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Ballmer's angry letter gives Yahoo board three weeks

BallmerMean.jpgMicrosoft CEO Steve Ballmer is tired of waiting on Yahoo CEO Jerry Yang and the Yahoo board to realize it's time to negotiate. He's sent an angry letter to the board. "We've seen no indication that you have authorized Yahoo! management to negotiate with Microsoft," he writes.

During these two months of inactivity economic conditions have weakened considerably. Public indicators suggest that Yahoo!'s search and page view shares have declined. If we have not concluded an agreement within the next three weeks, we will take our case directly to your shareholders.
Ballmer's full letter, below.

FOR IMMEDIATE RELEASE MICROSOFT SENDS LETTER TO YAHOO! BOARD OF DIRECTORS REDMOND, Wash. — April 5, 2008 — Microsoft Corp. (NASDAQ: MSFT) today sent the following letter to the Yahoo! Inc. (NASDAQ: YHOO) Board of Directors:

April 5, 2008

Board of Directors Yahoo! Inc. 701 First Avenue Sunnyvale, CA 94089

Dear Members of the Board:

It has now been more than two months since we made our proposal to acquire Yahoo! at a 62% premium to its closing price on January 31, 2008, the day prior to our announcement. Our goal in making such a generous offer was to create the basis for a speedy and ultimately friendly transaction. Despite this, the pace of the last two months has been anything but speedy.

While there has been some limited interaction between management of our two companies, there has been no meaningful negotiation to conclude an agreement. We understand that you have been meeting to consider and assess your alternatives, including alternative transactions with others in the industry, but we've seen no indication that you have authorized Yahoo! management to negotiate with Microsoft. This is despite the fact that our proposal is the only alternative put forward that offers your shareholders full and fair value for their shares, gives every shareholder a vote on the future of the company, and enhances choice for content creators, advertisers, and consumers.

During these two months of inactivity, the Internet has continued to march on, while the public equity markets and overall economic conditions have weakened considerably, both in general and for other Internet-focused companies in particular. At the same time, public indicators suggest that Yahoo!'s search and page view shares have declined. Finally, you have adopted new plans at the company that have made any change of control more costly.

By any fair measure, the large premium we offered in January is even more significant today. We believe that the majority of your shareholders share this assessment, even after reviewing your public disclosures relating to your future prospects.

Given these developments, we believe now is the time for our respective companies to authorize teams to sit down and negotiate a definitive agreement on a combination of our companies that will deliver superior value to our respective shareholders, creating a more efficient and competitive company that will provide greater value and service to our customers. If we have not concluded an agreement within the next three weeks, we will be compelled to take our case directly to your shareholders, including the initiation of a proxy contest to elect an alternative slate of directors for the Yahoo! board. The substantial premium reflected in our initial proposal anticipated a friendly transaction with you. If we are forced to take an offer directly to your shareholders, that action will have an undesirable impact on the value of your company from our perspective which will be reflected in the terms of our proposal.

It is unfortunate that by choosing not to enter into substantive negotiations with us, you have failed to give due consideration to a transaction that has tremendous benefits for Yahoo!'s shareholders and employees. We think it is critically important not to let this window of opportunity pass.

Sincerely yours,

Steven A. Ballmer Chief Executive Officer Microsoft Corporation

10:37 AM on Sat Apr 5 2008
By Nicholas Carlson
7,156 views
22 comments

Comments

  • Short version - "We're gonna get you whether you like it or not...just bend over and take it and everyone will be happy!"

  • "During these two months of inactivity, the Internet has continued to march on, ..., ... . At the same time, public indicators suggest that Yahoo!'s search and page view shares have declined."

    MS wants Yahoo for it's web properties.

  • Image of Nicholas Carlson Nicholas Carlson at 12:42 PM on 04/05/08 *

    @HiQCode: Not it's shuttle buses?

  • @Nicholas Carlson: Let's be honest. The only reason to buy Yahoo is for Yahoo Sports.

  • Image of matto matto at 04:31 PM on 04/05/08 *

    But the Pipes, what about the Pipes???

  • Resistance is futile. Lower your shields, or I will fucking kill you.

  • The go-to comparison here is GWB's 'you got 48 hours' ultimatum to Saddam and Uday and Qusay in March of 2003. That went well.

  • Image of Nicholas Carlson Nicholas Carlson at 09:03 PM on 04/05/08 *

    @BobDope: You watch "Bush's War" too? [www.pbs.org]

  • Whats a yahoo? I looked it up on google and wikipedia but their historical records dont date back that far. I do know Microsoft, they invented that blue screen virus.

  • Question is, which is worse for Yahoo:
    - being bought by the evil empire, OR
    - seeing your share price decline by 50% or more.

  • Image of random_play random_play at 01:23 AM on 04/06/08 *

    Dear Yahoo,

    YOU ARE ON THE WAY TO DESTRUCTION.

    YOU HAVE NO CHANCE TO SURVIVE MAKE YOUR TIME.

    HA HA HA HA ...

    Sincerely yours,

    Steven A. Ballmer Chief Executive Officer Microsoft Corporation

  • Image of matto matto at 11:27 AM on 04/06/08 *

    @random_play: A little perspective for those of us who were starting to suspect that rickrolling was old meme?

  • You will be assimilated into the Borg.

  • "Negotiate?" Why don't they just sumo wrestle for it?

  • Image of random_play random_play at 03:23 PM on 04/06/08 *

    @matto: What you say !!
    You know what you doing.
    For great justice.

  • Here is my advice... I already wrote it under the Yahoo letter thread!!! MS should start an underground secret team and kick Google's ass..

    Here is a true story... I once foresaw in a dream that Microsoft was planning to build a new office building in Cologne. As Valleywag wrote that article about Bill Gates on Facebook and I did not have Steve Ballmer's email, I wrote to the email on the Valleywag blog here...

    I included some topics like symbolic formula entry for Excel and other ideas to wrap it up. I really thought I had psychic abilities... I am not kidding, once I bought a DVD called Mindbenders about Uri Geller and sang the songs in the movie all my way home, or predicted trivial stuff, like a menu at Xmas at my auntie and other crazy stuff...

    To put it in a nutshell, I wrote an email to Mr. Gates that he should follow my idea and create a secret task force team with the best programmer's in the world... I cited names like John R. Coza the GA-guy and other names, but I had no clue whom else.

    I said: Mr. Gates shover 'em with billions of dollars; go stealth, - and if you think, take over Yahoo! as a manoeuvre to put sand in your enemies eyes, - but fot God's sake , pls hire me; and let me be on board or at least follow my plan through...

    Well I gues I had overdone this, but I thought it was a symbolic dream I had...

    Guess what? I got a reply from some OEM Manager I had known before; who told me about the Unsollicted Idea Submission Policy, and said I had good ideas and should study on, then I might join Microsoft one day...

    I was completely desillusioned by Microsoft. Okay I might habe overdone the "I am on a mission" / "I have prophetic abilities" thing, but I swear to God it is 100 percent true. I even offered to volunteer a lie detection test... Yet I got an answer from Mr. Gates' assistant or whoever.

    I don't know... I have a bad feeling that Microsoft ist going to acquire Yahoo! My idea about the above top secret task force would have been funnier and would have a surprise momentum at least. And hiring me officially at the cafeteria of an MS Office and inofficial having me on a top secret task force team, be it as the guy to organize food, concierge services, and what else the top programmer's would have needed, and as a sort of mascot / good luck guy, wouldn't have ruinied Microsoft either.

  • @bigdowro: (Notorious) Bigdowro, step away from the keyboard. I repeat...step away from the keyboard.

  • Image of matto matto at 02:59 PM on 04/07/08 *

    @NerdySomething: His comments have entertained me an order of magnitude more than your sum total contribution here. Did you register just to submit that gem?

  • all your base are belong to us

    ....ironic sergey and larry are worth about 40 billion combined.....

  • @matto: Thanks for the warm welcome.

    He's actually already got my vote for commenter of the week at very minimum. Better yet, he deserves his own top 10 list or a place on the VW editorial team as a contributor.

  • Image of Nicholas Carlson Nicholas Carlson at 07:07 PM on 04/07/08 *

    @NerdySomething: We're going to have to do something about that comment. Amazing.

  • Image of matto matto at 10:40 PM on 04/07/08 *

    @NerdySomething: I'm waiting for him to mention 608,535,012 galaxies.

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