February 19, 2016 Last Updated 12:28 pm

Yahoo’s Board forms committee to explore ‘strategic alternatives’

“Separating our Alibaba stake from Yahoo’s operating business is essential to maximizing value for our shareholders,” said CEO Marissa Mayer

SUNNYVALE, Calif. – February 19, 2016 — Yahoo! Inc. today provided further details about its previous announcement that its Board of Directors is exploring strategic alternatives alongside its continued consideration of a reverse spin.

The Board has formed a Strategic Review Committee of independent directors to lead this effort, with the assistance and support of management. The Strategic Review Committee has engaged Goldman Sachs & Co. Inc., J.P. Morgan and PJT Partners Inc. as its financial advisors, and Cravath, Swaine & Moore LLP as its legal advisor. The Strategic Review Committee and its advisors are establishing a process for outreach to and engagement with potentially interested strategic and financial parties. The Strategic Review Committee will recommend to the Board whether any proposed transaction is in the best interests of the Company and its shareholders.

“The Board recently formed an independent committee to conduct a process to evaluate strategic alternatives for the company. We have hired excellent advisors and are working closely and in alignment with management to pursue an effective process,” said Maynard Webb, Yahoo’s Chairman of the Board. “The Board is thoroughly committed to exploring strategic alternatives while simultaneously supporting management and the employees in their implementation of Yahoo’s strategic plan. We believe that pursuing these complementary paths is in the best interests of our shareholders and will maximize value.”

“Separating our Alibaba stake from Yahoo’s operating business is essential to maximizing value for our shareholders. In addition to the reverse spin, there are strategic alternatives that could help us achieve the separation, while strengthening our business,” said Marissa Mayer, CEO of Yahoo. “As both shareholders and employees, all of us here at Yahoo want to return this iconic company to greatness. We can best achieve this by working with the committee to pursue various strategic alternatives while, in parallel, aggressively executing our strategic plan to strengthen our growth businesses and improve efficiency and profitability.”

The Company does not intend to make any further disclosure regarding these matters until a definitive transaction agreement is reached or a determination has been made that none will be pursued.

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