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Report: Icahn Will File Yahoo Proxy Board Slate
Posted May 14, 2008 05:24pm EDT by Aaron Task in Investing, Internet, Newsmakers, Venture Capital, M and A, IPOs
Updated from 5:24 p.m. EDT
Carl Icahn is going to move forward with a full proxy slate to replace Yahoo's board of directors, Reuters reports.
The deadline for Icahn (or anyone else) to submit a proxy slate is Thursday, so if the famed corporate raider is going to make a move, we'll know very shortly.
As Henry and I discussed this morning, a key question is whether big Yahoo shareholders Gordon Crawford and Bill Miller will support Icahn. Then again, he might not care and Yahoo's board might end up wishing they'd dealt with the devil they know (i.e., Ballmer) when all is said and done.
Icahn did not respond to a call seeking comment.
Update: The obvious question: Is Microsoft supporting Icahn, either overtly or covertly? We'll know more if/when Icahn announces his proxy slate; if some of the same folks set to be on Microsoft's since-disbanded slate are on Icahn's, then it's fair to say Redmond had a hand in this.Knowing Microsoft is ready to take a chance again would certainly help, but I don't think it's the only thing on Icahn's mind. He's an opportunist – and I don't mean that in a negative way. It could be he believes new management could do more to extract value from Tech Ticker's parent, whether Microsoft has truly "moved on" or not.
Assuming Icahn does move forward, Capital Re's Crawford and Legg Mason's Miller are key to any effort to oust (or merely influence) Yahoo's board because, combined, they represent ownership of about 23% of Yahoo shares.
Crawford has publicly scolded Jerry Yang and Yahoo's "so-called independent" board and has a history of working behind the scenes to oust executives who let him down (Steve Case at AOL-Time Warner, as Kara Swisher details). So it's reasonable to think Crawford could be supporting Icahn's effort.
Miller would seem to be more of a wildcard given his public statements this morning, as reported in The NY Times: “Unless Microsoft is willing to come back and discuss a deal, it is hard to see what additional directors or new directors would be able to accomplish on behalf of shareholders.”
Then again, "Miller is on his last legs," as one money manager told me this afternoon (Wall Street is a cold place.) After an amazing period of outperforming the market, Miller has struggled in the past two years and again so far in 2008, hurting both his reputation and his parent company.
Arguably more than anyone else, Miller needs Yahoo shares to rally – one way or another.
79 Comments
Mr Cool - Wednesday May 14, 2008 05:53PM EDT
This is real fun stuff to watch. It's good to see Yaho get what it deserves. Jerry Yang and the current board just got too greedy.
Yoshi - Wednesday May 14, 2008 05:57PM EDT
lol the best thing about opinions is that everyone has one... and i can sit here and laugh at the people who post comments about how simple things are and how easy the choice is to make. abcdben do you own a multi million-multi billion dollar company? and what education do you have to back up this "simple fix" plan that you came up with?
Marion - Wednesday May 14, 2008 05:58PM EDT
If Ichan DOES PROXY AND WINS and msft steps in ,will that make my stock be worth more later
Robert C - Wednesday May 14, 2008 06:02PM EDT
YHOO merge with Facebook, then sell to GOOG, and finally merge all that with MSFT! Now that'll be cool...haha huhuhuh (Beavis and Butthead laugh)
Jarrett - Wednesday May 14, 2008 06:04PM EDT
Its exciting to watch yahoo's value climb. Yang was not thinking of his shareholders when he declined the $34 dollar bit.
Aaron - Wednesday May 14, 2008 06:07PM EDT
abcdben - I hear what you're saying about taking YHOO private; I was making the argument that Icahn might not care if MSFT is on board. Like a pvt equity buyer he might think new management can extract more value from my employer. But Yahoo is too big for Icahn to buy outright and the pvt equity boom has gone bust. - Aaron Task.
A to the Z - Wednesday May 14, 2008 06:13PM EDT
Just give the company to me. I'll fix it all. I can make sure Yahoo causes oil prices to fall, elects the correct next president, ends terrorism, and eliminates pollution. Me and Yahoo are unstoppable.
__A_YAHOO_USER__ - Wednesday May 14, 2008 06:24PM EDT
1 yr from now. This is what going to happen, Jerry Yang your expense report needs a approval from Bill gates for the BlackBerry cell phone., Also you need approval from corp. MSFT for the new year yahoo party. MSFT A/P manager tell Jerry " i do not care you created Yahoo in your dorm room, you still need the appoval from MSFT corp.
RanHarley - Wednesday May 14, 2008 06:26PM EDT
Maybe it will increase the value of the dollar! lol
Yahoo! Finance User - Wednesday May 14, 2008 06:28PM EDT
I say Yahoo and Google merge and then take over Microsoft. I'm sure Google could pump out something better than Vista.
Jerry l - Wednesday May 14, 2008 06:45PM EDT
Who is caring about the employees at Yahoo!?
Yahoo! Finance User - Wednesday May 14, 2008 06:59PM EDT
Most of you are not in the tech industry and have no idea about what is going on at Yahoo!.
Sanjay - Wednesday May 14, 2008 07:00PM EDT
YAHOOOOO !!!! BOOHOOOOOO !!! Bulls Make Money, Bears Make Money. PIGS get slaughtered. Yahoo is a PIG, and a greedy one at that too.
DORKFLY - Wednesday May 14, 2008 07:07PM EDT
It doesn't matter who owns the Yahoo dinosaur. The dinosaur will still be a dinosaur.
MIMI - Wednesday May 14, 2008 07:09PM EDT
I DO NOT want Yahoo to be involved with Microsoft - Microsoft is "too big for their britches".
rosco - Wednesday May 14, 2008 07:11PM EDT
Hi, Something has to change at Yahoo.They are trying everything in the book to improve their company.Customers are busy trying adapt to their changes that they come up regularly.Some time it is over whelming to the users of Yahoo,especially the new members.I hope everything turns out well for all when the smoke clears.
Annoyed - Wednesday May 14, 2008 07:12PM EDT
After the deal with Microsoft fell apart I suspected something like this would happen. AT&T customers: do you want yet another company using your personal information for THEIR benefit? AT&T internet service provides Yahoo email. I don't want Microsoft involved in my email service. Do you?
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- Wednesday May 14, 2008 05:43PM EDT
Carl, File the slate, but take YHOO private. Outsource everyhing to GOOG and then reemerge 12 - 18 months later and go public. You'll make about 15 to 35 billion