A Microsoft deadline for Internet service company Yahoo to accept its $44.6 billion acquisition offer expired at midnight Saturday, setting the stage for a hostile takeover bid by the software giant.
The expiration of the Sunday 0700 GMT deadline — without comment from either side — was likely to pave the way for an ugly proxy battle — a fight by Microsoft for a vote by Yahoo shareholders to place pro-Microsoft officials on its board of directors.
In an open letter to the Yahoo board of directors on April 5, Microsoft chief executive Steve Ballmer gave the Internet pioneer three weeks to accept the $31 a share takeover offer or face a proxy fight.
Ballmer also warned that any further delays could result in a less attractive offer for Yahoo.
However Yahoo's board of directors has said the offer "substantially undervalues" the California firm, insisting the company is worth at least $40 a share.
Microsoft is eager to merge the two companies' resources to take on Google , which dominates the lucrative Internet search advertising market which is expected to grow to $80 bln annually worldwide in the next two years.
Microsoft chief financial officer Chris Liddell said Thursday that the US software giant is standing by the April 26 deadline.
Microsoft's options now include withdrawing its offer, a move that could outrage Yahoo shareholders who have seen Microsoft's offer sharply push up Yahoo's share price.
Some have threatened to sue Yahoo's board for failing in its duty to maximize the value of their investment.
To avoid Microsoft's clutches, Yahoo has sought a strategic tie-up with a "white knight," reportedly examining possible alliances with social networking website MySpace, owned by Rupert Murdoch's News Corp., and with Time Warner's faded Internet star America Online.
Yahoo even tested letting Google handle placing online advertising on Yahoo's own search pages to determine whether it generates more money than Yahoo's new Panama online ad platform.
Analysts believe that Google only benefits while Yahoo and Microsoft are distracted by the takeover quest. (Who can say "no" Longer? See video).
On Thursday, Microsoft reported that its profits slipped to $4.38 billion in the first three months of the year despite revenues rising slightly to $14.45 billion.
The world's biggest software company reported earnings of 47 cents per share — topping financial analysts' predictions by two cents but lower than the 50 cents per share, or $4.93 billion, posted in the same quarter a year earlier.