Makai Studio
Imi ‘Ike - Seeker Of Knowledge
Imi-?ike

Yahoo sued for spurning Microsoft

February 25, 2008 01:47 by jdelpay
DOVER, Del. - Two Detroit pension funds have sued Yahoo Inc. and its board of directors, saying they breached their duties to shareholders in trying to thwart a takeover by Microsoft Corp.

The lawsuit was filed in Delaware Chancery Court on Thursday by lawyers representing Detroit's police and fire retirement system and general retirement system, as well as "all other similarly situated public shareholders."

According to the lawsuit, Yahoo's board is pursuing "value-destructive" third-party deals in an effort to fight off Redmond, Wash.-based Microsoft, which on Feb. 1 announced a takeover bid of $31 per share in cash and stock, a 62 percent premium over Yahoo's previous day's closing price.

Sunnyvale, Calif.-based Yahoo, whose shares closed unchanged at $28.42 on Friday, rejected Microsoft's $44.6 billion takeover bid as inadequate, but indicated that it might be willing to negotiate if the price was right. Yahoo is believed to want at least $40 per share, or about $56 billion.

After rebuffing Microsoft, Yahoo reportedly began discussing a possible Internet partnership with media conglomerate News Corp., which owns the popular MySpace Web site, and exploring an advertising partnership with Google, its biggest rival.

The company also adopted new severance packages that would protect employees in the event of a Microsoft takeover, a move the lawsuit labels as a blatant effort to drive up the cost of an acquisition.

"Yahoo's directors cannot 'just say no' indefinitely to legitimate acquisition offers," the lawsuit reads. "Likewise, Yahoo's directors cannot pursue transactions that do not require shareholder approval for the primary purpose of making Yahoo unattractive to Microsoft."

A Yahoo spokeswoman did not immediately return a telephone message seeking comment.

Microsoft has hired a proxy solicitation group to help oust the 10 members of Yahoo's board, all of whom are up for re-election this year.

"An imminent proxy fight necessitates judicial intervention since it poses a deadline for Yahoo's board to place shares in friendly hands," according to the plaintiffs, who allege that Yahoo board members have placed "personal distaste for Microsoft" ahead of shareholder welfare.

"Regardless of their emotional ties to Yahoo and their desire to retain their positions as directors at the company, the Yahoo directors owe fiduciary duties to Yahoo and its shareholders," the lawsuit states.

Visit:Makai Studio

AddThis Social Bookmark Button

Be the first to rate this post

  • Currently 0/5 Stars.
  • 1
  • 2
  • 3
  • 4
  • 5

Yahoo! set to revive merger talks with AOL after rejecting hostile takeover

February 10, 2008 16:48 by jdelpay

(Fortune) -- Yahoo plans to reject Microsoft's $44.6 billion takeover bid, the Wall Street Journal reported Saturday, citing a person familiar with the situation.

The source, according to the paper, said Yahoo's board believes Microsoft's offer of $31 per share "massively undervalues" the company and does not account for the risk that a deal could be blocked by regulators.

The source also said that the company is unlikely to consider any offer below $40 per share, according to the paper. Such a premium would increase the value of the takeover offer by $12 billion.

Microsoft would not comment to Fortune on the report. Yahoo did not return a call seeking comment.

On Feb. 1, Microsoft (MSFT, Fortune 500) made an unsolicited $44.6 billion cash and stock bid for Yahoo (YHOO, Fortune 500). The bid represented a 62% premium over Yahoo stock price one day earlier.

A Microsoft-Yahoo combination would create a powerful number two player in the online search business, which Google commands. It would also be one of the biggest tech deals in years, on a par with Hewlett-Packard's $25 billion acquisition of Compaq in 2002.

Both Microsoft and Yahoo have fallen far behind Google in the lucrative field of Internet search. Yahoo's earnings and share of the online search market have badly trailed Google.

Google reigns over 58.4% of the U.S. search market, while Yahoo has 22.9% and Microsoft's share is just 9.8%, according to comScore.

The combined forces of Microsoft and Yahoo would also make a stronger force in online display advertising - the type of targeted banner ads that Yahoo is known for.

Soon after the bid was announced, Google (GOOG, Fortune 500) issued a statement against the deal, saying in a letter that the combination would pose significant competitiveness issues. At issue: The "overwhelming share of instant messaging and web e-mail accounts."

Microsoft shares have lost 12% since Jan. 31, closing Friday at $28.56. Yahoo shares have gained 52%, to $29.20.

If Yahoo does dig in its heels, the question will be whether Microsoft CEO Steve Ballmer has the stomach to pursue a hostile takeover of Yahoo, a move that would likely involve a drawn out campaign to oust the Internet pioneer's board


Visit:Makai Studio

AddThis Social Bookmark Button

Currently rated 5.0 by 2 people

  • Currently 5/5 Stars.
  • 1
  • 2
  • 3
  • 4
  • 5

Categories: Microsoft | Yahoo
Actions: E-mail | Permalink | Comments (2) | Comment RSSRSS comment feed

Microsoft says expects Yahoo to accept bid quickly

February 4, 2008 01:43 by jdelpay

SEATTLE (Reuters) - Microsoft Corp said on Monday that its $44.6 billion unsolicited offer for Yahoo Inc was generous and it expects Yahoo's board and shareholders to agree to the buyout quickly.

"We trust the Yahoo board and the Yahoo shareholders will join with us quickly in deciding to move down an integrated path," Microsoft Chief Executive Steve Ballmer said in an annual strategy meeting with analysts.

Microsoft's comments follow a weekend of maneuvering by Yahoo, which, according to sources familiar with Yahoo's strategy, is considering a business alliance with Google Inc to rebuff Microsoft's proposal. It has also received preliminary contacts from media, technology, telecommunications and financial companies, another source close to Yahoo said.

At the same meeting, Microsoft Chief Financial Officer Chris Liddell also said the company may borrow money for the first time in its history to fund a portion of the 50-50 cash and stock offer for Yahoo.

"If you look at the cash component ... we could fund most of that through our cash holdings, but it's likely we're actually going to borrow for the first time," said Liddell. "It's going to be a mixture of the cash we have on hand plus debt."

Liddell said he expects Microsoft's revenue to grow at a double-digit percentage in the coming fiscal year starting in July despite a potential U.S. economic slowdown.

Microsoft also announced that its first major update to Windows Vista was released to manufacturing. Usually, large organizations wait for the first major update before deploying a new operating system.

Shares of Microsoft rose 5 cents to $30.50 in early Nasdaq trading, while Yahoo shares rose 44 cents to $28.82.

(Reporting by Daisuke Wakabayashi and Michele Gershberg in New York, editing by Dave Zimmerman)

Copyright 2008 Reuters


Visit:Makai Studio

AddThis Social Bookmark Button

Currently rated 5.0 by 2 people

  • Currently 5/5 Stars.
  • 1
  • 2
  • 3
  • 4
  • 5

Google raises the specter of Microsoft's monopolistic past.

February 4, 2008 01:21 by jdelpay

Visit:Makai Studio

AddThis Social Bookmark Button

Be the first to rate this post

  • Currently 0/5 Stars.
  • 1
  • 2
  • 3
  • 4
  • 5

Is Microsoft acquiring Yahoo a good idea?

February 1, 2008 05:35 by MarkLea


Visit:Makai Studio

AddThis Social Bookmark Button

Currently rated 5.0 by 1 people

  • Currently 5/5 Stars.
  • 1
  • 2
  • 3
  • 4
  • 5

Will Microsoft get Yahoo?

February 1, 2008 05:32 by MarkLea

Visit:Makai Studio

AddThis Social Bookmark Button

Currently rated 5.0 by 2 people

  • Currently 5/5 Stars.
  • 1
  • 2
  • 3
  • 4
  • 5

Microsoft and Yahoo its only the beginning

February 1, 2008 05:24 by MarkLea
t's been a busy 24 hours in the online space. First, Amazon.com announced it was buying Audible. And now Microsoft has made a $44 billion bid to acquire Yahoo! Such aggressive takeovers generally occur either close to a top-when buyers are really optimistic-or after a bust, when survivors pounce on opportunities to pick up companies on the cheap. But coupled with yesterday's disappointing earnings report from Google, the deal-making points to a new phenomenon: the first economic slowdown of the Web 2.0 era. After a few quarters of defying the broader economic decline, even the best-of-breed technology companies are showing themselves to be subject to the business cycle. The slowdown is gutting margins, causing executives to revise their Power Point presentations on growth, and depressing stocks. As a result, the hot young singles of the NASDAQ are seeking to cut costs and ride out the storm by shacking up together.

Audible is a new media company that old-media types like to root for. Its founder and chief executive officer is the excellent magazine journalist and author Donald Katz, and its services provided a potential new revenue stream for long-form journalists. Audible survived the dotcom meltdown in 2000, and quietly built a significant business. (Projected 2007 revenues: $106-$108 million). But as shown by its third quarter earnings, impressive revenue growth of about 30 percent has been unable to overcome persistent spending on technology, marketing, and operations. The upshot: Audible is still losing money.

Enter Amazon.com, which, though it continues to put up excellent numbers, remains a retail stock. And when the end of a business cycle approaches, retail growth frequently comes at the expense of margins. Amazon.com's fourth quarter earnings release, which came out on Wednesday, showed sales rose an impressive 42 percent from the 2006 fourth quarter, to $5.67 billion (with an assist from foreign exchange translations). But operating income grew only 38 percent, and operating margins fell in the core North American market. (Translation: Amazon had to discount, or throw in free shipping, more than it did last year to help goose sales.) For 2008, Amazon is expecting revenue growth to slow to between 26 and 33 percent. So why get hitched? Amazon's huge infrastructure investments and distribution capabilities may make it possible for it to run Audible profitably, even if sales growth is muted. And Audible represents a significant revenue stream that it can acquire without spending too much. The agreed-upon price is $11.50 a share. While that's a small premium to Audible's January 30 closing price $9.33, it's below where Audible traded for much of the past year. At the end of October, Audible's stock traded at about $13.75.

Economic slowdowns are also bad news for media companies, as marketers cut back on advertising spending. And it stands to reason that while online advertising is still growing at a much more rapid pace than overall ad spending, reduced budgets may take a bite out of interactive marketing. The darkening outlook for online advertising and e-commerce, as well as the continuing challenge of competing against Google, is likely behind Microsoft's bold bid for Yahoo.

Both Yahoo and Microsoft are struggling online. Yahoo's fourth quarter earnings, released earlier this week, showed that in the 2007 fourth quarter, revenues rose a meager 8 percent from 2006, while operating income fell 38 percent. In Microsoft's bright quarterly earnings report, the one dark spot was the online division, which lost money, despite rising revenues. In the six months ended December 2007, losses increased from $236 million to $510 million over the same period in 2006, even as revenues rose from $1.16 billion to $1.53 billion. Google has been eating their lunch competitively, and the overall market isn't growing rapidly enough to allow all the major players to prosper. The stock of Yahoo, which is in the midst of a long-running (and so far, unsuccessful) turnaround plan, closed yesterday at $20, its lowest level since the fall of 2003. That has given Microsoft, which has invested billions in its own efforts to compete against Google in search and advertising, the opportunity to acquire Yahoo for a decent price. Yahoo said it would evaluate the offer. (So did the Justice Department.) By sharing development and infrastructure costs, Microsoft and Yahoo will likely have a better shot of going head to head against Google.

But even Google is showing signs of challenge. The company announced its fourth quarter results yesterday (Thursday). Revenues grew 50 percent from the year-before quarter. That's an impressive gain off a large base, but Google's rate of year-over-year revenue growth is slumping, from 57 percent in the third quarter. Operating income as  percentage of revenues fell from about 33 percent to about 30 percent. The stock fell sharply on the news and is off by nearly 30 percent since its peak in November.
Visit:Makai Studio

AddThis Social Bookmark Button

Currently rated 5.0 by 4 people

  • Currently 5/5 Stars.
  • 1
  • 2
  • 3
  • 4
  • 5