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June 26, 2008 12:38 PM PDT

Icahn battles for Yahoo's gold

Proxy fights often leave shareholders feeling black and blue, but when it comes to the battle of Carl Icahn and Jerry Yang, it's a case of gold vs. white.

Icahn on Thursday filed his preliminary proxy statement with the Securities and Exchange Commission, outlining the backgrounds of his proposed director slate and encouraging shareholders to use his gold ballots to vote in the upcoming shareholder meeting. Yahoo sent a letter yesterday urging shareholders to vote for its proposed slate on its white ballots.

In his proxy, which was well timed to coincide with Yahoo's reorganization, Icahn outlines some of the steps he would propose to the new board, if it is elected.

Icahn says he would propose to (and I'm quoting directly here):

•Eliminate the Change In Control Severance Plan;

•Hire a talented and experienced CEO to replace Jerry Yang and return Jerry to his role as "Chief Yahoo";

•Inform Microsoft that unless any "alternative transaction" can (ensure) a $33 or higher stock price, all talks of alternative transactions are over; and

•Offer publicly to sell Yahoo to Microsoft in a friendly and cooperative transaction.

Yahoo's current leadership, meanwhile, says that Icahn is distracting it from its work.

"It is time for Yahoo to turn its undivided attention to implementing its key strategies, and we therefore urge you to reject Mr. Icahn's slate and his ill-defined agenda," Yahoo said in its letter, which also made the case for its deal with Google. Yahoo is also gearing up for a road show with its investors.

The shareholder vote is slated for August 1. In the meantime, Yahoo shareholders are also said to be pushing to get Microsoft and Yahoo talking again, sources have told CNET News.com.

During her years at CNET News, Ina Fried has changed beats several times, changed genders once, and covered both of the Pirates of Silicon Valley. These days, most of her attention is focused on Microsoft. E-mail Ina.
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Add a Comment (Log in or register) 4 comments
by Penguinisto June 26, 2008 1:46 PM PDT
Icahn is only out to make a quick buck - and damn the long-term future of Yahoo. On the bright side, his blind greed will ensure that MSFT spends even more time and treasure in a futile attempt to catch up with Google, while their OS and Office divisions continue sliding into even further neglect. Steve Jobs, Red Hat, Canonical, and Sun (OpenOffice) couldn't have asked for a better agent to help in speeding along the decline of Microsoft. While it would suck to see Yahoo go under like that, in the long-term I believe it'll be for the best. Let Icahn chase his dollars, and let Ballmer chase his futile dreams of Googlehood. Meanwhile, Windows and Office will continue their merry weakening. Eventually, Ballmer may wake up and realize that he has failed in capturing Google's torrent of inbound money, but I suspect that by the time he does, it may be too late to save Windows.
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by Sugiarto Setiabudi June 26, 2008 4:41 PM PDT
Carl Ichan should do socially responsible investment.,Corporate Governance system more important than asset value for the best long term interest Yahoo stakeholders.

Yahoo stakeholfers should do battle to illegal hostile take over and also his "ill will"
Yahoo board has absolutely discreation power in deciding Corporate Strategy for the best long term interest to its stakeholders and society at large.

Yahoo will more valuable than before after reshape and envigorate its managemen structure and services.

Yahoo's shareholder feel free to stay or leave Yahoo..
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by techfan_08 June 27, 2008 4:30 PM PDT
interesting!
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by marc_90292 July 7, 2008 7:40 AM PDT
Carl Icahn has a reverse Midas touch, see his TWA deal. Stay away from his ideas as far as you can.
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About Beyond Binary

During her years at CNET News, Ina Fried has changed beats several times, changed genders once, and covered both of the Pirates of Silicon Valley. These days, most of her attention is focused on Microsoft.


Beyond Binary is a look at how technology is changing our lives and the people behind all that life-changing stuff, with an extra emphasis on that which emanates from Redmond, Wash.

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