SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 26, 1999
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YAHOO! INC.
(Exact name of registrant as specified in its charter)
0-26822
(Commission File Number)
Delaware 77-0398689
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
3420 Central Expressway
Santa Clara, California 95051
(Address of principal executive offices, with zip code)
(408) 731-3300
(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS
On May 26, 1999, Yahoo! Inc. ("Yahoo!") acquired Encompass, Inc., a market
leader of software designed to give consumers easy and compelling access to
the Web. The acquisition, which is being accounted for as a pooling of
interests, is valued at approximately $130 million to be paid through the
issuance of Yahoo! common stock. Copies of the press release dated as of May
27, 1999 and the Agreement and Plan of Merger dated as of May 19, 1999 are
included herein as Exhibit 99.1 and 99.2, respectively, and are incorporated
by reference into this Item 5.
On May 28, 1999, Yahoo! completed the acquisition of GeoCities. A copy of the
press release is included herein as Exhibit 99.3 and is incorporated by
reference into this Item 5.
On May 28, 1999, Yahoo! acquired Online Anywhere, a leading provider of Web
delivery solutions for non-PC appliances. The acquisition, which is being
accounted for as a pooling of interests, is valued at approximately $80
million to be paid through the issuance of Yahoo! common stock. Copies of the
press release dated as of June 2, 1999 and the Agreement and Plan of Merger
dated as of May 25, 1999 are included herein as Exhibit 99.4 and 99.5,
respectively, and are incorporated by reference into this Item 5.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS.
99.1 Press Release dated May 27, 1999.
99.2 Agreement and Plan of Merger dated as of May 19, 1999 among
Yahoo! Inc., Scarlett Acquisition Corporation, and Encompass,
Inc.
99.3 Press Release dated May 28, 1999.
99.4 Press Release dated June 2, 1999.
99.5 Agreement and Plan of Merger dated as of May 25, 1999 among
Yahoo! Inc., Airborne Acquisition Corporation, and Online
Anywhere.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
YAHOO! INC.
Date: June 2, 1999 By: /s/ Gary Valenzuela
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Gary Valenzuela
Senior Vice President, Finance and
Administration, and Chief Financial
Officer
INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
- - ------- -----------
99.1 Press Release dated May 27, 1999.
99.2 Agreement and Plan of Merger dated as of May 19, 1999 among
Yahoo! Inc., Scarlett Acquisition Corporation, and Encompass,
Inc.
99.3 Press Release dated May 28, 1999.
99.4 Press Release dated June 2, 1999.
99.5 Agreement and Plan of Merger dated as of May 25, 1999 among
Yahoo! Inc., Airborne Acquisition Corporation, and Online
Anywhere.