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Yahoo! Inc & Microsoft Corp	Update Date: 05/02/08
Date Announced: 02/01/08
Value (million $USD): 43.71 billion U.S. Dollar

Status: Pending

TRANSACTION DETAILS
Date Announced	02/01/08
Date Originally Announced	02/01/08
Format	Merger	Acquisition techniques	Stock Swap; Bear Hug; Unsolicited Deal
Attitude	Unsolic.	Agency	Unspecified Regulatory Auth.
Value	43.71 billion U.S. Dollar	Advisor Fees	n/a

SYNOPSIS

US - Microsoft Corp (MC) planned to launch an unsolicited tender offer to acquire all the outstanding common stock of Yahoo! Inc (YI), a provider of Internet search engine services, for $43.712 bil. MC offered a choice of $31 in cash or 0.9509 common shares, subject to proration whereby 50% of the total consideration was to be paid in cash and 50% in common stock. The shares were valued based on MSFT's closing stock price of $32.60 on January 31, the last full trading day prior to the announcement. The transaction was subject to regulatory approvals.

TARGET
Name	Yahoo! Inc (YHOO)
Industries	Telephone communications, except radiotelephone
City	Sunnyvale
State	CA
Nation	United States
Incorporated in	DE
Public Status	Public
Business Description	Yahoo! Inc, located in Sunnyvale, California, provides Internet search engine services through its Yahoo! Search, Yahoo! Image, Yahoo! Video, Yahoo! Local, Yahoo! News, Yahoo! Shopping Search, Yahoo! Sports, Yahoo! Finance, Yahoo! Music, Yahoo! Movies, Yahoo! Games, including its communication services such as Yahoo! Mail and Yahoo! Messenger, and Yahoo! Photos. The company was founded in 1994.
Advisors	Lehman Brothers; Goldman Sachs & Co; Moelis & Co
Target Sales	6.97 billion U.S. Dollar

ACQUIROR
Name	Microsoft Corp (MSFT)
Industries	Electronic computers; Computer terminals; Computers and peripheral equipment and software; Computer related services,nec; Computer programming services; Computer integrated systems design; Information retrieval services; Offices of holding companies, nec
City	Redmond
State	WA
Nation	United States
Incorporated in	WA
Public Status	Public
Business Description	Microsoft Corp, headquartered in Redmond, Washington, develops, manufactures, licenses and supports software products for many computing devices that include operating systems for servers, PCs, and intelligent devices; server applications for distributed computing environments, information worker productivity applications, business solutions applications, and software development tools. It also provides consulting and product support services such as training and certifying system integrators and developers, wholesales Xbox video game console and games, PC games, and PC peripherals, and provides web-based solutions such as MSN subscription and other Internet products and services. It is also a holding company. The company was founded in 1975.
Advisors	Blackstone Group LP; Morgan Stanley
Acquiror Sales	57.90 billion U.S. Dollar

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