Press Release
Altaba Announces Agreement to Sell up to 613,888,888 Shares of Yahoo Japan Corporation to SoftBank Corp. for JPY 360 Per Share in Cash
In order to comply with Japanese legal requirements, the transaction is
being structured as a tender offer by SoftBank Corp. pursuant to which
SoftBank Corp. will tender for 613,888,888 Yahoo Japan shares, or the
equivalent of
If no other Yahoo Japan shareholders participate in the tender offer,
and
The tender offer is expected to commence on
Concurrently with the commencement of the tender offer by SoftBank
Corp., Yahoo Japan will commence a self-tender to offer to acquire up to
611,111,111 of its shares at a price of
Altaba and
The transactions described herein have no impact on the timing or terms
of
About
Prior to
Visit www.altaba.com for more information.
Forward-Looking Statements
This press release contains "forward-looking statements," including statements relating to the transactions described herein, which reflect our current views with respect to, among other things, future events and financial performance. You can identify these forward-looking statements by the use of forward-looking words such as "outlook," "believes," "expects," "potential," "continues," "may," "will," "should," "seeks," "approximately," "predicts," "intends," "plans," "estimates," "anticipates" or the negative versions of those words or other comparable words. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that our future plans, estimates or expectations will be achieved. Such forward-looking statements are subject to risks and uncertainties and assumptions relating to our portfolio investments, operations, financial results, financial condition, business prospects, liquidity and planned transactions. Factors which could have a material adverse effect on our operations, future prospects and value of our shares include, but are not limited to:
- the risk that SoftBank Corp. may not commence or complete its tender offer and purchase 613,888,888 Yahoo Japan shares pursuant to the tender offer or otherwise;
- the risk that Yahoo Japan may not commence or complete its self-tender offer for and purchase 611,111,111 Yahoo Japan shares pursuant to the self-tender offer or otherwise;
- risks relating to the impact of the transactions on the value of Altaba's holdings in Yahoo Japan and on Altaba's net asset value;
- Altaba's ability to sell additional shares of Yahoo Japan at acceptable prices during or after the tender offer period for SoftBank Corp.'s tender offer;
- risks relating to the termination of the joint venture agreement with respect to Altaba's investment in Yahoo Japan;
-
risks relating to the use by
Altaba of the proceeds of the sale of Yahoo Japan shares in the transactions; -
the impact of the announcement of the transactions on Altaba's pending
tender offer for shares of its common stock in exchange for American
Depositary Receipts of
Alibaba Group Holding Limited ; - the possibility of incurring certain tax liabilities, including certain state and foreign taxes, and the availability of a foreign tax credits with respect to Altaba's federal income tax;
-
the possibility that
Altaba will pursue other transactions or other actions, including continuing to sell shares of Yahoo Japan Corporation consistent with Altaba's previously announced intent, additional exchange offers of Alibaba ADSs (with or without cash) for shares, additional sales of Alibaba ADSs for cash, additional repurchases of shares either through tender offers or open market purchases using the proceeds from sales of Alibaba ADSs and/or shares of Yahoo Japan Corporation, converting to an open end fund to permit redemptions of shares in-kind for Alibaba ADSs and adoption of a plan of liquidation and dissolution followed by one or more distributions of cash and/or other assets pursuant to such plan; and - Altaba's intention to retain sufficient assets to be able to satisfy or provide for its contingent liabilities before making any additional distributions to stockholders.
We do not undertake any obligation to publicly update or review any
forward-looking statement, whether as a result of new information,
future developments or otherwise. The foregoing should be read in
conjunction with the other cautionary statements that are included
herein and elsewhere, including the risk factors described under the
caption "Principal Risks" in our Form N-CSR for the fiscal year end
View source version on businesswire.com: https://www.businesswire.com/news/home/20180709005877/en/
Investor Relations and Media
altaba@abmac.com
Source:
News Provided by Acquire Media