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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

DATE OF REPORT: April 11, 2001


YAHOO! INC.
(Exact name of registrant as specified in its charter)

0-26822
(Commission File Number)

DELAWARE
(State or other jurisdiction of incorporation or organization)
  77-0398689
(I.R.S. Employer Identification No.)

3420 CENTRAL EXPRESSWAY
SANTA CLARA, CALIFORNIA 95051

(Address of principal executive offices, with zip code)

(408) 731-3300
(Registrant's telephone number, including area code)



Item 5. Other Events

    On April 11, 2001, Yahoo! Inc., a Delaware corporation ("Yahoo!"), announced its financial results for the fiscal quarter ended March 31, 2001. A copy of Yahoo!'s press release announcing these financial results is attached as Exhibit 99.1 hereto and incorporated by reference herein. The press release filed as an exhibit to this report includes "safe harbor" language pursuant to the Private Securities Litigation Reform Act of 1995, as amended, indicating that certain statements about the Company's business contained in the press release are "forward-looking" rather than "historic." The press release also states that a more thorough discussion of certain factors which may affect the Company's operating results is included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2000 which is on file with the Securities and Exchange Commission and available at the Securities and Exchange Commission's website (http://www.sec.gov), and will also be included in the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2001 to be filed with the Securities and Exchange Commission in the near future.


Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.


99.1   Press Release dated April 11, 2001.


SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

    YAHOO! INC.

Date: April 12, 2001

 

By:

 

/s/ Susan Decker

Susan Decker
Senior Vice President, Finance and Administration, and Chief Financial Officer


YAHOO! INC.

INDEX TO EXHIBITS

Exhibit Number

  Description

99.1   Press Release dated April 11, 2001.



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SIGNATURES
YAHOO! INC. INDEX TO EXHIBITS
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FOR IMMEDIATE RELEASE

Exhibit 99.1


Yahoo! Reports First Quarter 2001 Financial Results


Company Posts $180.2 Million in Revenue and $7.6 Million in Pro-Forma Net Income

    SANTA CLARA, Calif.—April 11, 2001—Yahoo! Inc. (Nasdaq: YHOO) today reported net revenues totaling $180,215,000 for the first quarter ended March 31, 2001, compared to net revenues of $230,807,000 for the first quarter of 2000. Pro-forma net income for the quarter ended March 31, 2001 was $7,643,000 or $0.01 per share diluted(1). This compares to pro-forma net income of $60,506,000 or $0.10 per share diluted for the comparable period in the previous year(1). Including pro-forma items, net loss for the first quarter ended March 31, 2001 was $11,486,000 or $0.02 per share diluted, compared to net income of $67,599,000 or $0.11 per share diluted reported in the comparable period of the previous year.


(1)
Pro-forma net income and net income per share calculations for all 2001 and 2000 periods exclude acquisition-related charges, amortization of intangibles and stock compensation, employer payroll taxes on gains realized by employees from non-qualified stock option exercises, derivative and impairment losses from certain assets, income related to a contract termination fee, and/or gains or losses from the exchanges or sales of certain equity investments.

    To balance Yahoo!'s investment in its growth areas with the desire to modify its near-term business plan to reflect the current economic and capital market slowdown, the company conducted a comprehensive operational review during the quarter. "The principle that guided our decisions was the determination of where we needed to invest to take advantage of future opportunities and ensure that we deliver long-term value to consumers, customers, employees and stockholders without compromising the quality of our service," said Tim Koogle, Yahoo!'s chairman and CEO. "While we streamline our business over the second quarter to become more efficient and align our costs with the current market environment, we remain steadily focused on developing and delivering the essential services that will result in Yahoo! becoming the Internet's leading global consumer and business services company."

    As part of the adjustments to manage expenses, the company plans to take several measures to ensure that the company has the operating and financial flexibility to deliver long-term value. These measures include a reduction of its 3,510 employees by approximately 12 percent; the discontinuation or reallocation of some secondary services on Yahoo!'s network of properties; a decrease in discretionary marketing, distribution and promotional expenses; outsourcing of some operations; and centralization of some businesses across the global organization. "We made some decisions that were difficult, but which ultimately balance the investment in our growth areas with the adjustments to our near-term business plan to better position Yahoo! for long-term growth," Koogle said.

Global Consumer Audience and Traffic Growth

    The global network of Yahoo!® properties and essential services continues to be the most popular Web destination worldwide and is accessed by the largest audience of loyal online consumers (Nielsen//NetRatings, January 2001). Both audience and page view numbers grew significantly during the quarter with total unique users reaching 192 million during March, up from 145 million in March 2000. A record 67 million active registered members logged onto Yahoo! during March 2001, a 60 percent increase from 42 million in March 2000.

    The company's traffic increased to more than 1.1 billion page views per day on average during March 2001, increasing more than 22 percent from page views served during December 2000. Yahoo! Japan and Yahoo! Europe's traffic, which is included in these page view totals, increased from December 2000 to more than 144 million and 59 million page views per day on average in March, respectively. In addition, Yahoo! is ranked No. 1 among the top Internet sites in average combined time spent by home and work users in the United States, who spent an average of one hour and 36 minutes on Yahoo!'s network in February 2001 (Nielsen//NetRatings).


Premium Services

    Yahoo! continues to execute upon its strategy to deliver value-added premium services to businesses and consumers and continues to experience adoption of these services. Yahoo! recently announced a relationship with Duet, the online digital music subscription service created by the world's two largest music companies, Universal Music Group and Sony Music Entertainment, to promote and present Duet's U.S. service to Yahoo!'s 100 million North American members. The service is scheduled to go live this summer. Yahoo! also introduced the Yahoo! Finance Real-Time Package which delivers real-time, streamed stock quotes, news and analysis to desktops and wireless devices for $9.95 each month.

    "As evidenced by the significant increases in our audience and traffic figures, Yahoo! continues to be a leader when it comes to attracting and retaining online consumers. Yahoo! users stay longer and consume more services than users of any other network on the Web," said Jeff Mallett, Yahoo!'s president and chief operating officer. "The loyalty of our users is one of our strongest core assets, and their acceptance of the premium services we have rolled out is a key component to our overall strategy. As we remain focused on building the Internet's leading consumer and business services company, the increase in active registered users demonstrates our unique ability to convert visitors into members."

Business and Enterprise Services

    Yahoo!'s business and enterprise services initiative continued to make great strides during the quarter with new customers and signed agreements. Yahoo! and SAP recently announced an agreement to develop a joint enterprise portal that will be marketed directly to both companies' current and prospective customers, as well as through their respective sales channels. Through this agreement, Yahoo! will gain access to the desktops of SAP's customers which represents approximately six million users. Yahoo! now has 22 major corporate clients licensed to make Corporate Yahoo! available to nearly 850,000 employees, customers and business partners. New customers include Enron, Exodus Communications, SmartForce, and the State of Delaware through Yahoo!'s alliance with Accenture.

    Yahoo! Broadcast Services signed key new service agreements with a number of clients, including Exodus Communications, Compaq Computer, Nortel Networks, Ralston Purina and Texas Instruments. Additionally, implementation of Yahoo! Webcast Studio, a Webcast production platform that streamlines delivery of rich, interactive events, has helped fine-tune the efficiency and broadcast quality of streaming events.

Interactive Marketing and Merchant Services

    Although the general advertising market in the first quarter was impacted by a decline in spending across all types of media, Yahoo! continued to customize and deliver interactive, targeted measurable marketing programs for top-tier advertisers and merchants.

2


Management Update

    As part of its focus to add bench strength to its current management team, Yahoo! appointed a number of new executives during the quarter. Key hires included Greg Coleman as executive vice president of North American operations, David Graves as senior vice president of Media and Leisure, Jim Brock as senior vice president of Major Initiatives, and Jim Lewandowski as vice president of Business and Enterprise Sales. Other significant management hires include Yahoo! Auctions vice president and general manager, Norman Hullinger; George Williams, vice president and general manager of Yahoo! Finance; and Tiana Wimmer, general manager of Yahoo! Direct Marketing.

    In addition, Yahoo! said it is very encouraged by the progress it is making on its CEO search and by the high level of interest from strong, qualified candidates with diverse backgrounds.

    In a separate announcement today, Yahoo! said its senior vice president of international operations, Heather Killen, will leave the company in mid-June. The company has retained Egon Zehnder International, the Switzerland-based executive search firm, and Killen will work closely with the Yahoo! senior management team to recruit her successor and manage the transition.

Business Outlook

    "We are optimistic about Yahoo!'s long-term outlook given the value of our powerful network of properties and services, the strength of our brand, the quality of our talented employees, and our large base of active global members," said Susan Decker, Yahoo!'s chief financial officer and senior vice president of Finance and Administration. "The health of our balance sheet and our corporate commitment to responsibly drive our business to at least breakeven, and despite near-term challenges will allow us to emerge from this economic downturn stronger and focused on monetizing our large and growing user base."

    The company expects revenues for the second quarter 2001 to be between $165 and $185 million. For the full year 2001, business segments for advertising/commerce and business services are expected to represent approximately 80 percent and 20 percent, respectively, of total revenue. For the full year 2001, Yahoo!'s expense budgets are based on revenues coming in at a range of $700 to $775 million.

    Yahoo! expects pro-forma earnings before interest, depreciation and amortization (EBITDA) for the second quarter 2001 to range from a $10 million loss to breakeven. The company also expects pro-forma earnings per share (EPS) for the second quarter 2001 to be approximately breakeven. For the full year 2001, pro-forma EBITDA are expected to be between breakeven and $50 million. The company expects pro-forma EPS in the range of $0.02 to $0.06 for the full year 2001.

    The company expects capital expenditures to be approximately $35 to $45 million in the second quarter 2001 and $135 to $145 million for the full year 2001. Charges related to amortization are expected to be approximately $16 million in the second quarter and $55 to $60 million for the full 2001 year. Yahoo! also expects depreciation to be approximately $18 to $19 million in the second quarter and $75 to $80 million for fiscal year 2001. As a result of the plan to reduce operating costs, Yahoo! estimates it will record restructuring-related charges in the range of $40 to $60 million in the second quarter 2001. Pro-forma tax rate for the company is expected to be 48 percent for the full year 2001.

    The Business Outlook for the company will be available on the company's Investor Relations Web site throughout the current quarter. It is currently expected the Business Outlook will not be updated until the release of Yahoo!'s next quarterly earnings announcement; however, Yahoo! reserves the right to update its Business Outlook at any time for any reason.

Quarterly Conference Call

    Yahoo! will host a conference call today to discuss first quarter results at 5:00 p.m. Eastern Time. A live Webcast of the conference call can be accessed at http://webevents.broadcast.com/yahoo/041101.

3


In addition, a replay of the call will be available for 48 hours following the conference call and can be accessed through the "Conference Calls" area of the company's Investor Relations Web site at www.yahoo.com/info/investor, or by calling (800) 633-8284, reservation No. 16498856.

About Yahoo!

    Yahoo! Inc. is a global Internet communications, commerce and media company that offers a comprehensive branded network of services to more than 192 million individuals each month worldwide. As the first online navigational guide to the Web, www.yahoo.com is the leading guide in terms of traffic, advertising, household and business user reach. Yahoo! is the No. 1 Internet brand globally and reaches the largest audience worldwide. The company also provides online business and enterprise services designed to enhance the productivity and Web presence of Yahoo!'s clients. These services include Corporate Yahoo!, a popular customized enterprise portal solution; audio and video streaming; store hosting and management; and Web site tools and services. The company's global Web network includes 24 World properties. Yahoo! has offices in Europe, the Asia Pacific, Latin America, Canada and the United States, and is headquartered in Santa Clara, Calif.

    This press release and its attachments contain forward-looking statements that involve risks and uncertainties concerning Yahoo!'s expected financial performance (as described without limitation in the Business Outlook section and quotations from management in this release), as well as Yahoo!'s strategic and operational plans and planned expense reductions, including any related restructuring charges. Actual results may differ materially from the results predicted and reported results should not be considered as an indication of future performance. The potential risks and uncertainties include, among others, the slower spending environment for advertising sales, including the lack of access to capital to fund early stage companies; the actual increases in demand by customers for Yahoo!'s premium and corporate services; the ability to successfully change the customer mix among Yahoo!'s advertising customers; general economic conditions; the ability to adjust to changes in personnel, including management changes; and the dependence on third parties for technology, content and distribution. All information set forth in this release and its attachments is as of April 11, 2001, and Yahoo! undertakes no duty to update this information. More information about potential factors that could affect the company's business and financial results is included in the company's Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2000, including (without limitation) under the captions, "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations," which is on file with the Securities and Exchange Commission. Additional information will also be set forth in those sections in Yahoo!'s quarterly report on Form 10-Q for the three-month period ended March 31, 2001, which will be filed with the Securities and Exchange Commission in the near future.

# # #

Yahoo!, Corporate Yahoo!, and the Yahoo! logos are trademarks and/or registered trademarks of Yahoo! Inc. All other names are trademarks and/or registered trademarks of their respective owners.

Media Relations Contacts:

Investor Relations Contacts:

4



Yahoo! Inc.

Unaudited Pro Forma Condensed Consolidated Statements of Operations

(in thousands, except per share amounts)

 
  Three Months Ended March 31,
 
 
  2001
  2000
 
Net revenues   $ 180,215   $ 230,807  
Cost of revenues     38,543     33,051  
   
 
 
  Pro forma gross profit     141,672     197,756  
   
 
 

Operating expenses:

 

 

 

 

 

 

 
  Sales and marketing     106,418     78,899  
  Product development     30,336     21,720  
  General and administrative     19,131     14,016  
   
 
 
    Total operating expenses     155,885     114,635  
   
 
 
Pro forma income (loss) from operations     (14,213 )   83,121  

Other income, net

 

 

28,682

 

 

16,306

 
Minority interests in operations of consolidated subsidiaries     229     (1,837 )
   
 
 
Pro forma income before income taxes     14,698     97,590  

Provision for income taxes

 

 

7,055

 

 

37,084

 
   
 
 
Pro forma net income   $ 7,643   $ 60,506  
   
 
 
Pro forma net income per share—diluted   $ 0.01   $ 0.10  
   
 
 
Shares used in per share pro forma calculation—diluted     596,539     616,607  
   
 
 

Supplemental Financial Data

 
Pro forma EBITDA (1)   $ 858   $ 85,073  
Pro forma after tax cash earnings (2)   $ 22,831   $ 64,871  
Pro forma after tax cash earnings per share—diluted   $ 0.04   $ 0.11  

 

Notes: All notes are in thousands.

The above unaudited pro forma condensed consolidated statements of operations are not a presentation in accordance with generally accepted accounting principles as they exclude the effects of the following:


The above also assumes 48% and 38% effective tax rates for the pro forma presentation of the periods ended March 31, 2001 and 2000, respectively.

(1)
Defined as income (loss) from operations before depreciation and amortization, stock compensation expense, and acquisition-related charges.

(2)
Defined as pro forma net income before depreciation but after payroll taxes on option exercises.


Yahoo! Inc.

Unaudited Condensed Consolidated Statements of Operations

(in thousands, except per share amounts)

 
  Three Months Ended March 31,
 
 
  2001
  2000
 
Net revenues   $ 180,215   $ 230,807  

Cost of revenues

 

 

38,543

 

 

33,051

 
Amortization of purchased technology     2,093     2,094  
   
 
 
  Total cost of revenues     40,636     35,145  
   
 
 
  Gross profit     139,579     195,662  
   
 
 
Operating expenses:              
  Sales and marketing     106,418     78,899  
  Product development     30,336     21,720  
  General and administrative     19,131     14,016  
  Payroll taxes on option exercises (1)     243     6,350  
  Stock compensation expense     3,415     6,519  
  Amortization of intangibles     12,804     4,062  
  Acquisition-related costs (2)         415  
   
 
 
    Total operating expenses     172,347     131,981  
   
 
 
Income (loss) from operations     (32,768 )   63,681  

Other income, net (3)

 

 

23,276

 

 

56,962

 
Minority interests in operations of consolidated subsidiaries     229     (1,837 )
   
 
 
Income (loss) before income taxes     (9,263 )   118,806  

Provision for income taxes

 

 

2,223

 

 

51,207

 
   
 
 
Net income (loss)   $ (11,486 ) $ 67,599  
   
 
 
Net income (loss) per share—diluted   $ (0.02 ) $ 0.11  
   
 
 
Shares used in per share calculation—diluted     565,447     616,607  
   
 
 

Notes: All notes are in thousands.

(1)
Represents employer payroll taxes assessed on stock option gains realized by employees.

(2)
During the quarter ended March 31, 2000, acquisition-related charges of $415 were attributable to the merger with Arthas.com.

(3)
During the quarter ended March 31, 2001, other income includes income of $9,000 related to a contract termination fee, investment gains of $3,017 related to the sale of certain equity investments, goodwill amortization related to the Yahoo! Japan equity investment of $1,786, and derivative and impairment losses of $15,637. During the quarter ended March 31, 2000, other income includes a $40,656 gain from the exchange of certain equity investments.


Yahoo! Inc.

Unaudited Consolidated Summary Balance Sheet Data

(in thousands)

 
  March 31,
2001

  December 31,
2000

ASSETS            
  Cash, cash equivalents, and investments in marketable debt securities   $ 1,725,389   $ 1,688,666
  Accounts receivable, net     55,727     90,561
  Property and equipment, net     147,521     109,781
  Investments in marketable equity securities     49,914     87,545
  Other assets, net     431,074     293,023
   
 
    Total assets   $ 2,409,625   $ 2,269,576
   
 
LIABILITIES AND STOCKHOLDERS' EQUITY            
Liabilities:            
  Accounts payable   $ 16,675   $ 26,040
  Accrued expenses and other liabilities     221,404     200,144
  Deferred revenue     127,236     117,165
   
 
    Total liabilities     365,315     343,349

Minority interests in consolidated subsidiaries

 

 

29,084

 

 

29,313
Stockholders' equity     2,015,226     1,896,914
   
 
    $ 2,409,625   $ 2,269,576
   
 


Yahoo! Inc.

Unaudited Consolidated Summary Cash Flows Data

(in thousands)

 
  Three Months Ended March 31,
 
 
  2001
  2000
 
CASH FLOWS FROM OPERATING ACTIVITIES:              
  Net income (loss)   $ (11,486 ) $ 67,599  
  Adjustments to reconcile net income (loss) to net cash provided by operating activities:              
    Depreciation and amortization     30,211     14,458  
    Tax benefits from stock options     2,058     47,627  
    Other non-cash items     18,209     (32,314 )
    Change in working capital     32,061     32,441  
   
 
 
Net cash provided by operating activities     71,053     129,811  
   
 
 
CASH FLOWS FROM INVESTING ACTIVITIES:              
  Acquisition of property and equipment     (41,455 )   (15,801 )
  Purchases of equity securities     (7,500 )   (31,360 )
  Sales of equity securities     7,286      
  Acquisitions, net of cash acquired     (9,771 )   1,557  
   
 
 
Net cash used in investing activities     (51,440 )   (45,604 )
   
 
 
CASH FLOWS FROM FINANCING ACTIVITIES AND OTHER:              
  Proceeds from issuance of Capital Stock, net     16,495     124,682  
  Other     615     2,431  
   
 
 
Net cash provided by financing activities and other     17,110     127,113  
   
 
 
Net change in cash, cash equivalents, and marketable debt securities     36,723     211,320  
Cash, cash equivalents, and marketable debt securities at beginning of period     1,688,666     1,004,301  
   
 
 
Cash, cash equivalents, and marketable debt securities at end of period   $ 1,725,389   $ 1,215,621  
   
 
 


Yahoo! Inc.

First Quarter 2001 Operating Highlights

April 11, 2001

    During the first quarter of 2001, Yahoo! achieved strong growth of the Yahoo! brand, its management team, audience, services and customers.

    The company continued to add leadership to its management team with several key new hires.

Audience Growth, Usage and Loyalty


The Yahoo! Brand

Consumer Services

    During the first quarter, Yahoo! continued to build the Internet's leading global consumer and business services company, by expanding and delivering a broad and deep array of essential content, commerce and communications services for the world's largest Internet audience.


    Further extending the company's leadership position in the wireless arena, Yahoo! Everywhere launched several new services and signed a number of strategic agreements with device and wireless providers in the United States and across Europe, Asia and Latin America, bringing the company's total number of wireless and alternative device alliances to more than 40.


Business and Enterprise Services

    Yahoo! continues to be an essential service for businesses, and in 2001, the company launched a range of business products and services.

Interactive Marketing and Merchant Services


Yahoo!, Corporate Yahoo!, My Yahoo! and the Yahoo! logos are trademarks and/or registered trademarks of Yahoo! Inc. All other names are trademarks and/or registered trademarks of their respective owners.




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Yahoo! Reports First Quarter 2001 Financial Results
Company Posts $180.2 Million in Revenue and $7.6 Million in Pro-Forma Net Income
Yahoo! Inc. Unaudited Pro Forma Condensed Consolidated Statements of Operations (in thousands, except per share amounts)
Yahoo! Inc. Unaudited Condensed Consolidated Statements of Operations (in thousands, except per share amounts)
Yahoo! Inc. Unaudited Consolidated Summary Balance Sheet Data (in thousands)
Yahoo! Inc. Unaudited Consolidated Summary Cash Flows Data (in thousands)
Yahoo! Inc. First Quarter 2001 Operating Highlights April 11, 2001