Microsoft calls Yahoo rejection "unfortunate"
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Microsoft Corp  said on Monday  that Yahoo Inc's  rejection of its initial offer to buy  the company was "unfortunate," but it does not change its  belief in the merits of its proposal.
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Yahoo&#39;s rejection of Microsoft&#39;s acquisition bid&#160;is likely a negotiating strategy to elicit a higher offer and shouldn&#39;t be seen as an attempt to resist a deal at all costs, according to analysts.
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Confirming&#160;weekend rumors, Yahoo rejected on Monday&#160;Microsoft&#39;s $44.6 billion cash-and-stock offer, saying the unsolicited proposal substantially undervalues the company.In a statement, Yahoo said that its management team, along with financial and legal advisors, believe the offer doesn&#39;t reflect cash flow, earnings potential, or recent investments in its advertising platform.Further, Yahoo said its board would continue to&#160;evaluate other &quot;strategic options.&quot;&#160;[&#160;See related Special Report:&#160;Microsoft makes bid for Yahoo&#160;| Blog:&#160;&#160;Yahoo + Microsoft: What&#39;s love got to do with it?&#160; ]&quot;We remain committed to pursuing initiatives that maximize value for all stockholders,&quot; the statement said.Microsoft offered $31 per share on Feb. 1, which was a 62 percent premium over Yahoo&#39;s closing price the day before. Since then,&#160;Yahoo&#39;s stock has risen in value&#160;and was trading just above $29 on Monday morning.Yahoo&#39;s executives were rumored to have been searching for a buyer other than Microsoft. However, no buyer has emerged. Yahoo&#39;s latest moves mean that Microsoft may have make a more generous offer, or pursue a hostile takeover.Microsoft said it believes the acquisition of Yahoo would give it the engineering talent and resources to compete better with Google. While Microsoft and Yahoo have had some success with display advertising, Google has built a fortune on contextual text ads that appear during a search.
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Confirming weekend rumors, Yahoo rejected on Monday Microsoft's US$44.6 billion cash-and-stock offer, saying th...
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Yahoo&#39;s rejection of Microsoft&#39;s acquisition bid&#160;is likely a negotiating strategy to elicit a higher offer and shouldn&#39;t be seen as an attempt to resist a deal at all costs, according to analysts.Neither Microsoft nor Yahoo has many options to improve their position in online services and advertising, and combining forces is their best bet against common rival Google, analysts said.&quot;It&#39;s part of a larger negotiation that&#39;s occurring. Clearly, Yahoo should be and is seeking a higher bid, and this is part of that process,&quot; said Clayton Moran, a financial analyst with Stanford Group.Yahoo is unlikely to find a company willing to bid as much as Microsoft for it, while Microsoft will not be able to attain its Internet goals by acquiring a company other than Yahoo. &quot;While they need to negotiate and go through the process, at the end of the day this deal will happen,&quot; Moran said.On Monday, Yahoo rejected Microsoft&#39;s bid, saying it undervalues the company. Microsoft offered to pay $31 for half of Yahoo&#39;s outstanding shares and 0.9509 of a Microsoft share for the other half. At the time of the offer, Microsoft&#39;s stock stood at $32.60 and the bid was valued at $44.6 billion, a 62 percent premium over Yahoo&#39;s stock price at the time. However, the bid&#39;s value has dropped with Microsoft&#39;s sliding stock price, which at press time was $28.10. At the same time, Yahoo&#39;s stock price has risen from a close of $19.18 on the day before the bid to $29.75 at press time.Moran predicted that Microsoft will adjust its offer so that it ends up at $35 per share, probably increasing the fixed cash portion and reducing the variable stock portion so that value is less vulnerable to Microsoft stock fluctuations. A $35-per-share offer would be a midpoint between the original bid and the $40 per share Yahoo is reportedly seeking.&quot;We continue to view a Yahoo sale to Microsoft as the most likely outcome,&quot; Citigroup financial analysts wrote in a note published Sunday after press reports over the weekend that Yahoo would reject the Microsoft bid. The rejection isn&#39;t surprising but rather is consistent with Yahoo&#39;s board job to &quot;extract maximum value&quot; for shareholders, the Citigroup analysts wrote.Yahoo has reportedly held talks with Google and AOL to explore alternatives to a Microsoft acquisition. One scenario being floated would be for Yahoo to outsource its search advertising business to Google, while another, reported Monday by The Times of London, has Yahoo and Time Warner&#39;s AOL discussing a possible merger.However, neither option would match the potential benefits of an acquisition by Microsoft, Moran said. &quot;A combined Yahoo-AOL wouldn&#39;t be particularly strong, and Yahoo&#39;s stock wouldn&#39;t react favorably to that deal,&quot; Moran said. A search partnership with Google would boost Yahoo&#39;s revenue, but it wouldn&#39;t address larger problems within the company, he said.For Moran, if Yahoo has approached AOL, it has done so probably to send a message to Microsoft that it has other options and that Microsoft has to sweeten its offer. Meanwhile, Google&#39;s intervention is probably directed at complicating and lengthening the negotiation process between Microsoft and Yahoo and thus delaying the formation of a stronger rival, Moran said.While merging with AOL is unlikely to give Yahoo the boost it needs, such a deal would probably be more palatable to Yahoo&#39;s management because Yahoo would be the strongest party in the fusion, according to industry analyst Greg Sterling of Sterling Market Intelligence.&quot;Yahoo sees its own demise in a Microsoft acquisition. My sense is that Yahoo&#39;s management believes that Yahoo&#39;s soul wouldn&#39;t survive as part of Microsoft,&quot; Sterling said.At this point, the situation is very complicated for both Microsoft and Yahoo. If Yahoo is intent on fending off Microsoft&#39;s advances at all costs, Microsoft could opt to walk away empty-handed and face a public embarrassment, or attempt a hostile takeover, which could alienate and scare away Yahoo employees it would want to retain, Sterling said.At the same time, Yahoo can&#39;t simply wave away a generous Microsoft offer if it doesn&#39;t have an alternative to it, Sterling said. &quot;There is a great deal at stake for both sides, and it&#39;s very complicated,&quot; he said.Microsoft declined to comment about Yahoo&#39;s rejection. AOL didn&#39;t immediately reply to a request for comment about its reported merger talks with Yahoo.
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Yahoo's rejection Monday of Microsoft's buyout offer sets the stage for the US software giant to up the ante or attempt a coup by ousting the Internet firm's board of directors.
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Yahoo Inc's  board  believes Microsoft Corp's  unsolicited bid of $44.6  billion to acquire Yahoo "massively undervalues" the company  and directors are set to reject the offer, the Wall Street  Journal reported on Saturday, citing an unnamed source.
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SEATTLE/SAN FRANCISCO  - Yahoo Inc   rejected Microsoft Corp's  unsolicited $41.6 billion  takeover offer as too low on Monday, forcing the software maker  either to sweeten the bid or adopt a hostile approach to clinch  a deal.
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Microsoft CEO Steve Ballmer rebuffed&#160;Google&#39;s accusations&#160;that an acquisition of Yahoo would be anticompetitive.The bid was made public Friday, prompting the response from Google over the weekend. Ballmer Monday at a news conference ceded ground to Microsoft&#39;s arch rival in order to justify his company&#39;s&#160;$44.6 billion cash-and-stock offer for Yahoo,&#160;which if accepted would fall under the scrutiny of U.S. and European regulators.&quot;Google&#39;s clearly got a dominant position,&quot; Ballmer said. &quot;They have about 75 percent of paid search worldwide. We think this enhances competition and anything else would be less good.&quot;A Google executive struck back at Microsoft on Sunday, charging that a combined Microsoft and Yahoo would control an overwhelming share of e-mail and instant-messaging accounts as well as portal traffic.David Drummond, senior vice president of corporate development and chief legal officer at Google, further suggested that if Microsoft buys Yahoo it might try to unfairly use its dominance in those areas, just as it did in the PC market.Monday&#39;s news conference, in which Ballmer spoke with Chief Financial Officer Chris Liddell, appeared to put further pressure on Yahoo&#39;s board to accept the offer, which at $31 a share represents a 62 percent premium over Yahoo&#39;s closing price last Thursday.&quot;We think it&#39;s an extremely competitive offer,&quot; Liddell said.In a Monday filing with the U.S. Securities and Exchange Commission, Yahoo disclosed an e-mail sent on Friday by CEO Jerry Yang and Roy Bostock, non-executive chairman of Yahoo&#39;s board. &quot;First, we want to emphasize that absolutely no decisions have been made and, despite what some people have tried to suggest, there&#39;s certainly no integration process under way,&quot; the e-mail read.Ballmer continued with a hard push as to how a deal with Yahoo will let Microsoft move faster in building out areas such as search, online services and online advertising.&quot;We are going to have to innovate like crazy,&quot; Ballmer said.But he also stressed how long it could take for a Yahoo deal to eventually benefit shareholders. Ballmer said he looks at whether investments will pay off five to 10 years down the line, but investors often want to see results in three years.&quot;Sometimes those investments look smart, sometimes it takes a while for them to pay off,&quot; Ballmer said.
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Analysis: The pairing gives Microsoft a needed outlet, but the outcome could quash Yahoo.
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Microsoft plans to intensify its pursuit of Yahoo this week when it authorizes a proxy fight to oust Yahoo&#39;s board, meaning the 19-day old acquisition attempt will soon turn a darker shade of ugly, according to The New York Times.The proxy fight will cost Microsoft between $20 million and $30 million, much less than having to significantly up its offer for Yahoo, The Times reported Tuesday morning, quoting anonymous sources.The aggressive move would be consistent with Microsoft&#39;s statements hinting that it&#39;s willing to acquire Yahoo via hostile means if necessary.&#160;Yahoo&#39;s board rejected unanimously Microsoft&#39;s offer, calling it too low.Yahoo declined to comment about The Times&#39; article. Microsoft didn&#39;t immediately reply to requests for comment.On Feb. 1, Microsoft offered to pay $31 per share for half of Yahoo&#39;s outstanding shares in cash -- about $22.3 billion -- and 0.9509 of a Microsoft share for the other half. Microsoft&#39;s half-cash/half-stock offer to Yahoo was valued at about $44.6 billion at the time it was made; Yahoo&#39;s share price was $19.18 at the time.However, the bid&#39;s value has dropped to about $41 billion as the price of Microsoft&#39;s stock has fallen from $32.60 at the time the offer was made. It was trading at $28.77 on Tuesday morning. At the same time, Yahoo&#39;s stock has surged, erasing the bid&#39;s original premium. It was trading at $29.32 on Tuesday morning.In the proxy fight, Microsoft would hire a proxy solicitor to urge Yahoo investors to kick out board directors, The Times reported, adding that all Yahoo directors are up for nomination this year.After investing heavily in recent years in its Internet business and failing to achieve its desired goals, Microsoft is now convinced that it must acquire Yahoo in order to compete against common rival Google, especially in search advertising, the largest online advertising market pie, and one that Google dominates.As of the end of 2007&#39;s third quarter, Google had almost 25 percent of the U.S. Internet advertising market, up from almost 21 percent in 2006&#39;s third quarter, according to IDC. Meanwhile, Yahoo&#39;s share during this period dropped to 11.3 percent from 12.3 percent, while Microsoft&#39;s declined to 5.2 percent from 5.8 percent, according to IDC.In search usage, Google held a commanding 62.4 percent of queries worldwide, followed by Yahoo in a very distant second place with 12.8 percent, according to comScore. Microsoft ranked fourth with 2.9 percent, after Baidu (5.2 percent).Unquestionably, Yahoo would be a major win for Microsoft in the display ad market. In November, Yahoo ranked first in the U.S. in display ad impressions with a 19 percent share, while Microsoft came in third with 6.7 percent, after News Corp.&#39;s Fox Interactive (16.3 percent), according to comScore. Google took seventh place with 1 percent.However, skeptics question whether acquiring Yahoo will yield the expected benefits, considering the complexity of integrating the two businesses, cultures and technology platforms and the fact that Yahoo has had severe internal problems that have stumped its most seasoned executives. In addition, some aren&#39;t sure that a unified Microsoft/Yahoo will have a better chance to compete against Google.Yahoo co-founder and CEO Jerry Yang, who is also on the board of directors, has been urgently looking for and considering alternatives to a Microsoft acquisition soon after Ballmer and company made their bid.Reports -- all attributed to anonymous sources in various media outlets -- have emerged in the past two weeks that Yang has held conversations with Google, AOL and News Corp., exploring various deals that would allow him to reject Microsoft&#39;s offer.The key is that the shareholder value created by a competing deal would have to at least match the value of Microsoft&#39;s deal. Otherwise, Yahoo would make itself liable to shareholder lawsuits that alleged the board had failed to perform its fiduciary duty.So far, as experts have analyzed the potential value to Yahoo of outsourcing its search advertising to Google, merging with AOL or selling a 20 percent stake to News Corp. in exchange for MySpace, the consensus has been that none of those scenarios comes close to matching Microsoft&#39;s offer.
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Yahoo's board rejects Microsoft's $44.6 billion acquisition bid, saying it substantially undervalues the company.
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Microsoft CEO Steve Ballmer rebuffed&#160;Google&#39;s accusations&#160;that an acquisition of Yahoo would be anticompetitive.
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Yahoo&#39;s board of directors plans to reject&#160;Microsoft&#39;s unsolicited $44.6 billion takeover bid,&#160;The Wall Street Journal reported Saturday, citing as its source &quot;a person familiar with the situation.&quot;According to the report, the source said the Yahoo board has determined that the $31-per-share offer &quot;massively&#160;undervalues&quot; the online services company. In addition, Microsoft&#39;s buyout bid doesn&#39;t take into consideration the business risks that Yahoo would be taking if it entered into an agreement that in the end might not be approved by government regulators, the source told the Journal.According to the Journal, Yahoo&#39;s board intends to send Microsoft a letter on Monday, detailing its position.A Yahoo spokeswoman declined to comment on the report today. &quot;We are not providing details on the board&#39;s review process,&quot; she wrote. &quot;Yahoo&#39;s board is carefully and thoroughly evaluating the Microsoft proposal in the context of all of the company&#39;s strategic alternatives, and will pursue the best course of action to maximize long-term value for shareholders.&quot;Microsoft, which announced its offer for Yahoo on Feb. 1, couldn&#39;t be reached for comment today. The offer is a combined cash-and-stock deal; in announcing the bid, Microsoft said Yahoo shareholders could choose to receive either cash or Microsoft stock, although it added that the total consideration would be equally split between the two forms of payment.Yesterday, published reports said that Yahoo&#39;s board was meeting to discuss the offer.Yahoo is still evaluating other options,&#160;including a search advertising partnership with Google, according to today&#39;s report by the Journal. It also may still be open to a longer negotiation with Microsoft: The Journal said it was told by the source that Yahoo would be unlikely to consider any offers below $40 per share.If so, that would require Microsoft to raise its original offer by at least 29 percent, or about $13 billion. In other words, the cost for Microsoft to become a more credible rival to Google in the search and online advertising markets could start at about $57.6 billion.Google has been doing what it can to scuttle the Microsoft takeover bid, including playing the antitrust card by asking, in a blog post by one of its executives last Monday, whether Microsoft might &quot;attempt to exert the same sort of inappropriate and illegal influence over the Internet that it did with the PC?&quot;Microsoft quickly shot back, issuing a statement saying that a combination of it and Yahoo merger would &quot;create a more competitive marketplace.&quot;(Eric Lai contributed to this story.)Computerworld is an InfoWorld affiliate.
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Yahooâs board decided that Microsoftâs $44.6 billion hostile bid undervalues Yahoo, a person involved in the discussions said.
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Yahoo suffered availability problems today that affected its home page as well as other Yahoo Web sites and services for a sustained period of time.
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With Yahooâs board rejecting Microsoftâs bid, it will fall to Christopher P. Liddell, an outsider to the software industry, to plot Microsoftâs next steps in the bitter battle.