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Decker: We Never Got $33 Offer in Writing

Posted May 06, 2008 01:23am EDT by Sarah Lacy in Investing, Internet, Newsmakers, Venture Capital, M and A, IPOs

Monday was a rough day for Yahoo, with shares plunging 15% in the wake of the weekend collapse of merger talks with Microsoft. Yahoo’s President, Sue Decker, sat down with me in San Francisco and recounted her version of events during the 3-month takeover battle. She reiterated what looks to be a key Yahoo theme: Jerry Yang & Co. never received written confirmation of Microsoft’s $33 raised bid.

This is an echo of comments made by Yahoo sources over the weekend (including those to the Wall Street Journal and CNBC). In addition, when I asked Decker which shareholders support the Board’s decision to hold firm at $37, she referred back to the original formal bid: "The work our Board did was to go around and talk to shareholders at the price Microsoft offered in writing, which was $31 a share."

Decker said that the deal wouldn't necessarily have been done at $37 a share, either. "Price was not the only factor," said Decker. But she added that the two companies never were able to address important questions around culture and vision because they couldn't get past the price.

As for shareholders and employees themselves having trouble getting past the plunge in Yahoo shares Monday, Decker urges patience. "We will deliver much more value than what was on the table," she said.

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408 Comments

you
blasacoma - Tuesday May 06, 2008 01:35AM EDT

yahoo will be at 20 by the end of the week. Tuesday close, 22.15, Wednesday 21, naw forget it, by Friday, it will tumble to 17! how far thou art fallen oh fools

you
tootsie - Tuesday May 06, 2008 01:47AM EDT

Greed by Jerry Yang. Period. At the expense of the other stockholders & future of the company. So much for making savvy business decisions.

jesse l
jesse l - Tuesday May 06, 2008 01:50AM EDT

I an glad that Microsoft failed , for whatever it means yahoo i love ya a lot more then them , What i mean is all big companies are evil in a way and yea yahoo can be put in that group what with the China stuff and Hiring that Neal Budde guy to ruin the news message boards but they are not microsoft

you
Yahoo! Finance User - Tuesday May 06, 2008 01:51AM EDT

It could all be a publicity stunt to keep everyone riveted to the "takeover" keeping both Yahoo and Microsoft in the news and discussing the values and services of each. On the other hand, it could be Microsoft doing what it always does. Why are share values dropping just because Yahoo didn't let Microsoft suck them up for low bucks? Maybe because people are far too reactionary. Value is no less than it was 4 days ago. People reacting to their fears/angers/greed/younameit made the share prices drop. Get a grip. Let Yahoo do what they need to do to get the best price for it. The less Microsoft (or any company) has to pay, the laess that company will value their own investment.

you
jumpedorpushed - Tuesday May 06, 2008 01:54AM EDT

These people are arrogant, incompetent liars. No wonder they've been so personally successful.

you
Yahoo! Finance User - Tuesday May 06, 2008 01:55AM EDT

MS played a great poker game. But Yahoo will prevail ...just give it time ...it has both the resources and the will to make that turnaround.

dondon
dondon - Tuesday May 06, 2008 01:56AM EDT

Yang has an ego. His ego doesn't include the stockholders of Yahoo!

you
Lbachir B - Tuesday May 06, 2008 01:56AM EDT

actually yahoo will be at 19 next week. They missed the window!

Yahoo! Finance User
Yahoo! Finance User - Tuesday May 06, 2008 01:58AM EDT

This reminds me of car buying experience where an associate asks you to write a price you are willing to pay and then sign the papaer so that he could take it to his boss for approval. Did Jerry ask for $37 in writing? I didn't see the counter from Jerry anywhere. Why did it take 3 months to get to this(written opffer of $33)? Even for a simple job offer, first companies negotiate and then make a formal offer in writing. This is soooo lame. Basically, they screwed up big time (as always) and now trying to cover up.

you
Zach M - Tuesday May 06, 2008 02:02AM EDT

Yahoo + Microsoft = stronger America! UnITED!

you
prt5bugs - Tuesday May 06, 2008 02:10AM EDT

I am very pleased I am no longer a Yahoo shareholder... Yahoo management are a bunch of hapless idiots. Anything over 23 dollars a share after all the quarterly dissappointments was a tremendous premium.

you
Michael D - Tuesday May 06, 2008 02:11AM EDT

these board members are so filthy rich themselves they have lost perspective of what value means. After hearing sue Decker talk she should be fired as well. She did nothing but give meaningless double talk. Rule #1 of investing .. Never buy a compnay with bad management. They always find away to fail. She is clearly a double talking loser.

you
gopherpoking - Tuesday May 06, 2008 02:11AM EDT

Once all hope of a Microsoft takeover has vaporized, Yahoo's stock value will plummet to a point somewhere below pre-Microsoft. Jerry Yang screwed this away badly. He and the board should be fired. They failed in their fiduciary responsibility out of personal greed.

andrelix
andrelix - Tuesday May 06, 2008 02:12AM EDT

looks like a nice propoganda video from Yahoo! trying to dig their way out of a bad decision. I don't know if a merger would have been the best deal but there is requirement to look after your shareholders. Yahoo! became a publicly traded company and now they have done a horrible disservice to their shareholders. They need to put a positive spin on this, but at a minimum, they also need to cover their asses now that you have some stockholders that are going to smell the blood. I say they will be slaying off at least one or two fairly large lawsuits now. Nice job Yahoo!, nothing like greed to ruin a week...

E Z
E Z - Tuesday May 06, 2008 02:23AM EDT

It's funny. Mr. Yang, who owns Yahoo! Didn't want to sell. Greed? No. Personal greed would have led to sold. What it is,the way I see it,is an owner more worried about the company than personal profit. Of course, the other word for America IS "Greedland" so I'm not suprised that most average Americans don't understand high Finance or personal integrity. They would sell family for profit. Go America, the Country who Elected George W. Bush twice!

bw022
bw022 - Tuesday May 06, 2008 02:28AM EDT

What a joke. You don't get offers like this in writing until after you come to some type of agreement. Until you agree in principle they aren't going to bring out 500 page legal agreements. The offer was certainly genuine. The movement Yahoo said "Ok", then they would get the agreement in writing. At which point they could argue about all the little points. Saying that price isn't the only factor is a joke. Your job is to look out for the interests of the shareholders. Unless you have a plan which brings them $12 per share out of thin air over a relatively short period of time, then you aren't looking out for their interests. Can you imagine someone executor holding say your childs investment fund saying, "There are other factors. You didn't really want $33 a share, so here is $20 and I've got no idea how to otherwise make up the $13 per share over the next six months." Microsoft is obviously waiting for Yahoo stolks to drop and then put in a second offer at say $33 again. Perhaps by then shareholders will realize that the board is supposed to look out after their interests. It is fine passing up a quick $3 a share if you have some plan to grow the company by 10% over the next few years anyway, but when you are talking about nearly 60% of the value of the shares with no real plan to make up that difference to shareholders.

you
JOHN R - Tuesday May 06, 2008 02:30AM EDT

Shorting maybe an option. Unfortunately, people need to consider the long term implication of such a deal. Big company hegemony is quite apparent in the actions by Microsoft. Why buy-out Yahoo? It's minding it owns growth and prosperity. Do we need another company to monopolize more of our internet search engines? Microsoft probably sees a strategic view of Yahoo. Recommendation: Create your own Search engine platform and use the Microsoft power to build as a competitor to Yahoo. Good Luck to all!

you
whiskycat26 - Tuesday May 06, 2008 02:46AM EDT

"If we execute." Thanks for executing your shareholders. I will see you at the annual meeting and no one on this board will get my vote.

Gary O
Gary O - Tuesday May 06, 2008 02:50AM EDT

We didn't know! Is that the best you can say! YHOO has the worse leadership in the sector. They have destroyed shareholder value and the best comment they can come up with is we didnt know what the full offer is? B.S. If they didn't know it is the role of the CEO and the board to find out what the offer is before rejecting it!

you
tommy - Tuesday May 06, 2008 02:50AM EDT

Yahoo can take care of itself and build the better mouse trap.... ....poor, underappreciated Microsoft wants to buy and ruin what it can't build itself. If a person invested in Yahoo as a gamble, then good luck with your gamble..... Microsoft knows it can't do what Yahoo can, so it plays games to drive down the stock price to win the battle..... ...this country needs more creative companies like Yahoo, and fewer Robber Barons like Microsoft..... ....Yahoo has delivered their products with great results...... that is the kind of results Microsoft has failed at..... Boo Hoo Hoo! ....we should feel sorry for a mediocre Microsoft...? ....heck No!

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