it's a question of persuading on the basis that 'if we're willing to continue to supply Sony, why wouldn't we also supply other competitors?'..?
 

gofreak

Member
Oct 26, 2017
7,820
I wonder if Sony isn't commenting on the 10 years because of what a dramatic fiasco the "inadequate" response was with corporate bickering, or if they are accepting of it and don't want to say 🧐

Sony made a point of saying that they were only commenting publicly on the previous deal because MS had brought it into the public domain.

This article is just reporting rumours and isn't 'officially' bringing anything into the public domain - it would look a bit silly for Sony to now bringing negotiations into public having expressed disappointment at MS previously for doing the same.

If MS presents this to regulators I expect you might see Sony's feedback through that mechanism at some point in the future.
 
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OP
Idas

Idas

Antitrusting By Keyboard
Member
Mar 20, 2022
2,054
Idas If any regulator challenges the deal and MS goes to court (EU/US) , how much longer would it take for the deal to either complete or be definitely blocked/abandoned? 1-2 extra years? I guess these things are slow.

Right now the outside date (the deadline established by the parties to have everything done) is July 18th 2023.

The time to litigate in the US in a merger case against the FTC is around 5-6 months. So, if the FTC challenges the deal by the end of December/early January, they should have enough time.

In any case, the outside date can be renegotiated if the parties agree. Although that usually means new termination fees and reanalysing the economics of the deal, that may have changed too much since signing and could make the deal less interesting.
 
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fiendcode

Member
Oct 26, 2017
24,964
I was talking about their Good Will with the US government. They spent a long time getting close with many government officials and playing nice with them. Challenging them in court will reverse all of that.
If a relatively easy to pass deal like this can't get through FTC, with regulators trumping up "excuses" (your words) to try and rationalize that, what's the real value of Microsoft's good will position then? The accord has to work both ways for it to be beneficial, if FTC takes the gloves off why shouldn't MS? Head of DOJ used to work for them anyway so it's unlikely they'll see much coming from that direction no matter how matters progress with FTC.
 

Gavalanche

Prophet of Regret
Member
Oct 21, 2021
18,056
Right now the outside date (the deadline established by the parties to have everything done) is June 30th 2023.

The time to litigate in the US in a merger case against the FTC is around 5-6 months. So, if the FTC challenges the deal by the end of December/early January, they should have enough time.

In any case, the outside date can be renegotiated if the parties agree. Although that usually means new termination fees and reanalysing the economics of the deal, that may have changed too much since signing and could make the deal less interesting.

Is it possible for Activision to just pull out off the deal? Or would that require massive contract termination fees that wouldn't make it worthwhile?
 

JhOnNY_HD

Member
Dec 13, 2020
837
Ultimately, this should go through, but it will be amusing if it's rejected and MS simply spends $60bn securing timed exclusivity on literally everything, which according to the regulators, appears to be an absolutely OK way of managing a console platform. Sony and that crazy nutjob who works at the EU who was quite literally trying to protect his own PlayStation 5 had better be careful what they wish for.

Was ok with GTA IV DLC and 360 cod titles or Rise of tomb raider.

Timed exclusives exists many years ago
 

Gay Bowser

Member
Oct 30, 2017
17,762
After reading that article it really seems like the ftc/ regulators are using this deal to push their weight around and win back the public's trust in regulators.

It seems like they recognized past fumbles like FB/Instagram and are now super aggressive on any merger made by big tech. Personally, I find it disappointing because it shows that they still don't recognize why those past deals were so damaging. Facebook acquiring instagram is leagues more harmful to the public/consumers then Microsoft buying rights to a military dude bro shooter.

Challenging deals/merges just because is made by a tech corporation doesn't inspire faith in regulators imo.

If they block this, I fully expect them to crow about "reigning in Big Tech," and then they'll pat themselves on the back for taking care of that once and for all, and then republicans will take power and they'll rubber stamp a Comcast-Paramount merger and an AT&T-T-Mobile merger and a Spectrum-Altice merger. But hey, at least they stopped that big tech company from bolstering their auxiliary games business by taking control of a troubled company from a serial predator!
 

fiendcode

Member
Oct 26, 2017
24,964
Is it possible for Activision to just pull out off the deal? Or would that require massive contract termination fees that wouldn't make it worthwhile?
Activision doesn't want out. Both ownership and labor there want this deal maybe worse than MS, both sides see it as their way out current managerial complexities and scandals.
 

show me your skeleton

#1 Bugsnax Fan
Member
Oct 28, 2017
15,661
skeleton land
Is it possible for Activision to just pull out off the deal? Or would that require massive contract termination fees that wouldn't make it worthwhile?
in the op:

The transaction can be terminated by MS or ABK if:
  • Both parties agree.
  • The Activision Blizzard stockholders reject it (it was already approved, so it's doesn't apply anymore).
  • A court or a regulator rejects the deal and there is no way to appeal it.
  • There is a new law that prohibits this kind of deal.
  • By January 18th 2023 or April 18th 2023 the deal is still pending but NOT for regulatory reasons.
The transaction can be terminated by ABK if:
  • There is an infringement of the agreement by MS and during the period to resolve that, MS doesn't do anything.
  • Before the approval by Activision Blizzard stockholders, ABK receives a better offer and pays MS a $2,270,100,000 termination fee.
The transaction can be terminated by MS if:
  • There is an infringement of the agreement by ABK and during the period to resolve that, ABK doesn't do anything.
  • The Activision Blizzard Board of Directors doesn't recommend the deal anymore.
If the deal doesn't happen, someone has to pay for it :p

Activision Blizzard has to pay Microsoft a termination fee of $2,270,100,000 if:
  • MS is still waiting for the ABK stockholders meeting to happen by the termination dates.
  • Regulatory conditions were not satisfied and the reason is a breach by ABK.
  • ABK infringes the agreement.
  • The ABK stockholders reject the deal.
  • The Activision Blizzard Board of Directors doesn't recommend the deal anymore.
  • ABK receives a better offer.
Microsoft has to pay Activision Blizzard a termination fee of:
  • $2,000,000,000, if the termination notice is provided prior to January 18th, 2023.
  • $2,500,000,000, if the termination notice is provided after January 18th, 2023 and prior to April 18th, 2023.
  • $3,000,000,000, if the termination notice is provided after April 18th, 2023.
Reasons for this possible termination fee in favor of ABK:
  • A court or a regulator rejects the deal and there is no way to appeal it.
  • There is a new law that prohibits this kind of deal.
  • MS infringes the agreement.
  • Regulatory conditions were not satisfied and the reason is a breach by MS.