Yahoo agrees to sell back partial stake to Alibaba

The two companies have been in discussions for years about Alibaba's buying back its stake from Yahoo

Yahoo has agreed to sell off about half of its stake in Alibaba Group back to the Chinese e-commerce giant as part of a $7.1 billion deal, the two companies jointly announced Monday.

The sell-off means Alibaba will buy back about 20% of its own company stake from Yahoo, giving the Chinese e-commerce giant greater control over its own operations. In return, Alibaba will pay Yahoo $6.3 billion in cash proceeds and up to $800 million in newly issued Alibaba preferred stock, the companies said in a statement.

The agreement also allows Yahoo to cash in on its remaining stake, once Alibaba decides to go public in the future. Alibaba will be required to buy one quarter of Yahoo's current stake at the initial public offering price, or allow Yahoo to sell off those shares.

Yahoo interim CEO Ross Levinsohn said in a statement the deal would provide "clarity" to the company's shareholders on what's one of its biggest investments. The deal was based on a $35 billion floor valuation of Alibaba.

"It is the start of a new day in our collective businesses," Levinsohn said during a conference call on Monday. He called the deal "a constructive path forward" for the companies and their shareholders. "With this agreement in place we can look forward to new collaborations with Alibaba."

However, Yahoo officials revealed no specifics on what those partnerships might entail.

The recent removal of Yahoo CEO Scott Thompson had no bearing on the Alibaba deal, which was a long time in the making, executives said during the conference call.

Indeed, the two companies have been in ongoing discussions about Alibaba buying back its stake from Yahoo for years now. Originally, Yahoo had acquired about a 40% stake in the Chinese e-commerce giant as part of $1 billion deal made in 2005, that set the companies up as strategic partners.

But since then, the two companies have clashed at times over different business decisions. One of the biggest disputes occurred last year when Alibaba spun-off its popular online payment service Alipay to a Chinese company controlled by Alibaba CEO Jack Ma. Yahoo complained that the restructuring threatened to de-value its investment in Alibaba.

It made sense for Yahoo to lower its Alibaba holdings for a number of reasons, including the stake's sheer size, and the inherent risk of having a large but non-controlling piece of a company that operates in a foreign jurisdiction, officials said during the conference call.

Alibaba is based in China and runs several e-commerce businesses including its Taobao sites, which have risen to become the country's most popular online retailing platforms. But previously Yahoo and Japanese Internet and telecommunications firm Softbank held more than 70% of Alibaba's shares.

Softbank will continue to hold on to its 32% stake in Alibaba. But under Monday's new deal, both Yahoo and Softbank have agreed to cap their voting rights in Alibaba at less than 50%, according to a source familiar with the matter.

Ma said in a statement the deal would establish a "balanced ownership structure" for the company, allowing it go public in the future.

Under Monday's agreement, Yahoo will also allow Alibaba to continue operating Yahoo China for up to the next four years. In return, Alibaba will pay Yahoo $550 million along with ongoing royalty payments.

Copyright © 2012 IDG Communications, Inc.

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