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Yahoo Forms Committee to Explore Options

February 19, 2016, 4:17 PM UTC
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LAS VEGAS, NV - JANUARY 07: Yahoo! President and CEO Marissa Mayer delivers a keynote address at the 2014 International CES at The Las Vegas Hotel & Casino on January 7, 2014 in Las Vegas, Nevada. CES, the world's largest annual consumer technology trade show, runs through January 10 and is expected to feature 3,200 exhibitors showing off their latest products and services to about 150,000 attendees. (Photo by Ethan Miller/Getty Images)
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Yahoo is one step closer to admitting it may need to sell its core business.

The company on Friday announced that it has enlisted the help of financial firms Goldman Sachs (GS), J.P. Morgan (JPM), and PJT Partners, along with legal adviser Cravath, Swaine & Moore, to explore possible transactions. Those advisors will aid a Strategic Review Committee comprising independent board members, who will actively seek out transactions for its business.

“The Board is thoroughly committed to exploring strategic alternatives while simultaneously supporting management and the employees in their implementation of Yahoo’s strategic plan,” Yahoo (YHOO) board chairman Maynard Webb said in a statement. “We believe that pursuing these complementary paths is in the best interests of our shareholders and will maximize value.”

While Yahoo didn’t commit to any move in its statement, and said it will not provide additional comment on the Committee’s efforts unless an “agreement is reached,” it’s clear the company is seeking opportunities to sell its core business made up of digital platforms, including e-mail and video, along with several other divisions including its advertising services.

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The debate over Yahoo’s business and how to turn it around has been ongoing for several years. In the last year, however, those concerns over Yahoo’s business have intensified.

Activist investor Starboard Value has released several statements recently, arguing not only that Yahoo must consider a sale of its core business, known as Yahoo Core, but also unleash the value the company has in its stake in China-based e-commerce giant Alibaba.

Last year, Yahoo announced plans to spin off its stake in Alibaba into a completely separate company. The idea was to unlock the $30 billion stake Yahoo owns in Alibaba (BABA), as well as its $8 billion stake in Yahoo Japan, and transfer that wealth to shareholders. All that would be left of Yahoo would be its core assets.

Yahoo ultimately decided against the spin-off in December after intensifying pressure from Starboard Value, among other shareholders, called on the board to reevaluate its options. That was followed earlier this month by plans from Yahoo CEO Marissa Mayer to spin off Yahoo Core and lay off approximately 15% of the company’s staff. Her plan came after Yahoo reported a 15% decline in adjusted quarterly revenue for the fourth quarter and it again became clear that the company was facing serious difficulty in its digital-advertising battle with Alphabet’s Google (GOOG) and Facebook (FB), among others.

For more, read: Yahoo Rebuffed Potential Buyers of its Internet Business

Since then, Mayer has been making strategic cuts at Yahoo. Earlier this week, Yahoo cuts its research lab. Mayer has also axed several editorial outlets, including Yahoo Food and Yahoo Health, despite Mayer arguing in 2014 that editorial content could ultimately help the company generate more revenue.

After years of bloodletting and a revolving door at the top, Mayer, a celebrated Google executive with several significant accomplishments, was believed to be the person that could address Yahoo’s competitive woes. After taking the CEO role in 2012, she quickly acquired several companies, including popular microblogging platform Tumblr. The company also focused on expanding its userbase in hopes of generating more advertising revenue. During her tenure, however, Yahoo’s revenue has remained about flat at $5 billion. The nearly $4 billion profit the company generated in 2012 turned into a $4.4 billion loss last year.

Those troubles, coupled with Yahoo’s plummeting stock price—shares are down over 32% in the last year to approximately $30—have prompted Starboard and other shareholders to call for Mayer’s firing. So far, the board says it stands behind Mayer and needs to support her turnaround efforts.

For more on Yahoo’s troubles, watch:

With the formation of the Strategic Review Committee, however, Yahoo Core’s days may be numbered. According to a report from Reuters in February, Verizon has already enlisted the help of AOL CEO Tim Armstrong to explore the possibility of acquiring Yahoo. Verizon last year acquired AOL for $4.4 billion. Sources told Fortune in December that several other companies were circling Yahoo in hopes of acquiring the company’s core business. Last month, Yahoo was said to have been approached for a possible sale, but ultimately decided against taking any deals.

Placing a value on that business, however, may be difficult, since the company’s market cap does not reflect reality. As of this writing, Yahoo’s market cap stands at $28.5 billion—less than its stake in Alibaba. That would suggest, therefore, that Yahoo’s core business is worthless.

However, in interviews with Fortune in December, several analysts said that Yahoo Core actually has value, though it’s difficult to say how much it could fetch on the open market. In general, analysts surveyed by Fortune at the time said that Yahoo Core is worth between $5 billion and $8 billion, depending on how much cash it keeps on the books.

So, what’s next for Yahoo? Given recent reports of interest among both companies and private equity firms, the company’s newly formed committee will undoubtedly field offers. It’s unknown, however, whether Yahoo will ultimately do what shareholders seemingly want and sell off its core business.

Neither Yahoo nor Starboard Value immediately responded to a request for comment.

Yahoo shares are up 1.7% to $29.92 on Friday, following the board’s announcement.