Google, Apple, Among Tech Firms Facing Probe of Small Deals

(Bloomberg) -- U.S. technology giants face a new wave of scrutiny from antitrust officials, as the Federal Trade Commission demands information about their acquisitions of startups that may have eliminated emerging competitors.

The FTC issued orders to Alphabet Inc.’s Google, Apple Inc., Facebook Inc., Amazon.com Inc. and Microsoft Corp. for information on the terms and purposes of transactions they closed from the beginning of 2010 through 2019, the agency said Tuesday.

“Digital technology companies are a big part of the economy and our daily lives,” FTC Chairman Joe Simons said in a statement. “This initiative will enable the Commission to take a closer look at acquisitions in this important sector, and also to evaluate whether the federal agencies are getting adequate notice of transactions that might harm competition.”

The FTC’s move, which could involve hundreds of deals, comes amid widespread criticism that antitrust officials have been too permissive in allowing tech giants to buy rivals and strengthen their dominance. The agency’s orders take aim not at big deals, but those that were too small to be reported to regulators but may have targeted nascent competitors.

The orders also require companies to provide information and documents on their corporate acquisition strategies, voting and board appointment agreements, agreements to hire key personnel from other companies, and post-employment covenants not to compete.

The FTC is also seeking details about post-acquisition product development and pricing, including whether and how acquired assets were integrated and how acquired data has been treated.

U.S. merger law sets monetary thresholds that are updated annually for when deals must be reported to antitrust regulators for approval. The 2020 thresholds are deals valued at $94 million. An alternative threshold is based on company sales.

The FTC has authority under a measure known as Section 6(b) of the FTC Act to collect non-public information from companies. The agency then publishes a “special report” that can lead to understanding of markets, enforcement strategies and voluntary industry guidelines and best practices. The studies can also be used in antitrust investigations, though don’t always have a law enforcement purpose, according to the FTC’s website.

The FTC can file enforcement actions after completing the study, Simons said on a conference call with reporters.

The agency is studying past tech deals as it conducts an antitrust investigation of Facebook. The probe is among several inquiries that target large tech companies. The Justice Department is investigating Facebook as well as Google, while state attorneys general are also probing both companies.

Here’s a look at past small acquisitions by the five tech companies:

Google

The new probe could potentially look at dozens of small acquisitions made by Google in the past 10 years. The company often does “acqui-hires,” buyouts with the purpose of bringing on a small team of talented engineers who may not even have a viable business on their own yet. Some of these acquisitions aren’t even publicly announced.

From around 2010 to 2014 Google made many acquisitions in the advertising technology space as it sought to build up its business in that industry. Some were relatively large, like the $250 million buyout of Wildfire Interactive, but most were small, and therefore passed beneath the radar of regulators.

A Google spokesperson did not immediately return a request for comment.

Apple

Apple has acquired hundreds of companies since 2010, but most of them have been small deals focusing on technologies to enable specific new device features.

For instance, as the company built up its revamped Maps app, it bought lesser-known companies like Embark, Locationary, BroadMap, Indoor.io, MapSense, and HopStop.com. To develop its latest machine learning and voice control software, it acquired startups like Cue, VocalIQ, Turi, Lattice Data, TupleJump, and Perceptio.

It’s also bought firms to help it develop chips, build augmented reality features, wireless charging, software testing, its magazine subscription service, and new camera features.

Apple didn’t immediately respond to a request for comment.

Facebook

While many of Facebook’s most high-profile deals are well known -- Instagram, WhatsApp, Oculus -- the company has acquired dozens of other, smaller startups over the years in a variety of different industries. The purchases of Instagram and Whatsapp were approved by the FTC.

In some cases, these acquisitions were meant to help Facebook compete directly with rival social networks and consumer apps. It bought Onavo, a service for tracking a person’s mobile activity, in 2013, and used the data for years to keep tabs on competing products and identify new entrants.

After Snapchat popularized augmented reality face filters, Facebook acquired its own face-filter app, MSQRD, to build the technology into the cameras on Facebook and Instagram.

In other cases, acquisitions gave Facebook technology to enhance the company’s advertising features, or provide developer tools to other businesses. Sometimes Facebook simply acquired companies for their engineering and product talent.

Facebook didn’t immediately respond to request for comment

Amazon

Amazon’s small acquisitions in recent years include companies working on everything from internet-connected smart home and networking devices to cloud-computing applications that were folded into the Amazon Web Services division. Among them are a members-only retail site called BuyVIP, cloud computing startup E8 Storage and Eero Inc., a Wi-Fi system maker.

The company’s biggest acquistion, Whole Foods in 2017 for $13.6 billion, received regulatory approval.

Amazon couldn’t be immediately reached for comment.

Microsoft

While big deals like LinkedIn and GitHub get the most attention, the vast majority of Microsoft’s acquisitions are smaller ones meant to gain promising technology or employees.

The company made at least nine such purchases in 2019, including Mover, which makes it easier to move cloud files to Microsoft’s 365 services from rivals, and data security firm BlueTalon. In 2018, Microsoft acquired Bonsai to combine it with research efforts around machine automation and PlayFab, which allows Microsoft to help video game companies run their games in Microsoft’s cloud.