ALTABA INC.

election_required = True...r exchange all Shares tendered by any Odd Lot Holder who: • properly tenders and does not properly withdraw all Shares owned by such Odd Lot Holder (tenders of less than all of the Shares owned by an Odd Lot Holder will not qualify for this preference); and • completes the section entitled “Odd Lots” in the Letter of Transmittal or, in the case of a book-entry transfer, an Agent’s Message (or, in the case of a beneficial owner, arranges with the owner’s broker, dealer, commercial bank, trust company or other nominee for such completion or Agent’s Message); and • Second, subject to the conditional tender provisions described in Section 6, we will accept Shares fr...

expiry = 2018-07-11...g Shares of Common Stock of ALTABA INC. In Exchange For American Depositary Shares of Alibaba Group Holding Limited Plus an Additional Amount in Cash THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON JULY 11, 2018, UNLESS THE OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE AND TIME, AS IT MAY BE EXTENDED, THE “EXPIRATION DATE”). THIS OFFER IS SUBJECT TO IMPORTANT TERMS AND CONDITIONS, INCLUDING THE CONDITIONS LISTED IN SECTION 7. Altaba Inc. (the “Fund,”...

expiry = 2018-08-08...or American Depositary Shares of Alibaba Group Holding Limited Plus an Additional Amount in Cash Pursuant to the Offer to Purchase Dated June 7, 2018 THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON AUGUST 8, 2018, UNLESS THE OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE AND TIME, AS IT MAY BE EXTENDED, THE “EXPIRATION DATE”). THE OFFER IS SUBJECT TO IMPORTANT TERMS AND CONDITIONS, INCLUDING THE CONDITIONS LISTED IN SECTION 7 OF THE OFFER TO PURCHASE. T...

listed = True...“Offer Consideration”), upon the terms and subject to the conditions described in this Offer to Purchase and in the related Letter of Transmittal (which together, as they may be amended or supplemented from time to time, constitute the “Offer”). Alibaba ADSs are listed on the New York Stock Exchange (“NYSE”) and trade under the symbol “BABA.” Each Alibaba ADS represents an ordinary share, par value $0.000025 per share (the “Alibaba Ordinary Shares” and, together with the Alibaba ADSs, the “Alibaba Shares”), of Alibaba. The “Alibaba VWAP” (determined as described herein) means the daily volume-weighted average price for an Alibaba AD...

mechanism = NAV...ndments to the Offer may be made at any time and from time to time by public announcement of such amendments. See Section 15. 8. Price Range of Shares The following table sets forth, for each of the calendar quarters indicated, the high and low closing market prices for the Shares on Nasdaq, the net asset value per Share and the premium or discount to net asset value per Share at which the Shares were trading. Price Range of Shares Market Price per Share Net Asset Value per Share on Date of Market Price High and Low(1) Premium/(Discount) on Date of Market Price High and Low(2) During Quarter Ended High Low High Low High Low March 31, 2018 $ 80.30 $ 69.15...

must_tender_all = True...y a particular stockholder as a single lot, and will limit our purchase in each case to the designated minimum number of Shares to be purchased. To be eligible for purchase by random lot, stockholders whose Shares are conditionally tendered must have properly tendered all of their Shares. 38 Table of Contents 7. Conditions of the Offer. Notwithstanding any other provision of the Offer, we will not be required to accept for exchange, purchase or pay for any Shares tendered, and may terminate or amend the Offer or may postpone the acceptance for payment of, or the purchase of or the payment for Shares tendered, subject to...

must_tender_all = True..., is: Shares. If, because of proration, the minimum number of Shares designated will not be purchased, the Fund may accept conditional tenders by random lot, if necessary. However, to be eligible for purchase by random lot, the tendering stockholder must have tendered all of his or her Shares and checked this box: ☐ The tendered Shares represent all Shares held by the undersigned. (8) SPECIAL PAYMENT INSTRUCTIONS (SEE INSTRUCTIONS 6 AND 12) If you want the Alibaba ADSs and/or a check for cash (including any cash paid in lieu of fractional Alibaba ADSs) and any certificates for the Shares not tendered or not accepted for purch...

threshold = 100...e Shares will be purchased. As noted above, we do not intend to increase the number of Shares accepted for payment in the Offer. (c) Odd Lots The term “Odd Lots” means all Shares properly tendered prior to the Expiration Date and not properly withdrawn by any Odd Lot Holder, which shall be a person who owned a total of fewer than 100 Shares and so certified (or, in the case of a beneficial owner, arranges with the owner’s broker, dealer, commercial bank, trust company or other nominee to so certify) in the appropriate place on the Letter of Transmittal. To qualify for this preference, an Odd Lot Holder must tender all Shares owned by the Odd Lot Holder in accordance with th...

threshold = 100...Shares. Accordingly, this section is to be completed only if Shares are being tendered by or on behalf of a person owning, beneficially or of record, an aggregate of fewer than 100 Shares. The undersigned either (check one box): ☐ is the beneficial or record owner of an aggregate of fewer than 100 Shares, all of which are being tendered; or ☐ is a broker, dealer, commercial bank, trust company or other nominee that (a) is tendering for the beneficial owner(s), Shares with respect to which it is the record holder and (b) believes, based upon representations made to it by the beneficial owner(s), that each such person is the beneficial own...

txn_type = CONSOLIDATION...t 10,000,000 Alibaba ADSs in the Alibaba Resale; • the Exemptive Order shall not have been granted; • the Alibaba Shares shall have been changed into a different number of shares or a different class by reason of any reclassification, stock split (including a reverse stock split), recapitalization, split-up, combination, exchange of shares, readjustment, or other similar transaction, or a stock dividend thereon shall have been declared with a record date prior to the Expiration Date; 40 Table of Contents • we shall have determined that the consummation of the Offer and the purchase of the Shares pursuant to the...

txn_type = TENDER_OFFEREX-99.(A)(1)(B) 2 d656691dex99a1b.htm EX-(A)(1)(B) EX-(a)(1)(B) Exhibit (a)(1)(B) AMENDED AND RESTATED LETTER OF TRANSMITTAL Offer to Purchase Up to 195,000,000 of the Issued and Outstanding Shares of Common Stock of ALTABA INC. In Exchange For American Depositary Shares of Alibaba Group Holding Limited Plus an Additional Amount in Cash Pursuant to the Offer to Purchase Dated June 7, 2018 THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY...

txn_type = TENDER_OFFER...ba Inc. (“Altaba” or the “Fund”), a non-diversified, closed-end management investment company organized as a Delaware corporation, pursuant to Rule 13e-4 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), in connection with the Fund’s offer to purchase up to 195,000,000 (approximately 24%) of the Fund’s issued and outstanding shares of its common stock, par value $0.001 per share (the “Shares”). For each Share accepted in the Offer (as defined below), stockholders will receive: (i) 0.35 American Depository Shares (“Alibaba ADSs”) of Alibaba Group Holding Limited, a Cayman Islands compa...

txn_type = TENDER_OFFER...ba Inc. (“Altaba” or the “Fund”), a non-diversified, closed-end management investment company organized as a Delaware corporation, pursuant to Rule 13e-4 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), in connection with the Fund’s offer to purchase up to 195,000,000 (approximately 24%) of the Fund’s issued and outstanding shares of its common stock, par value $0.001 per share (the “Shares”). For each Share accepted in the Offer (as defined below), stockholders will receive: (i) 0.35 American Depository Shares (“Alibaba ADSs”) of Alibaba Group Holding Limited, a Cayman Islands compa...

expired_on = 2018-08-08...he Schedule TO is hereby amended and supplemented by adding at the end thereof the following text: On August 10, 2018, the Fund issued a press release announcing the final results of the Offer, which expired at 5:00 p.m., New York City time, on August 8, 2018. A copy of the press release is filed as Exhibit (a)(5)(G) to this Schedule TO and is incorporated herein by reference. Item 12. Exhibits. Item 12 of the Schedule TO is hereby amended and supplemented by adding the following exhibit to the exhibit index: (a)(5)(G) Press release,...

proration_pct = 54.42...ing stockholders. These Shares were allocated on a pro rata basis (except that “odd lot” holders’ Shares were purchased on a priority basis). The Fund has been informed by the Exchange Agent that the proration factor for the Offer is approximately 54.42%. The Exchange Agent will promptly issue payment for the Shares accepted for purchase in the Offer and return Shares tendered in the Offer but not accepted for purchase. The aggregate Offer Consideration for the Shares purchased by the Fund in the Offer is approximately 68,250,00...

tendered = 358184048...Schedule TO is hereby amended and supplemented by inserting at the end thereof the following text: Based on the final count by the Exchange Agent, after adjusting for conditional tenders, a total of 358,184,048 Shares were properly tendered and not properly withdrawn. Because the Offer was oversubscribed, only 195,000,000 of such Shares were accepted from tendering stockholders. These Shares were allocated on a pro rata basis (except that “odd lot” holders’ Shares were purchased on a priority basis). The Fund has b...