Microsoft and Facebook on Monday announced a $550 million patent agreement in which the social networking giant will purchase a portion of the patent portfolio Microsoft recently acquired recently from Aol. Facebook will take ownership of approximately 650 former Aol patents, and it will license the remaining patents owned by the software giant. Microsoft will retain ownership of approximately 275 Aol patents and will license the additional 650 Aol patents to be transferred to Facebook. “Today’s agreement with Facebook enables us to recoup over half of our costs while achieving our goals from the AOL auction,” said Brad Smith, executive vice president and general counsel of Microsoft. “As we said earlier this month, we had submitted the winning AOL bid in order to obtain a durable license to the full AOL portfolio and ownership of certain patents that complement our existing portfolio.” Ted Ullyot, Facebook’s general counsel, said, “this is another significant step in our ongoing process of building an intellectual property portfolio to protect Facebook’s interests over the long term.” The joint press release follows below.

Microsoft, Facebook Announce Patent Agreement

April 23, 2012
REDMOND, Wash. and MENLO PARK, Calif. — April 23, 2012 — Microsoft Corp. and Facebook announced today a definitive agreement under which Microsoft will assign to Facebook the right to purchase a portion of the patent portfolio it recently agreed to acquire from AOL Inc. Facebook has agreed to purchase this portion for $550 million in cash.

In the initial AOL auction, Microsoft secured the ability to own or assign approximately 925 U.S. patents and patent applications plus a license to AOL’s remaining patent portfolio, which contains approximately 300 additional patents that were not for sale.

As a result of today’s agreement, Facebook will obtain ownership of approximately 650 AOL patents and patent applications, plus a license to the AOL patents and applications that Microsoft will purchase and own.

Upon closing of this transaction with Facebook, Microsoft will retain ownership of approximately 275 AOL patents and applications; a license to the approximately 650 AOL patents and applications that will now be owned by Facebook; and a license to approximately 300 patents that AOL did not sell in its auction.

“Today’s agreement with Facebook enables us to recoup over half of our costs while achieving our goals from the AOL auction,” said Brad Smith, executive vice president and general counsel, Microsoft. “As we said earlier this month, we had submitted the winning AOL bid in order to obtain a durable license to the full AOL portfolio and ownership of certain patents that complement our existing portfolio.”

“Today’s agreement with Microsoft represents an important acquisition for Facebook,” said Ted Ullyot, general counsel, Facebook. “This is another significant step in our ongoing process of building an intellectual property portfolio to protect Facebook’s interests over the long term.”

The parties are evaluating the accounting treatment for these transactions. These transactions are also subject to customary closing conditions, including clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended.

AOL and Microsoft on Monday announced an agreement in which the software giant will purchase 800 patents from AOL in a $1.056 billion cash deal. Microsoft will also license more than 300 additional patents from AOL as part of the agreement. “The agreement with Microsoft represents the culmination of a robust auction process for our patent portfolio,” said Tim Armstrong, AOL’s chairman and CEO. “We continue to hold a valuable patent portfolio as highlighted by the license we entered into with Microsoft. The combined sale and licensing arrangement unlocks current dollar value for our shareholders and enables AOL to continue to aggressively execute on our strategy to create long-term shareholder value.” The portfolio sold relates to advertising, search, content generation and management, social networking, mapping, multimedia/streaming and security. The sale is expected to be completed by the end of 2012, pending regulatory approval. Read on for AOL’s press release.

AOL and Microsoft Announce $1.056 Billion Patent Deal

AOL to sell more than 800 patents to Microsoft; Microsoft to license more than 300 additional patents and patent applications from AOL

Transaction is tax-efficient for AOL

Upon closing, AOL expects to return a significant portion of the proceeds to shareholders

NEW YORK–(BUSINESS WIRE)–AOL Inc. (NYSE: AOL) (the “Company”) today announced that the Company has entered into a definitive agreement to sell over 800 of its patents and their related patent applications to Microsoft Corporation (NASDAQ: MSFT) (“Microsoft”) and to grant Microsoft a non-exclusive license to its retained patent portfolio for aggregate proceeds of $1.056 billion in cash.

“The agreement with Microsoft represents the culmination of a robust auction process for our patent portfolio”

Following the sale, AOL will continue to hold a significant patent portfolio of over 300 patents and patent applications spanning core and strategic technologies, including advertising, search, content generation/management, social networking, mapping, multimedia/streaming, and security among others. AOL also received a license to the patents being sold to Microsoft.

The patent sale includes the sale of the stock of an AOL subsidiary upon which AOL expects to record a capital loss for tax purposes and as a result, cash taxes in connection with the sale should be immaterial. Additionally, AOL expects to utilize approximately $40 million of its existing deferred tax assets, representing approximately 20 percent of its total deferred tax assets, to offset any ordinary income taxes resulting from the license of its remaining patent portfolio.

AOL management and its Board of Directors intend to return a significant portion of the sale proceeds to shareholders and will determine the most efficient and effective method to do so prior to the closing of the transaction. Pro forma for the sale and license, as of December 31, 2011, AOL would have had approximately $15 per share of cash on hand.

“The agreement with Microsoft represents the culmination of a robust auction process for our patent portfolio,” said Tim Armstrong, AOL’s Chairman and CEO. “We continue to hold a valuable patent portfolio as highlighted by the license we entered into with Microsoft. The combined sale and licensing arrangement unlocks current dollar value for our shareholders and enables AOL to continue to aggressively execute on our strategy to create long-term shareholder value.”

“This is a valuable portfolio that we have been following for years and analyzing in detail for several months,” said Brad Smith, General Counsel and Executive Vice President, Legal and Corporate Affairs, Microsoft. “AOL ran a competitive auction and by participating, Microsoft was able to achieve our two primary goals: obtaining a durable license to the full AOL portfolio and ownership of certain patents that complement our existing portfolio.”

The transaction is expected to be completed by the end of 2012, upon the satisfaction of customary conditions and regulatory approvals, including expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended.

Evercore Partners and Goldman Sachs acted as financial advisors and Wachtell, Lipton, Rosen & Katz and Finnegan, Henderson, Farabow, Garrett & Dunner acted as legal counsel to AOL in connection with the transaction.

Reuters is reporting that AOL, Inc. is contemplating a breakup through “a complicated series of transactions” that could end in a merger with search giant Yahoo!. The publication is citing “sources close to the plans” and adds that “the latest discussions derive from plans contemplated in 2008 and 2009 before Time Warner spun off AOL to Time Warner shareholders.” Both AOL and Yahoo! declined to comment on the report when contacted by Reuters; AOL’s stock price rose slightly on the news.

Read

Analytics company ComScore has released its October search engine market share numbers and… instead of making you fire up your search-site of choice and finding the information yourself, we thought we would just put it right there for you. October’s search numbers are as follows: Google 66.3%, up from 66.1% in September; Bing 11.5%, up from 11.2% in September; Yahoo 16.5%, down from 16.7% the month prior; Ask.com 3.6% down 0.1% from the previous month; and AOL 2.1%, down from 2.3%. We are curious to see how/if the recent release of Windows Phone will help Bing’s search numbers. We’ll find out next month.

Read

Remember when you could download all of the MP3s you wanted from peer-to-peer site Napster and not get sued by the RIAA? Remember trying to find an audio player that would play all of those pesky MP3s? Remember Winamp?!? Initially monikered WinAMP, the audio player was first released on April 21, 1997. Winamp gained popularity among audiophiles for being feature-rich, small, free, and compatible. Winamp also won fans over with its skinable interface, allowing you to inflict your personal steez on your media player. Winamp was developed by Nullsoft, a company who was known for their llama logo and humorous opening sound clip: “Winamp, it really whips the llama’s ass!” Winamp is still very much alive, and very much available; although it is now owned by AOL. Hit up their website and take a trip down memory lane.

BGR Throwback Thursday is a weekly series covering our (and your) favorite gadgets — and in this case software — of yesterday and yesteryea

Google, Inc. has purchased internet VoIP company Global IP Solutions for a cool $68.2 million; a 27.5% premium over the company’s current stock price. While Global IP may not be a household name, you might be familiar with what they provide and to whom they provide it: the back-end VoIP engine used by the Yahoo!, AIM, WebEx, Baidu, and Lotus chat systems. Google continues to bolster its portfolio of acquired companies that supplement its Google Voice and Google Talk services — you may recall Google purchasing internet chat/VoIP company Gizmo5 several months ago — but we have yet to see any drastic feature changes/additions in said services. The future looks bright for Google Voice and Talk…although we do wonder about the VoIP fate of Yahoo! et. al now that Google owns their voice over IP engine.

Read

Today, ComScore released its search engine market share numbers for February 2010, and to be honest, there wasn’t much movement. Google and Bing both gained a little ground: Google’s market share rose 0.1 percentage point from 65.4% to 65.5% while Bing’s share gained 0.2% rising from 11.3% to 11.5%. Yahoo and Ask both gave up a little bit of the search pie: Yahoo declined from 17% to 16.8% and Ask fell slightly from 3.8% to 3.7% market share.  AOL’s slice of search remained unchanged at around 2.5%. We’ve got the full report, and all the insipid details that go with it, linked up for you. 

Read

AOL introduced on Thursday a new sync application, AOL Sync, that will sync your AOL address book and calendar with Outlook and mobile phones. AOL has partnered with Funambol to deliver this bidirectional, over-the-air sync client. Funambol, for those who don’t know, is a popular open source synchronization solution that uses SyncML to push PIM data to mobile devices and desktop applications. Basically, it’s the poor man’s Exchange / BES. The AOL sync client supports Outlook, Outlook Express and both Windows Mobile phones and BlackBerry handsets. You will need to install the sync client on your phone or desktop, configure it to sync with the AOL servers and voila, automatic OTA bidirectional syncing. Though it is not listed as being a supported device, there is a Funambol sync client for the iPhone and for Thunderbird / Sunbird (experimental) as well. If you can get the AOL settings, it may be worth a try to see if those other platforms work, too.  If you are an AOL user, give it a try and let us know if the new client lives up to AOL’s claims.

[Via Cnet]

Read

By now you all have heard that BlackBerry BIS 2.5 is rolling out to U.S. carriers on June 29th. Heck, there’s even going to be some downtime. But, maybe that isn’t enough? Maybe you’d like more information. We’ve definitely got you covered in that area. We just got a hold of this presentation outlining BIS 2.5 and all the various features. The sad part? As some of you know, all the sexy stuff requires BlackBerry OS 4.5 which according to the presentation will not be available until September. That’s not to say some of you aren’t running it already, but September guys? For reals? Head on over to the gallery to check it out for yourself, but we’ll break down the more interesting stuff here for all you lazy bums:

• You can save attachments including audio and video formats.
• Full list of supported downloadable attachments are: .doc, .ppt., .xls, .wpd, .txt, .html, .pdf, .zip, and the aforementioned audio / video formats.
• File size of attachments is limited to 3MB.
• The 4.5 OS will be “available for all BlackBerry’s in September.” This includes the 8100, 8800, 8820, 8300, 8310, 8120, and the 8110. No 8320 love?
• “If a BlackBerry launches before September, it will have 4.5 software.”
• Addition of push AOL email and Hotmail/MSN accounts.

Click on over to our BlackBerry BIS 2.5 presentation gallery!

This is a happy, happy day for any AIM addicts toting around a Windows Mobile device. There are 3rd party solutions (JiveTalk, what up!), but it’s always comforting to get a piece of software directly from the source. AOL has finally released an updated AIM client, and boy does it look sexy! We’re giving it a go right now but sadly, it doesn’t look as if we’ll get file transfers at the moment. Let’s hope this feature makes it way into the final build as it is still in beta. It also is said to be compatible with just about every Windows Mobile device — Standard or Professional, 5 or 6. Anyone looking to give it a try? Hit us up and let us know what the verdict is!

[Via XDA-Developers]

Read