• Home
  • Latest
  • Fortune 500
  • Finance
  • Tech
  • Leadership
  • Lifestyle
  • Rankings
  • Multimedia

Trendingnow

1

Jensen Huang made his $172 billion fortune on AI chips. His family's $75 million gift to Vanderbilt argues art decides what technology is for

2

'The demographic dividend of the last 40 years is ending': J.P. Morgan says the world is running out of the two things that kept interest rates down

3

The $39 trillion U.S. national debt isn’t as high as Japan’s and Singapore’s relative to economy size—and yet it's still worse somehow

1

Jensen Huang made his $172 billion fortune on AI chips. His family's $75 million gift to Vanderbilt argues art decides what technology is for

2

'The demographic dividend of the last 40 years is ending': J.P. Morgan says the world is running out of the two things that kept interest rates down

3

The $39 trillion U.S. national debt isn’t as high as Japan’s and Singapore’s relative to economy size—and yet it's still worse somehow
FinanceYahoo

Could Yahoo Hack Allow Verizon to Pull the Plug on their Deal?

By
Dan Primack
Dan Primack
Down Arrow Button Icon
By
Dan Primack
Dan Primack
Down Arrow Button Icon
September 22, 2016, 4:21 PM ET
Add Fortune on Google for similar content.

Yahoo (YHOO) today confirmed that information from at least 500 million user accounts was stolen in 2014, by what it is calling a “state-sponsored actor.” This could create a problem for the company’s recent agreement to be acquired by Verizon for $4.8 billion.

The Verizon-Yahoo merger documents include fairly standard material breach language, which basically means that Verizon cannot bail on the deal because of changes in external factors like global political conditions, or, say, a terrorist attack. It also cannot terminate because Yahoo misses financial projections (either internal or external).

Verizon (VZ) could, however, claim a material breach for something like this data hack, by arguing that the event has caused irreparable harm to Yahoo in terms of customer trust and usage. Nonetheless, it would be very tough sledding to get a Delaware court to agree a so-called material adverse event had occurred, particularly given that evidence of reduced usage and related revenue declines, for example, would not be immediately available for quite some time. But it is theoretically possible. Verizon also could use the threat of such a claim to renegotiate its original agreement.

(Related: What You Should Do After the Verizon Hack)

A larger threat to the deal, however, relates to what Yahoo knew and when it knew it. Check out this paragraph from the Verizon-Yahoo merger agreement, dated July 23, 2016:

To the Knowledge of Seller, there have not been any incidents of, or third party claims alleging, (i) Security Breaches, unauthorized access or unauthorized use of any of Seller’s or the Business Subsidiaries’ information technology systems or (ii) loss, theft, unauthorized access or acquisition, modification, disclosure, corruption, or other misuse of any Personal Data in Seller’s or the Business Subsidiaries’ possession, or other confidential data owned by Seller or the Business Subsidiaries (or provided to Seller or the Business Subsidiaries by their customers) in Seller’s or the Business Subsidiaries’ possession, in each case (i) and (ii) that could reasonably be expected to have a Business Material Adverse Effect.

The first possible public reports of this breach didn’t come out until a week after the Verizon deal was announced, via a Motherboard post claiming that a hacker was “advertising 200 million of alleged Yahoo user credentials on the dark web.” Yahoo did tell Motherboard that it was “aware” of the claims, but neither confirmed nor denied their legitimacy.

One other possibility, of course, is that the hack reported by Motherboard is different than what Yahoo today is confirming. The company has not given specifics yet on that.

As for Verizon, the telecom giant says that Yahoo only informed it of the breach within the past two days (i.e., not before the merger agreement was signed). That means, in order to have not breached its warranties and representations to Verizon, Yahoo either: (a) Must have first learned of the 500 million account hack after July 23, but before August 1; or (b) This is a different hack than the one reported by Motherboard.

In a statement, Verizon only would say that it “will evaluate as the investigation continues.”

UPDATE: Yahoo has issued a statement saying that it “has never had reason to believe that there is any connection between the security issue disclosed yesterday and the claims publicized about a hacker in August 2016. Confusing the two events is inaccurate.” Yahoo has declined, however, to say when it first learned of the hack.

About the Author
By Dan Primack
See full bioRight Arrow Button Icon
Add Fortune on Google for similar content.

Latest in Finance

Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025

Most Popular

Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Finance
Lorem ipsum dolor sit amet, consectetur adipiscing elit, sed do eiusmod tempor incididunt ut labore et dolore magna aliqua. Ut enim ad minim veniam
By Fortune Editors
October 20, 2025
Fortune Secondary Logo
Rankings
  • 100 Best Companies
  • Fortune 500
  • Global 500
  • Fortune 500 Europe
  • Most Powerful Women
  • World's Most Admired Companies
  • See All Rankings
  • Lists Calendar
Sections
  • Finance
  • Fortune Crypto
  • Features
  • Leadership
  • Health
  • Commentary
  • Success
  • Retail
  • Mpw
  • Tech
  • Lifestyle
  • CEO Initiative
  • Asia
  • Politics
  • Conferences
  • Europe
  • Newsletters
  • Personal Finance
  • Environment
  • Magazine
  • Education
Customer Support
  • Frequently Asked Questions
  • Customer Service Portal
  • Privacy Policy
  • Terms Of Use
  • Single Issues For Purchase
  • International Print
Commercial Services
  • Advertising
  • Fortune Brand Studio
  • Fortune Analytics
  • Fortune Conferences
  • Business Development
  • Group Subscriptions
About Us
  • About Us
  • Press Center
  • Work At Fortune
  • Terms And Conditions
  • Site Map
  • About Us
  • Press Center
  • Work At Fortune
  • Terms And Conditions
  • Site Map
  • Facebook icon
  • Twitter icon
  • LinkedIn icon
  • Instagram icon
  • TikTok icon
  • YouTube icon

Latest in Finance

Photo of RFK Jr.
HealthFDA
RFK Jr.’s peptide push narrowly gains backing from FDA advisers despite objections from scientists
By The Associated Press and Matthew PerroneJuly 24, 2026
8 hours ago
Canada celebrates new Detroit River bridge connecting Ontario to Michigan as 50% tariff feud keeps American officials away
North AmericaTariffs
Canada celebrates new Detroit River bridge connecting Ontario to Michigan as 50% tariff feud keeps American officials away
By The Associated Press, Mike Householder and Ed WhiteJuly 24, 2026
8 hours ago
dario
AIEconomics
Anthropic’s head of economics just explained why we haven’t seen a white-collar bloodbath — yet
By Nick LichtenbergJuly 24, 2026
9 hours ago
pjm
EnergyData centers
The AI boom’s hidden electricity bill — and why you’re paying it
By Nick LichtenbergJuly 24, 2026
10 hours ago
j
AINvidia
Nvidia, Microsoft lead call for open-weight AI models after Kimi
By Michael Shepard and BloombergJuly 24, 2026
10 hours ago
Trump’s latest import taxes could set a precedent for a ‘broad tariff generator’ on anything a president wants to target, expert warns
LawTariffs
Trump’s latest import taxes could set a precedent for a ‘broad tariff generator’ on anything a president wants to target, expert warns
By Jason MaJuly 24, 2026
10 hours ago

Most Popular

Jensen Huang made his $172 billion fortune on AI chips. His family's $75 million gift to Vanderbilt argues art decides what technology is for
Big Tech
Jensen Huang made his $172 billion fortune on AI chips. His family's $75 million gift to Vanderbilt argues art decides what technology is for
By Sydney LakeJuly 23, 2026
2 days ago
'The demographic dividend of the last 40 years is ending': J.P. Morgan says the world is running out of the two things that kept interest rates down
Economy
'The demographic dividend of the last 40 years is ending': J.P. Morgan says the world is running out of the two things that kept interest rates down
By Eleanor PringleJuly 24, 2026
20 hours ago
The $39 trillion U.S. national debt isn’t as high as Japan’s and Singapore’s relative to economy size—and yet it's still worse somehow
Economy
The $39 trillion U.S. national debt isn’t as high as Japan’s and Singapore’s relative to economy size—and yet it's still worse somehow
By Sasha RogelbergJuly 23, 2026
1 day ago
The millennial generation has split, new Fed research shows: Those over 35 are edging toward boomer-style wealth, while everyone else falls behind
Real Estate
The millennial generation has split, new Fed research shows: Those over 35 are edging toward boomer-style wealth, while everyone else falls behind
By Nick LichtenbergJuly 22, 2026
2 days ago
Current price of oil as of July 24, 2026
Personal Finance
Current price of oil as of July 24, 2026
By Joseph HostetlerJuly 24, 2026
17 hours ago
Turns out Dead Internet Theory was right: AI agents are eating the Web, growing by nearly 8,000% and rewiring the Internet's business model
AI
Turns out Dead Internet Theory was right: AI agents are eating the Web, growing by nearly 8,000% and rewiring the Internet's business model
By Mia OsmonbekovJuly 23, 2026
1 day ago

© 2026 Fortune Media IP Limited. All Rights Reserved. Use of this site constitutes acceptance of our Terms of Use and Privacy Policy | CA Notice at Collection and Privacy Notice | Do Not Sell/Share My Personal Information
FORTUNE is a trademark of Fortune Media IP Limited, registered in the U.S. and other countries. FORTUNE may receive compensation for some links to products and services on this website. Offers may be subject to change without notice.