e8vk
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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): February 1, 2008
 
Yahoo! Inc.
 
(Exact name of registrant as specified in its charter)
         
Delaware   000-28018   77-0398689
 
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)
         
701 First Avenue
Sunnyvale, California
  94089
 
(Address of principal executive offices)   (Zip Code)
Registrant’s 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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


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Item 8.01. Other Events.
Item 9.01 Financial Statements and Exhibits.
SIGNATURE
EXHIBIT INDEX
EXHIBIT 99.1


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Item 8.01.   Other Events.
     Yahoo! Inc. (the “Company”) received an unsolicited proposal from Microsoft Corporation (“Microsoft”) to acquire the Company. The Company said that its Board of Directors will evaluate this proposal carefully and promptly in the context of the Company’s strategic plans and pursue the best course of action to maximize long-term value for shareholders.
     A copy of the press release announcing the Company’s receipt of Microsoft’s proposal is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01   Financial Statements and Exhibits.
(d) Exhibits.
The following item is filed as an exhibit to this report:
         
Exhibit    
Number   Description
       
 
  99.1    
Yahoo! Inc. Press Release dated February 1, 2008.

 


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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.
         
  YAHOO! INC.
(Registrant)
 
 
  By:   /s/ Michael J. Callahan    
    Name:   Michael J. Callahan   
Date: February 1, 2008    Title:   Executive Vice President,
General Counsel and Secretary 
 
 

 


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EXHIBIT INDEX
         
Exhibit    
Number   Description
       
 
  99.1    
Yahoo! Inc. Press Release dated February 1, 2008.

 

exv99w1
 

Exhibit 99.1
YAHOO! BOARD OF DIRECTORS TO EVALUATE
UNSOLICITED PROPOSAL FROM MICROSOFT
Sunnyvale, Calif., February 1, 2008 — Yahoo! Inc. (Nasdaq: YHOO), a leading global Internet company, today said that it has received an unsolicited proposal from Microsoft to acquire the Company. The Company said that its Board of Directors will evaluate this proposal carefully and promptly in the context of Yahoo!’s strategic plans and pursue the best course of action to maximize long-term value for shareholders.
About Yahoo!
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.
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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:
Diana Wong
Yahoo! Inc.
(408) 349-4391
dianaw@yahoo-inc.com
Jim Badenhausen
Robinson Lerer & Montgomery for Yahoo! Inc.
(646) 805-2006
jbadenhausen@rlmnet.com
Investor Contact:
Marta Nichols
Yahoo! Inc.
(408) 349-3527
mnichols@yahoo-inc.com