Yahoo, Verizon Deal Price Lowered by
Verizon Communications and Yahoo!
have amended the existing terms of their agreement for the purchase of
Yahoo’s operating business.
Under the amended terms, Verizon and Yahoo have agreed to reduce the
price Verizon will pay to acquire Yahoo’s operating business by $350
million. In addition, Verizon and Yahoo will share certain legal and
regulatory liabilities arising from certain data breaches incurred by
Marni Walden, Verizon executive vice president and president of Product
Innovation and New Businesses, said: “We have always believed this
acquisition makes strategic sense. We look forward to moving ahead
expeditiously so that we can quickly welcome Yahoo’s tremendous talent
and assets into our expanding portfolio in the digital advertising
Walden added, “The amended terms of the agreement provide a fair and
favorable outcome for shareholders. It provides protections for both
sides and delivers a clear path to close the transaction in the second
Marissa Mayer, CEO of Yahoo, said: “We continue to be very excited to
join forces with Verizon and AOL. This transaction will accelerate
Yahoo's operating business especially on mobile, while effectively
separating our Asian asset equity stakes. It is an important step to
unlock shareholder value for Yahoo, and we can now move forward with
confidence and certainty. We have a terrific, loyal, experienced team at
Yahoo. I'm incredibly proud of our team’s strong product and financial
execution in 2016, setting the stage for a successful integration.”
Under the amended terms, Yahoo will be responsible for 50 percent of any
cash liabilities incurred following the closing related to non-SEC
(Securities and Exchange Commission) government investigations and
third-party litigation related to the breaches. Liabilities arising from
shareholder lawsuits and SEC investigations will continue to be the
responsibility of Yahoo.
under the amended terms, the data breaches or losses arising from them
will not be taken into account in determining whether a “Business
Material Adverse Effect” has occurred or whether certain closing
conditions have been satisfied.
Verizon’s acquisition of Yahoo – now valued at approximately $4.48
billion in cash, subject to closing adjustments – is expected to close
in second-quarter 2017.
On July 23, 2016, Verizon and Yahoo entered into a definitive stock
purchase agreement under which Verizon would acquire Yahoo’s operating
business and global audience of more than 1 billion users, including
more than 600 million mobile users.
Adding Yahoo to Verizon and AOL will create one of the largest
portfolios of owned and partnered global brands, with extensive
technology-powered distribution capabilities. It will enhance Verizon’s
growth strategy of providing a cross-screen connection for consumers,
creators and advertisers.