Regulation FD Disclosure.
On October 4, 2019, Altaba Inc. (the Fund) announced that it filed a certificate of dissolution (the Certificate of
Dissolution) with the Secretary of State of the State of Delaware, as contemplated by the Plan of Complete Liquidation and Dissolution (the Plan) previously approved by the Funds Board of Directors and stockholders. The
Certificate of Dissolution, which became effective at 4:00 p.m. Eastern Time on October 4, 2019 (the Effective Time), provides for the dissolution of the Fund under the General Corporation Law of the State of Delaware.
In connection with the filing of the Certificate of Dissolution, effective as of the Effective Time, the Fund closed its stock transfer books
and discontinued recording transfers of its common stock, $0.001 par value per share (the Shares). Record holders of Shares are no longer able to transfer record ownership of their Shares on the Funds stock transfer books, other
than transfers by will, intestate succession or operation of law.
The Fund has requested that The Depository Trust Company
(DTC) maintain records representing the right to receive any post-dissolution liquidating distributions, including transfers of such rights. Consequently, the Fund expects that transfers of such rights will be tracked by DTC. To the
extent that a stockholders Shares are not held by a DTC participant as of the Effective Time, it could be more difficult for such stockholder to transfer such stockholders rights to receive any post-dissolution liquidating distributions.
As previously announced, the Fund notified The NASDAQ Global Select Market (collectively with the Nasdaq Stock Market LLC,
Nasdaq) on September 23, 2019 of its intention to file the Certificate of Dissolution on October 4, 2019, and Nasdaq halted trading in the Shares on Nasdaq following the close of regular trading on October 2, 2019. Nasdaq
has advised the Fund that trading in the Shares will be indefinitely suspended prior to the opening of trading on October 7, 2019, and that Nasdaq will thereafter file with the Securities and Exchange Commission (the SEC) a Notice
of Removal from Listing and/or Registration on Form 25 to cause the Shares to be delisted. Prior to the filing of the Certificate of Dissolution, the Shares were listed on Nasdaq and traded under the ticker symbol AABA. The Fund expects
to continue to be registered as an investment company under the Investment Company Act of 1940 (the 1940 Act) and will file reports in compliance with the 1940 Act and regulations thereunder.
Additional information regarding the Plan and the dissolution process can be found in the Funds Definitive Proxy Statement on Schedule
14A, filed with the SEC on May 17, 2019 (the Proxy Statement).
A copy of the press release issued by the Fund on
October 4, 2019 announcing the filing of the Certificate of Dissolution is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This document contains forward-looking statements concerning the Funds liquidation and dissolution pursuant to the Plan. Without limiting the foregoing,
words or phrases such as will likely result, are expected to, will continue, anticipate, estimate, project, believe, intend or similar expressions are
intended to identify forward-looking statements. These statements are not statements of historical facts and do not reflect historical information. Forward-looking statements are subject to numerous risks and uncertainties and actual results may
differ materially from those statements. Such risks and uncertainties relate to, among other things: the availability, timing and amount of post-dissolution liquidating distributions; the amounts that will need to be set aside by the Fund; the
adequacy of such reserves to satisfy the Funds obligations; the ability of the Fund to favorably resolve certain potential tax claims, litigation matters and other unresolved contingent liabilities of the Fund; the application of, and any
changes in, applicable tax laws, regulations, administrative practices, principles and interpretations; and the incurrence by the Fund of expenses relating to the liquidation and dissolution. Further information regarding the risks, uncertainties
and other factors that could cause actual results to differ from the results in these forward-looking statements are discussed under the section Risk Factors in the Proxy Statement, as supplemented. The forward-looking statements
included in this document are made only as of the date hereof.
The Fund does not undertake any obligation to update or supplement such forward-looking
statements to reflect events or circumstances after the date hereof, except as required by law. Because the Fund is an investment company, the forward-looking statements and projections in this press release are excluded from the safe harbor
protection provided by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.