Yahoo! Proposes $1 Bln Senior Notes Offering - Quick Facts

(RTTNews) - Yahoo! Inc. (YHOO) Tuesday proposed to offer $1.0 billion aggregate principal amount of its convertible senior notes due 2018 in a private placement.

The notes will either be convertible into cash or into shares of Yahoo's common stock or a combination of cash and shares of common stock, at Yahoo's election. Interest will be payable semi-annually in arrears on June 1 and December 1 of each year.

The notes will mature on December 1, 2018, unless earlier repurchased or converted in accordance with their terms.

Initial purchasers of the notes have been granted the right to purchase up to an additional $150.0 million aggregate principal amount of notes, exercisable within a 30-day period, solely to cover over-allotments. A portion of the net proceeds will be used to pay the cost of the convertible note hedge transactions.

Yahoo! may also utilize up to $200.0 million of the proceeds from this offering to repurchase shares of its common stock from purchasers of notes in the offering in privately negotiated transactions effected through one of the initial purchasers or its affiliate as Yahoo's agent.

Yahoo expects the purchase price per share to be equal to the closing price of Yahoo's common stock on the date of pricing of the offering.

The remaining net proceeds from the offering will be used for general corporate purposes, including, acquisitions or other strategic transactions, additional repurchases of common stock and working capital.

Additionally, Yahoo has increased its share buyback authorization by $5.0 billion.