Yahoo 2015 Annual Report Download - page 35

conditions have caused, and future adverse macroeconomic conditions could cause, decreases or
delays in advertising spending and negatively impact our advertising revenue and short-term ability
to grow our revenue. Further, any decreased collectability of accounts receivable or early termination
of agreements, whether resulting from customer bankruptcies or otherwise due to adverse
macroeconomic conditions, could negatively impact our results of operations.
Our stock price has been volatile historically and may continue to be volatile regardless of our
operating performance.
The trading price of our common stock has been and may continue to be subject to broad
fluctuations. During the twelve months ended December 31, 2015, the closing sale price of our
common stock on the NASDAQ Global Select Market ranged from $27.60 to $50.23 per share and
the closing sale price on February 12, 2016 was $27.04 per share. Our stock price may fluctuate in
response to a number of events and factors, such as variations in quarterly operating results or
announcements of technological innovations, significant transactions, or new features, products or
services by us or our competitors; changes in financial estimates and recommendations by securities
analysts; the operating and stock price performance of, or other developments involving, other
companies that investors may deem comparable to us; trends in our industry; general economic
conditions; and the operating performance and market valuation of Alibaba Group Holding Limited
(“Alibaba Group”) and Yahoo Japan in which we have investments. The equity valuation of our
investment in Yahoo Japan may be impacted due to fluctuations in foreign currency exchange rates.
We present our investment in Alibaba Group on our consolidated balance sheet as an available-for-
sale marketable security. Consequently, the carrying value of this investment on our consolidated
balance sheet will vary over time and fluctuations in its valuation may cause our stock price to
fluctuate.
In addition, the stock market in general, and the market prices for companies in our industry, have
experienced volatility that often has been unrelated to operating performance. These broad market
and industry fluctuations may adversely affect the price of our stock, regardless of our operating
performance. A decrease in the market price of our common stock would likely adversely impact the
trading price of the 0.00% Convertible Senior Notes due 2018 that we issued in November 2013 (the
“Notes”). Volatility or a lack of positive performance in our stock price may also adversely affect our
ability to retain key employees who have been granted stock options or other stock-based awards. A
sustained decline in our stock price and market capitalization could lead to an impairment charge to
our long-lived assets.
Delaware statutes and certain provisions in our charter documents could make it more difficult for a
third-party to acquire us.
Our Board has the authority to issue up to 10 million shares of preferred stock and to determine the
price, rights, preferences, privileges and restrictions, including voting rights, of those shares without
any further vote or action by the stockholders. The rights of the holders of our common stock may be
subject to, and may be adversely affected by, the rights of the holders of any preferred stock that
may be issued in the future. The issuance of preferred stock may have the effect of delaying,
deterring or preventing a change in control of Yahoo without further action by the stockholders and
may adversely affect the voting and other rights of the holders of our common stock.
Some provisions of our charter documents, including provisions eliminating the ability of
stockholders to take action by written consent and limiting the ability of stockholders to raise
matters at a meeting of stockholders without giving advance notice, may have the effect of delaying
or preventing changes in control or changes in our management, which could have an adverse effect
on the market price of our stock and the value of the $1.4375 billion aggregate principal amount of
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