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Microsoft Offers $44.6 Billion For Yahoo

Redmond (WA) - Microsoft today announced a $44.6 billion bid to acquire struggling web portal Yahoo.

Microsoft’s offer is based on a share price of $31, which represents a 62% premium over the company’s market capitalization of $25.6 billion on January 31. Pre-market trading lifted Yahoo’s share price by about 57% to $19.18.

"We have great respect for Yahoo!, and together we can offer an increasingly exciting set of solutions for consumers, publishers and advertisers while becoming better positioned to compete in the online services market," said Steve Ballmer, chief executive officer of Microsoft, in a prepared statement. "We believe our combination will deliver superior value to our respective shareholders and better choice and innovation to our customers and industry partners."

A focus area of the acquisition will be the online advertising market. Google has outgrown both Yahoo and Microsoft in recent years, despite significant investments on both sides. Microsoft expects this market to grow from over $40 billion in 2007 to nearly $80 billion by 2010 and acquisition of Yahoo may make a combined company much more competitive against Google: "Today this market is increasingly dominated by one player. Together, Microsoft and Yahoo! can offer a competitive choice while better fulfilling the needs of customers and partners," Microsoft said.

"The combined assets and strong services focus of these two companies will enable us to achieve scale economics while reaching R&D critical mass to deliver innovation breakthroughs," said Kevin Johnson, president of the Platforms & Services Division of Microsoft. "The industry will be well served by having more than one strong player, offering more value and real choice to advertisers, publishers and consumers."

In the search market alone, a combined Microsoft/Yahoo, would not be able to reach the market share of Google. According to Nielsen Netratings, Google ran 56.3% of all searches from U.S. users, while Yahoo (17.7%) and Microsoft (13.8%) are estimated at a combined 31.5%.

Redundancies resulting from the acquisition are expected to save both companies "at least $1 billion" in the areas of business scaling, engineering, development of new technologies, as well as overall cost reduction. Microsoft said it "has developed a plan and process that will include the employees of both companies to focus on the integration of the combined business." The company added that it "intends to offer significant retention packages to Yahoo engineers, key leaders and employees across all disciplines."

The proposed cash and stock transaction is expected to close in the second half of calendar year 2008, if all necessary regulatory approvals are received.

Yahoo co-founder Jerry Yang, who recently took over the role of CEO of Yahoo, is recommending the sale of Yahoo. In a letter to stockholders, Yang wrote that "Microsoft common stock represents a very attractive investment opportunity for Yahoo!’s shareholders."

"We believe this proposal represents a unique opportunity to create significant value for Yahoo!’s shareholders and employees, and the combined company will be better positioned to provide an enhanced value proposition to users and advertisers. We hope that you and your Board share our enthusiasm, and we look forward to a prompt and favorable reply."