Verizon Yahoo Stock Purchase Agreement

All of these risks and uncertainties could have a negative impact on Yahoo`s business and financial performance and lead to a decline in the share price. The deal brings more than a billion Verizon Yahoo users and an abundance of data that it can use to deliver more targeted ads. Verizon will combine Yahoo`s advertising technology tools as well as its search, messaging and messaging assets with its AOL unit, which was purchased in 2015 for $4.4 billion. VerizonMike Stefanski908-559-8018michael.stefanski@verizon.com NEW YORK and SUNNYVALE, Calif., February 21, 2017 /PRNewswire/ — Verizon Communications Inc. (NYSE, Nasdaq: VZ) and Yahoo! Inc. (Nasdaq: YHOO) announced today that they have changed the terms of their agreement to purchase Yahoo`s operating operations. Yahoo and its directors and officers, as well as Verizon and its directors and senior executives, may be considered participants in the collection of voting rights from Yahoo investors and shareholders in the proposed transactions. Information regarding the ownership of Yahoo securities on Yahoo securities in the amended version is provided in the SEC`s submissions on Forms 3, For more information, see Yahoo`s Annual Report on Form 10-K for the year ended December 31, 2015 as amended and in Yahoo`s voting statement for the 2016 Annual Meeting, which was submitted to the SEC on May 23, 2016. Information about Verizon`s directors and executives is contained in Verizon`s Annual Report on Form 10-K for the year past December 31, 2015 and in Verizon`s proxy statement for the 2016 general meeting of shareholders, which was submitted to the SEC on March 21, 2016. Information about Yahoo directors, executives and others who, under SEC rules, may be considered to be participating in the call of voting candidates in the proposed transactions, including their respective interests through securities holdings or other means, are also included in the preliminary proxy statement described above and are presented in the final proxy statement regarding proposed transactions when submitted to the SEC. These documents are available free of charge from the sources mentioned above.

Yahoo investors seemed relieved Tuesday that Verizon chose a slight discount instead of knocking down the deal completely and sending the shares up 0.9%. Yahoo`s stock has increased 10.6% over the past three months and 51.5% last year, slightly outpacing the SPX of the S-P 500 Index, -0.35% to 7.6% and 23.3% over these periods. In order to provide investors with an additional framework for this and other strategic initiatives, McAdam will participate tomorrow at 8:30 a.m. .m Eastern on Verizon`s webcast. Access instructions and presentation documents, including Verizon`s earnings disclosure, will be www.verizon.com/about/investors/ 7 .m on Verizon`s investor relations site. On July 23, 2016, Verizon and Yahoo entered into a definitive share purchase agreement in which Verizon acquired Yahoo`s business and the global audience of more than 1 billion users, including more than 600 million mobile users. A week earlier, the two sides had reached an agreement in principle that included a shared liability agreement, which decided early on with Verizon that it had to reach an agreement. On Tuesday, Verizon VZ, up 0.75% and Yahoo US:YHOO revealed the terms of its expected new deal, the result of some lengthy negotiations after the discovery of two massive security flaws at Yahoo, which affected more than a billion users.

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