Verizon Communications and Yahoo have entered into a definitive agreement, under which Verizon will acquire Yahoo’s operating business for approximately $4.83 billion in cash. Yahoo will be integrated with AOL, under Marni Walden, EVP and president of the Product Innovation and New Businesses organization at Verizon. For Verizon, the deal comes a year after its AOL acquisition.

The deal is subject to customary closing conditions, approval by Yahoo’s shareholders, and regulatory approvals, and is expected to close in Q1 of 2017. Until the closing, Yahoo will continue to operate independently, offering and improving its own products and services for users, advertisers, developers and partners.

It’s poetic to be joining forces with AOL and Verizon

“Yahoo is a company that has changed the world, and will continue to do so through this combination with Verizon and AOL. The sale of our operating business, which effectively separates our Asian asset equity stakes, is an important step in our plan to unlock shareholder value for Yahoo,” said Marissa Mayer, CEO of Yahoo. Mayer added, “It’s poetic to be joining forces with AOL and Verizon as we enter our next chapter focused on achieving scale on mobile.”

“The acquisition of Yahoo will put Verizon in a highly competitive position as a top global mobile media company, and help accelerate our revenue stream in digital advertising,” said Lowell McAdam, Verizon chairman and CEO.

The sale does not include Yahoo’s cash, its shares in Alibaba Group Holdings, its shares in Yahoo Japan, Yahoo’s convertible notes, certain minority investments, and Yahoo’s non-core patents (called the Excalibur portfolio). These assets will continue to be held by Yahoo, which will change its name at closing and become a registered, publicly traded investment company.

LionTree Advisors, Allen & Company, Bank of America Merrill Lynch and Guggenheim Securities are acting as financial advisors to Verizon. Wachtell, Lipton, Rosen & Katz, Gibson, Dunn & Crutcher, Covington & Burling, and Winston & Strawn are acting as legal advisors to Verizon.

Goldman Sachs, J.P. Morgan Securities, and PJT Partners are acting as financial advisors to Yahoo. Skadden, Arps, Slate, Meagher & Flom, Wilson Sonsini Goodrich & Rosati and Weil Gotshal & Manges are acting as legal advisors to Yahoo. Cravath, Swaine & Moore is the independent legal advisor.

[Image courtesy: Yahoo]