Yahoo Says It Will Spin Off Alibaba Shares Even Without IRS Support

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Yahoo is undeterred by the IRS’ refusal to guarantee that the transaction will be tax-free. The Internet media company says today in an SEC filing that its board has decided to go ahead with its plan to create a publicly traded company late this year called Aabaco Holdings.

It will house 384 million Alibaba shares, equal to about 15% of the total. Aabaco also will take Yahoo Small Business, described as “a cloud-based services platform that enables small business entrepreneurs to start, build, and grow their businesses.”

Many shareholders lobbied for the spinoff. They longed to profit from Yahoo’s holdings in the Chinese e-retailer after its record-setting $21.8 billion U.S. IPO a year ago. But the value of those shares have declined 44.8% so far this year as China’s economy slowed.

Yahoo disclosed the IRS’ refusal to commit to a tax-free ruling on September 8. The agency and Treasury Department said on September 14 that they may, as a matter of policy, look askance at requests to allow companies to make similar spinoffs tax free.  Yahoo notes today that on September 19 “an IRS official indicated in a public statement that any future guidance issued as part of the project would not apply retroactively to transactions completed prior to the issuance of such guidance.”


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