God I hate feeding into this tiresome acquisition talk, but exactly. These things don't just automagically happen.
These acquisitions take a long time. I can't say a lot about my experiences because of NDAs, but I've experienced first hand (multiple times) the acquisition process, and it. is. long.
Chances are, this Microsoft/Zenimax acquisition has been in the pipeline for a very long time. It's also more than likely that Microsoft wasn't the only company bidding for Zenimax. I wouldn't be surprised if Sony was also in the running at one point.
What Zenimax will do is produce a packet of what they're selling. It's a very broad strokes, high level packet touting the value of their company. This is what they will send out to prospective buyers (ie, companies that have shown an interest in acquiring the company, like Microsoft). That's round 1.
After receiving the "sales pitch" so to speak, any interested parties will request a more deep dive into the company they're looking to acquire. That's when Zenimax would have provided an even more detailed packet with a breakdown of the company's goings on. Things like general financials, upcoming projects and their projected costs and returns, and other details that are confidential, but not "corporate secrets" level confidential. That's round 2.
And once again, the pool of potential buyers will shrink, as those companies are then weighing the benefits of the acquisition, and if it fits into their overall business plan/goals for their company long term. At this point, a bidding war can develop. Especially if multiple buyers decide that purchasing Zenimax fits into their long term financial goals. All of this is happening behind closed doors, and can take months as Zenimax, and the prospective buyers deliberate amongst themselves whether or not they want to get into business with each other. That's Round 3.
Then, at some point, the "final" round begins. Zenimax will try to leverage as much of their actual and perceived value as possible to get the highest possible bid for their company. It's at this point that any remaining buyers will opt out, or, Zenimax decides to make a decision on whom they want to go with, based on how well the individual meetings with prospective buyers went (ie, do these guys seem cool, not shitheads, and have the best interest of the company at heart) and the deal is struck between the party they decide. That's just a super general breakdown of the process, in part, based on industry experience with acquisitions. Then the actual time frame of the closing of the deal can take additional weeks/months, and once both parties have received that approval, and the process of finalizing the acquisition is set in stone (ie, contracts are established, and discussions about how to integrate the company into their now parent company are underway), they'll announce it publicly.
Chances are high that within Sony, for example, it was known that Zenimax was up for acquisition. It's also more than possible that they were aware of who the interested acquirers were. It's also more than possible that Sony, knowing their own long term plans for the PlayStation division, either opted to participate in the acquisition of Zenimax, and chose to walk away from bidding, or didn't bother to participate in the bidding at all, and moved on to other plans to offset the potential loss of the content Zenimax would normally be releasing on their platform. For example, locking down timed exclusivity of Deathloop for PS5 while they could, so even if another company buys them, they would benefit in some way from that acquisition, without having to drop billions on the company as a whole, and take on the costs of running that publisher, and making sure it was a profitable investment.
Just because this was out of left field for us, the consumer, doesn't mean it was out of left field for Sony. They will respond to this, though not in a direct way, is my guess. They aren't going to come out and say, "Well, since Microsoft did this, we're doing this to counter!" They'll mix it in with marketing speak about "The future of PlayStation," or some such shit. I obviously don't know what's going on behind closed doors at Sony, but I doubt they're running around like chickens with their heads cut off, panicking at the loss of Fallout, Elder Scrolls, Doom, Wolfenstein, etc, etc. I'm sure they're more concerned about making sure the launch of the PS5 is successful, and meets the demand, as any plans to "counter" the Zenimax acquisition will have been kickstarted the moment they learned of the acquisition, which could have been months ago, if not longer, depending on how long Zenimax let it be known within the industry that they were up for sale. This is all speculation on my part, however, and I doubt we'll learn of the intricacies of this deal anytime soon, if ever.
Very informative, thank you for that post :)
Yeah, we were getting random Reddit rumors as far back as January that Sony was looking to acquire Zenimax so they very well may have been in the running at some point and opted out.
I do have to ask though, with the process that you outlined is it possible for all of that to go through very close to the end with public companies without word getting out via the shareholders? I'm wondering at what point it would be impossible to keep word of acquisition talks from getting out. We saw with WB Games and Leyou that word got out months before anything would have possibly been settled. If Sony or anyone else were going after a company like Capcom or Square then I'd have to imagine we'd heard about it months in advance as well.
I'd give anything to know what sort of plans are going on behind the scenes at SIE and Sony, but we'll just have to wait for more news. At least we can only hope that people will stop running around screaming like the sky was falling ;)