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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 18, 2008
Yahoo! Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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000-28018
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77-0398689 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.) |
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701 First Avenue
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Sunnyvale, California
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94089 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (408) 349-3300
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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TABLE OF CONTENTS
On May 18, 2008, Yahoo! Inc. (the Company) issued a press release in response to the announcement
by Microsoft Corporation that it is continuing to review potential transactions with the Company.
A copy of the press release is filed with this Form 8-K and attached hereto as Exhibit 99.1.
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Item 9.01 |
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Financial Statements and Exhibits. |
(d) Exhibits.
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Exhibit |
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Description |
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99.1
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Yahoo! Inc. Press Release dated May 18, 2008. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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YAHOO! INC.
(Registrant)
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By: |
/s/ Michael J. Callahan
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Name: |
Michael J. Callahan |
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Title: |
Executive Vice President, General
Counsel and Secretary |
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Date: May 18, 2008
EXHIBIT INDEX
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Exhibit |
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Description |
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99.1
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Yahoo! Inc. Press Release dated May 18, 2008. |
exv99w1
EXHIBIT 99.1
YAHOO! REMAINS OPEN TO VALUE MAXIMIZING TRANSACTIONS
SUNNYVALE, Calif., May 18, 2008 Yahoo! Inc. (Nasdaq: YHOO), a leading global Internet company,
today issued the following statement in response to the announcement by Microsoft Corporation that
it is continuing to review potential transactions with Yahoo!:
Yahoo! has confirmed with Microsoft that it is not interested in pursuing an acquisition of all of
Yahoo! at this time. Yahoo! and its Board of Directors continue to consider a number of value
maximizing strategic alternatives for Yahoo!, and we remain open to pursuing any transaction which
is in the best interest of our stockholders. Yahoo!s Board of Directors will evaluate each of our
alternatives, including any Microsoft proposal, consistent with its fiduciary duties, with a focus
on maximizing stockholder value.
About Yahoo! Inc.
Yahoo! Inc. is a leading global Internet brand and one of the most trafficked Internet destinations
worldwide. Yahoo! is focused on powering its communities of users, advertisers, publishers, and
developers by creating indispensable experiences built on trust. Yahoo! is headquartered in
Sunnyvale, California. For more information, visit pressroom.yahoo.com.
Important Additional Information
Yahoo! will be filing a proxy statement and accompanying WHITE proxy card with the SEC in
connection with the solicitation of proxies for its 2008 annual meeting of stockholders.
Stockholders are strongly advised to read Yahoo!s 2008 proxy statement when it becomes available
because it will contain important information. Stockholders will be able to obtain copies of
Yahoo!s 2008 proxy statement and other documents filed by Yahoo! with the SEC in connection with
its 2008 annual meeting of stockholders at the SECs website at www.sec.gov or at the
Investor Relations section of Yahoo!s website at yhoo.client.shareholder.com. Yahoo!, its
directors and its executive officers may be deemed participants in the solicitation of proxies from
stockholders in connection with Yahoo!s 2008 annual meeting of stockholders. Information
concerning Yahoo!s directors and officers is available in its Form 10-K/A for the fiscal year
ended December 31, 2007, filed with the SEC on April 29, 2008.
# # #
Yahoo! and the Yahoo! logos are trademarks and/or registered trademarks of Yahoo! Inc. All other
names are trademarks and/or registered trademarks of their respective owners.
Media Contacts:
Brad Williams
Yahoo! Inc.
(408) 349-7069
bhw@yahoo-inc.com
Adam Miller / Winnie Lerner
The Abernathy MacGregor Group for Yahoo! Inc.
(212) 371-5999
alm@abmac.com / wal@abmac.com
Investor Contact:
Marta Nichols
Yahoo! Inc.
(408) 349-3527
mnichols@yahoo-inc.com
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