The software giant says it will not up its offer for Yahoo and will reconsider its offer if a deal is not reached by this weekend.By Eric Auchard and Daisuke Wakabayashi
SAN FRANCISCO/SEATTLE (Reuters) - Microsoft Corp gave Yahoo Inc no
hope of a higher takeover price, saying it was ready to go hostile or
even call off its bid if Yahoo maintains "unrealistic expectations" of
a better deal.
"Speed is of the essence for the deal to make sense," Chief
Financial Officer Chris Liddell said on a conference call on Thursday.
If no deal is reached by this weekend, Microsoft will reconsider its
offer and reveal new plans next week, he said.
"Unfortunately, the transaction has been anything but speedy and has
been characterized by what would appear to be unrealistic expectations
of value," he said of Yahoo's moves to frustrate Microsoft's
unsolicited merger proposition.
Microsoft sees Yahoo as a way to compete with arch-rival Google Inc
in the Internet search and advertising arena, but company executives
have repeatedly said they have limits to what they are willing to pay
to get a deal done.
"We have yet to see tangible evidence that our bid substantially
undervalues the company," Liddell said, referring to Yahoo. "In fact,
we see the opposite."
Liddell reiterated a threat Microsoft made three weeks ago to
Yahoo's board of directors that it would consider cutting its bid, now
worth about $44 billion, and take its case to Yahoo shareholders if a
deal is not reached by this Saturday.
"As outlined in our recent letter to the Yahoo board, unless we made
progress with Yahoo towards an agreement by this weekend, we will
reconsider our alternatives," Liddell said.
"These alternatives clearly include taking an offer to Yahoo
shareholders or to withdraw our proposal and focus on other
opportunities," either from internally generated growth or growth
through acquisitions, the Microsoft executive said.
He was echoing a public threat made by Chief Executive Steve Ballmer
at a conference near Milan on Wednesday that Microsoft would withdraw
its cash-and-stock offer, originally for $31 a share, if Yahoo does not
start negotiating.
Ballmer also said Yahoo's better-than-expected first-quarter
results, reported on Tuesday, had not changed Microsoft's view of its
value.
The tough talk appeared to be a final public attempt to bring Yahoo
to the negotiating table before the nearly three-week-old deadline
expires. Yahoo has said it is open to considering a deal with
Microsoft, among other alternatives, but only if Microsoft boosts its
offer.
"A proxy battle seems increasingly likely," William Blair analyst
Troy Mastin said. "It sounds (like) Yahoo's got a price in mind
somewhere north of $35 and Microsoft has a price in mind somewhere
south of $35."
Stanford Group financial analyst Clayton Moran said Microsoft
appears ready to walk away if Yahoo does not act: "In a sense Yahoo, by
playing hardball, is really playing with fire because they have limited
alternatives," he said.
Earlier on Thursday, Microsoft reported weak Windows sales for its
fiscal third quarter ended in March and gave a forecast for the fourth
quarter ending in June at the low end of Wall Street expectations,
sending its shares down nearly 5 percent.
During the conference call, which principally focused on a
discussion of Microsoft's own quarterly results, Liddell noted that two
times as many callers were listening and he speculated that this was
tied to widespread interest in the Yahoo deal.
In regular session trading on Nasdaq ahead of the results, Microsoft
shares closed up 1.1 percent at $31.80 while Yahoo fell 2.8 percent to
close at $27.30. After the report, Microsoft stock fell 5.1 percent to
$30.18 while Yahoo dipped a further 1 percent to $27.01.
In order to regain the bid's full $31-a-share value, Microsoft's
stock would have to rise to $32.60, the closing share price on January
29, a day before Microsoft presented its unsolicited offer to Yahoo's
board.
(Additional reporting by Nichola Groom in Los Angeles and Michele Gershberg in New York; Editing by Braden Reddall)
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