Yahoo shareholder and director Carl Icahn went shopping for a pre-Thanksgiving deal, when he snapped up an additional slug of Yahoo stock, according to a Securities and Exchange Commission filing.
But as easy as it was to scoop up nearly 7 million additional shares, Icahn noted in his SEC filing there is nothing in his post proxy-fight settlement with the company that prevents him from dumping his position or hedging his bets.
The Reporting Persons acquired the Shares referenced in Item 5(c) below from November 24, 2008 through November 26, 2008, because they believed that the shares were undervalued.
Mr. Carl Icahn, who controls the Reporting Persons, is a director of the Issuer, having been selected on August 1, 2008, pursuant to an arrangement with the Issuer settling the proxy contest between the Reporting Persons and the Issuer. A copy of the Settlement Agreement is filed herewith as an exhibit and incorporated herein by reference. Mr. Icahn has informed the Issuer from time to time after his selection as a director that, as a major stockholder of the Issuer, he is in favor of pursuing a transaction with Microsoft relating to the Issuer's search business, for consideration to be negotiated by the parties upon appropriate terms to be agreed upon by them. Mr. Icahn has also had discussions with Microsoft regarding such a transaction but there are no understandings, written or oral, between Microsoft and the Reporting Persons.
The Reporting Persons may, from time to time and at any time, acquire additional Shares and/or other equity, debt or other securities, notes or instruments (collectively, "Securities") of the Issuer in the open market or otherwise and reserve the right to dispose of any or all of their Securities in the open market or otherwise, at any time and from time to time, and to engage in any hedging or similar transactions with respect to the Securities.
The likelihood of Icahn dumping his entire position in the near term would seem slim to none, given he is currently underwater from when he began amassing his 5.5 percent stake earlier this year. And while this most recent purchase will help bring the overall cost he's spent to amass these shares to a lower per share price, it may be awhile, if ever, before he'll receive his payday in a Microsoft deal.
Billionaire investor-activist Carl Icahn opposes selling just a portion of Yahoo, telling CNBC on Wednesday that he believes the company's stock in undervalued.
Carl Icahn opposes a partial sale of Yahoo, saying the company is undervalued.
(Credit: CNET News)"I don't think there is very much to having a partial bid for the company, at least as a large shareholder," Icahn said.
Icahn, who is on Yahoo's board of directors, made the statement while addressing rumors that former AOL Chief Executive Jonathan Miller is trying to raise money to acquire all or a part of the Internet pioneer. Miller reportedly believes he can do a deal worth about $20 to $22 per share.
Icahn, who purchased an additional 7 million shares of Yahoo last week, told CNBC that he spoke recently with Miller about the possibility of buying Yahoo.
"Right now I would be against that and I pretty much told Jonathan that," Icahn said. "I think the stock is very undervalued."
He also said that while he had not spoken with others on the board about a partial sale, he thought they would agree with him.
In recent months, Yahoo shares have fallen, along with the rest of the stock market, and have been hovering around the $10 mark--a far cry from the $33 a share Microsoft offered in its takeover bid for the company earlier this year.
Icahn was also queried about who he thought would make a good chief executive for the search pioneer after the recent resignation of CEO Jerry Yang. Icahn said the company needed a CEO who is "a hard-nosed, cost-cutting kind of guy," but did not mention any candidates by name.
He also emphasized that he would still like to see a search deal worked out with Microsoft.
Yahoo has been under great financial pressure lately. In addition to Yang's resignation, there has been a parade of executives abandoning the troubled search company.
After reporting a 64 percent drop in net income and warning that the advertising market is softening, Yahoo announced in October a layoff of at least 1,430 by the end of 2008. The cut follows another in which about 1,000 Yahoo employees lost their jobs in February.
Update 10:00 a.m. PST: Added Yahoo's closing price Friday.
Although it seems everyone from Microsoft to analysts to shareholders have lost some interest in Yahoo, at least one person hasn't: Carl Icahn.
Over the course of three days this week, the activist investor bought up nearly 7 million shares of Yahoo, the Associated Press reported Friday. That brings Icahn's stake in the Internet search pioneer to about 75.6 million shares, or 5.5 percent, according to a regulatory filing. Icahn paid an average of $9.92 for each share.
Carl Icahn has bought up 7 million shares of Yahoo this week.
(Credit: CNET News)The move comes on the heels of the announcement that Chief Executive Jerry Yang will step down once a replacement for him is found.
Earlier this year, Icahn launched a proxy fight in a bid to take over Yahoo's board. Among his wishes was that Yang step down. The company and Icahn eventually reached an agreement wherein he got a seat on the board, and the number of seats was expanded, with Yahoo appointing two new members from Icahn's slate of candidates. Following the agreement, Yang said that he welcomed Icahn's "fresh perspective."
In recent months, Yahoo shares have fallen, along with the rest of the stock market, and have been hovering lately around $10. That's in contrast to earlier this year, when Microsoft offered $33 a share in a sweetened takeover bid for the company.
Shares of Yahoo closed Friday at $11.51, up 93 cents, or about 9 percent. The stock market was open for a shortened session, following the Thanksgiving holiday.
Last week, Microsoft CEO Steve Ballmer said at the company's annual shareholder meeting: "We are done with all acquisition discussions with Yahoo." He did not discount the idea of a search partnership however.
The new Yahoo board--which now includes Carl Icahn and two new directors he backed--plans to meet next week, The Wall Street Journal reported on Friday.
The board will meet at dinnertime on Monday and then again on Tuesday, but it was unclear whether Icahn would attend in person or not given that he often attends board meetings by phone, the report said, citing unidentified sources.
A Yahoo spokeswoman said the company does not comment on board meetings or agendas.
Carl Icahn
Icahn did not immediately return a phone call seeking comment.
Icahn, Frank Biondi, and John Chapple joined the board this summer as part of an agreement in which Icahn agreed to drop his campaign against the directors for rejecting acquisition offers from Microsoft.
It's likely the board will discuss antitrust challenges and scrutiny of the company's proposed search ad deal with Google, as well as ongoing talks with Time Warner on a possible combination, according to the newspaper.
Google has been stepping up its moves to try to keep the deal on track despite opposition from a newspaper group in the U.S. and regulators and a newspaper trade group in Europe.
The Google-Yahoo partnership was struck in June as a way to fend off acquisition attempts by Microsoft.
Correction, 12:15 p.m. PDT: Fixes the backgrounds of Biondi and Meyer, which had been transposed.
With former AOL CEO Jonathan Miller apparently out of the picture, Yahoo is close to settling on two other directors from Carl Icahn's dissident slate.
Icahn, who had been seeking to grab control of Yahoo's board, agreed ahead of a shareholder meeting to a deal that gave him just three seats on the board.
Icahn himself was , with two other spots set to be announced Friday.
AllThingsD reported on Tuesday that Yahoo is likely to choose two members of Icahn's dissident slate--Frank Biondi and Edward Meyer. Meyer is a former head of the Grey Global advertising firm, while Biondi is a former Viacom CEO (I originally had their backgrounds reversed).
To make room for the new appointments, Yahoo is expanding its board from 9 to 11 members, while Icahn replaced Activision Blizzard CEO Robert Kotick, who stepped down from Yahoo's board. Icahn, who was pushing for Yahoo to rekindle deal efforts with Microsoft, owns around 5 percent of Yahoo shares.
Now the fireworks and fractiousness can officially move inside Yahoo: activist investor Carl Icahn is part of the Internet company's board.
Icahn had tried to take over the entire board in July, but settled for a seat of his own and for two of his allies. In a regulatory filing Wednesday, Yahoo said Icahn is officially on the board, replacing Robert Kotick as planned.
Carl Icahn is Yahoo's newest board member.
One of Icahn's first roles on the board will be to help pick the two allies who will join him. The new appointments are set to be announced by August 15, increasing Yahoo's board from nine to eleven members.
Icahn owns about 5 percent of Yahoo's shares.
Yahoo's board is no place for a someone in search of a sinecure. The board met thirty times in the six months between Microsoft's announcement of its desire to acquire Yahoo and Friday's shareholder meeting.
And there's plenty of pressure still to come. After that meeting, the board might have been breathing a sigh of relief when vote results showed shareholder dissatisfaction had lessened from 2007. But a recount of the Yahoo vote actually showed strong dissatisfaction: 39.6 percent withheld votes to re-elect Chairman Roy Bostock and 33.7 percent withheld votes for Chief Executive Jerry Yang.
Those numbers could help bring some weight to whatever reforms Icahn has to suggest. The interpersonal dynamics of the board are sure to change, but it's not yet clear how. For the time being, though, both Icahn and Yahoo are presenting an image of collegiality and civility.
Despite Icahn's earlier request that Yang step down, Yang said he welcomes Icahn's "fresh perspective,", and at the board meeting, Bostock said the board looks forward to Icahn's arrival. "Carl is a good guy, despite some of the things written about him. He'll be a very productive member," Bostock said.
Icahn, who skipped the shareholder meeting, last week called Yang and Bostock "gentlemen" and said he hoped working together "will be the beginning of a beautiful friendship."
The shareholder approval ratings for Yahoo Chief Executive Jerry Yang and Roy Bostock plunged Tuesday after Yahoo released new results that corrected a vote transmission error.
Shareholders unhappy with board members withheld their votes in the Friday election. In Yahoo's official voting tally released Friday, 14.6 percent of votes for Yang and 20.5 percent for Bostock were withheld.
But in the corrected results, Yang's withhold percentage rose to 33.7 percent and Bostock's to 39.6 percent, Yahoo said.
Update 2:09 p.m. PDT: Quantitatively, the change means nothing: "These errors did not affect the outcome of the election of directors," Yahoo said.
But qualitatively, it's a different story, because withhold votes do send a message even if the board was still re-elected. The disapproval has dropped down to the range of last year's meeting, a few days after which former Chief Executive Terry Semel lost his job.
A transmission error by Broadridge Financial Services affected the withhold tally, lopping off any withhold votes beyond 100 million in some particular circumstances. Broadridge transmitted to Yahoo results from Capital Research Global Investors, which owns 6.2 percent of Yahoo stock at last count, and its sister group Capital World Investors, which owns 9.85 percent of Yahoo shares.
(Credit:
Yahoo)
Update 2:23 p.m.: It's not hard to figure out why shareholders might be upset with the company, which is in the midst of a turnaround effort that began in 2007 and will last through 2008.
Since February, Yahoo's share price rose from $19.18 to the $30 range when Microsoft attempted to acquire first Yahoo then later just its search assets.
With those deals dead, for now at least, Yahoo's shares have sunk back down. The company's stock closed at $19.82 on Tuesday and dropped a few cents in after-hours trading.
Arthur Kern, Ronald Burkle, and Gary Wilson also saw a big jump in the percentage of votes withheld. Here's how the withhold-vote percentages changed for the various board members from Friday's tally to the Tuesday's revised results:
• Roy J. Bostock, 39.6 percent, up from 20.5 percent
• Ronald Burkle, 37.9 percent, up from 18.8 percent
• Eric Hippeau, 9.3 percent, no change
• Vyomesh Joshi, 7.1 percent, no change
• Arthur Kern, 31.7 percent, up from 22.1 percent
• Robert Kotick, 7.6 percent, no change
• Mary Agnes Wilderotter, 7.8 percent, no change
• Gary L. Wilson, 27.7 percent, up from 18.2 percent
• Jerry Yang, 33.7 percent, up from 14.6 percent.
Yahoo said it plans to update a shareholder vote results after an error in transmission meant some dissatisfaction with Yahoo management wasn't reflected in Friday's board member election figures.
Capital Research Global Investors, suspecting an error in the Yahoo vote tally, said on Monday that it requested that the firm it uses to transmit the votes to Yahoo check its work to see if there was an error. On Tuesday, that firm, Broadridge Financial Solutions, said it found a "truncation error" that underreported how many votes were withheld for some board members.
Withholding votes in a board member election is a symbolic but still potentially potent form of communication. The vote update isn't expected to change the overall outcome of the election, which saw all board members re-elected.
In Yahoo's official voting tally, released Friday, 14.6 percent of votes for Chief Executive Jerry Yang and 20.5 percent for Chairman Roy Bostock were withheld.
Capital Research Global Investors owns 6.2 percent of Yahoo stock at last count; sister group Capital World Investors, which owns 9.85 percent of Yahoo shares, also used Broadridge to transmit its votes.
Chuck Freadhoff, a representative for Capital Research Global Investors and Capital World Investors, didn't comment on its plans.
SAN JOSE, Calif.--Yahoo stuck to its script Friday, arguing at its annual shareholder meeting that it's poised for greater financial success, but at least some shareholders left unsatisfied with the performance by Chief Executive Jerry Yang and Chairman Roy Bostock.
"I like Jerry, but I think a new CEO is needed," said Eric Jackson of Ironfire Capital, which controls 3.2 million Yahoo shares, in an interview after the two-hour meeting here wound down. And that's not all--he also wants to see board members Bostock, Eric Hippeau, Arthur Kern, and Ron Burkle step down. And he wants to see Yahoo cut jobs and exit some businesses.
Yahoo Chairman Roy Bostock speaks to shareholders Friday.
(Credit: James Martin/CNET News via Yahoo Webcast)It's virtually certain Yahoo's existing board will be re-elected, but that doesn't mean the company can consider the matter over. Last year, a large fraction of shareholders withheld their votes from board members, and a few days later, former CEO Terry Semel resigned and Yang took over.
When Jackson suggested that last year's vote means Yahoo needs to change, Bostock replied, "I think this year's vote is probably more relevant." Perhaps Bostock was deflecting the question, but perhaps he's more confident that there actually has been progress in the last year.
Jackson also said he was unhappy that shareholders didn't get to vote on a new Yahoo board. Robert Kotick is stepping down, to be replaced by Carl Icahn on Monday, then by August 15, the board will name two new additions who will swell its ranks to 11 members.
"It would have been nice if they announced other directors were leaving or announced the Icahn nominees," Jackson said. The shareholders should have been able to vote on the new membership instead of a team that will only last two weeks. As it stands, shareholders will have to wait nearly a year to have their next say. The arrival of Carl Icahn is "a good development, but I don't think he's the full solution."
Patrick Sheridan, who came from New York for the meeting, was unhappy that Yahoo didn't accept Microsoft's $33-per-share acquisition offer.
"We might not see $33 again for two years," he said. "I might have to cut my losses. I voted against the entire board."
Yahoo stock closed at $19.80 on Friday, not far from its $19.18 price the day before Microsoft announced its unsolicited and not-so-friendly acquisition proposal. The shares rose to near $30 in the days after the attempt.
Similarly disgruntled was Dan Strickfaden, who flew out from Texas to see the fireworks only to find the meeting relatively unconfrontational. He said he liked presentations by Yang and President Sue Decker, but believes the company will have hard times weathering the next few months.
Strickfaden also hoped for a new CEO.
"I think Jerry and David (Filo) are to be congratulated for what they've created. But I don't think Jerry is the guy for the day-to-day CEO role," Strickfaden said. "It's too bad (former Intel CEO and Chairman) Andy Grove isn't 30 years younger."
Bostock said 2008 is a year of investment for Yahoo--translate that to tepid financial results as the company tries to get its act together for the future.
"The next six to twelve months is a reasonable time frame to achieve greatness," Strickfaden said. "It's a separate question whether they can do it. That remains to be seen."
Still some faith in Yahoo
Carl Nagata, who has held Yahoo shares for the past five years and came to the meeting with his wife and two of his three children, bought his shares at $24 apiece for his children. Despite the recent trouble the company and its share price have encountered over the past year, Nagata said he plans to accumulate more shares.
"The company shared their strategic vision, and it's clear they're focused on their strategy," Nagata said.
Anthony Mezzapelle, who snapped up Yahoo shares on the day it went public, said he's still bullish on the company's prospects, though less so on Yang running the company as CEO.
"I would like to see a new CEO," Mezzapelle said. "I think a co-CEO arrangement would be excellent."
He added he was not disappointed when Yahoo passed on the sweetened $33 a share buyout offer from Microsoft and believes the company is worth more than that offer. He also said that he'd like to see Yahoo pursue an aggressive strategy in Europe and Latin America to gain market share.
Investor Ron Kline, who has held shares since 2000, characterized the message from Yahoo's board and management as it's more of the same.
"All these things were the same things they were talking about three years ago," said Kline.
CNET News staff writer Dawn Kawamoto contributed to this report.
Click here for full coverage of Yahoo's shareholders meeting.
SAN JOSE, Calif.--The Yahoo shareholders meeting here has commenced and adjourned. And CEO Jerry Yang and his board did end up getting an earful about the company's share price and its handling of Microsoft's attempted acquisition.
I blogged live from the meeting. We heard presentations from Yang, Chairman Roy Bostock, President Sue Decker, and CFO Blake Jorgensen, and then questions from shareholders. Here is a record of the live blog.
Yahoo Chairman Roy Bostock speaks to shareholders.
(Credit: James Martin/CNET News via Yahoo Webcast)9:59 a.m. PDT: Just before the meeting is set to begin, the Fairmont Hotel ballroom is more empty than full. Perhaps Yahoo planned this when investor and board-member-to-be Carl Icahn was still waging his proxy war and the company expected a a bigger crowd.
10:04 a.m. PDT: Bostock welcomes the crowd. "We are now under way." He introduces the board and thanks them for a lot of work during the recent turmoil generated by Microsoft's attempt to acquire Yahoo and other events. In the last six months, "We have had more than 30 meetings."
10:11 a.m. PDT: The voting mechanics are under way. This part would have been more exciting if Icahn had still been trying to take over the Yahoo board. His settlement with Yahoo means that he will get a seat on the board by Monday, replacing Robert Kotick, and then he and the other Yahoo board members will choose two new board members from Icahn's list of candidates. In other words, Icahn will have influence over the board, but not control.
10:22 a.m. PDT: We're hearing various shareholder proposals: a pay-for-performance initiative from the United Carpenters Pension Fund and an effort to stop political censorship. "We proposed Yahoo formally adopt a code of conduct in which the company would agree not to engage in proactive censorship," the representative of New York City's pension fund said. Also: a request from a board committee on human rights.
It's pretty rare for these sorts of proposals to make much headway, though.
John Harrington describes the human rights proposal he's backing.
(Credit: James Martin/CNET News via Yahoo Webcast)10:35 a.m. PDT:: The corporate presentations are beginning. Bostock tries to frame the talks the way the company wants them framed: "There's been a great deal of misunderstanding."
10:38 a.m. PDT: The Yahoo board has been working on righting the company since 2007, Bostock said, discussing a strategic plan in January. "We agreed at that point that 2008 would be an investment year," he said. "At every step in that process, the No. 1 priority was to maximize shareholder value."
10:45 a.m. PDT: Some emotion is creeping into Bostock's voice: he's sounding a little defensive already as he describes the Microsoft acquisition attempt's history: "At no point did the board or management in any way, despite rumors and speculation, ever resist Microsoft's proposal," Bostock said. "There was never any doubt...that the board was open to a deal with Microsoft and for search only if it made sense, but ultimately, there was never a compelling offer put on the table."
Bostock's tone softens as he discusses Icahn's arrival. "The board looks forward to that. Carl is a good guy, despite some of the things written about him. He'll be a very productive member."
CEO Jerry Yang takes the podium.
(Credit: James Martin/CNET News via Yahoo Webcast)10:49 a.m. PDT: Bostock sounds like he wants a little sympathy for the board and management. "It is a hell of a burden to deal with these kinds of offers in an effective and thorough way," and during that time the company met first- and second-quarter financial targets and stuck to its full-year guidance, he said.
10:53 a.m. PDT: Yang takes the stage, sticking to his optimistic script of Yahoo's opportunity.
"We're still very much in a growth business," he said, with 1.2 people on the Internet in 2007 growing to an estimated 1.5 billion in 2010.
"The Internet is the only industry that's growing in advertising revenue. We believe there's significant growth in the next three years, it's global, and it's a business Yahoo is very well positioned to be in."
A chart presented to shareholders by Jerry Yang.
(Credit: James Martin/CNET News via Yahoo Webcast)10:56 a.m. PDT: Now here's the standard speech on Yahoo's two-part strategy: offer Internet users good starting points and be a must-buy site for Internet advertisers. "There's no other company on the Internet that has the audience and consumer franchise we have (and) the leadership we have in display advertising, and we are a major player in search, second only to Google," Yang said.
Another chart presented by Yang on emerging markets.
(Credit: James Martin/CNET News via Yahoo Webcast)11 a.m. PDT: Yang doesn't exactly say good riddance to the managers who left the company in the last few weeks, but he does say this about the company's reorganization: "We have put in place some of our best talent running these product groups."
Yahoo President Sue Decker takes the stage.
(Credit: James Martin/CNET News via Yahoo Webcast)11:03 a.m. PDT: Decker is up now, explaining advertising 101: there are search ads next to search results, and display ads that run everywhere else. Yahoo is trying to make it easier for advertisers to deal with both varieties, which are bought, placed, paid for, and evaluated with very different methods.
11:05 a.m. PDT: Yahoo wants to bridge the divide between search and display. "Google is strong in search, AOL is strong in display, but there are really no companies that have the strength and scale in both," Decker said.
11:13 a.m. PDT: Decker touts Buzz and boasts that it's displaced Digg as the top way to find content across the entire Internet. Buzz feeds content to Yahoo's Web site in an attempt to help advertisers, users, and publishers. "With the home page, we are opening it up so we're surfacing the very best of the Web. Ultimately, advertisers will pay for that attention," Decker said.
11:15 a.m. PDT: Decker plugs for SearchMonkey, which lets publishers spotlight search results with richer data. Yahoo enabled SearchMonkey features for LinkedIn, Yelp, and Yahoo Local earlier Friday.
CFO Blake Jorgensen goes before stockholders.
11:18 a.m. PDT: Just about every technology company these days loves the mobile market, but it's a royal pain to deal with given the variety of handsets, networks, and other technical and business obstacles. Decker is bullish overall: "Eight hundred million users potentially now can access our mobile services. Ultimately, mobile we think will be the leading starting point on the Web, based on how the world is evolving outside the U.S."
11:21 a.m. PDT: Rosy picture part four: CFO Blake Jorgensen is talking about company finances. In the worst economic conditions in more than 10 years, Yahoo's revenue and operating cash flow have been increasing, he said.
A chart presented by Jorgensen
(Credit: James Martin/CNET News via Yahoo Webcast)Jorgensen tries currying favor with the audience: "Maximizing shareholder value is the No. 1 goal of management and the No. 1 goal of the board."
11:25 a.m. PDT: We're headed into the question-and-answer period. It's only going to be 15 minutes long, so likely some folks won't get their turn at the microphone.
A 15-minute question-and-answer period gets underway.
(Credit: James Martin/CNET News via Yahoo Webcast)11:33 a.m. PDT: The fireworks begin. Eric Jackson, of Ironfire Capital, who represents a group with more than 3.2 million shares asks Bostock to step down. (Note: I initially reported this as a call for the whole board to step down, but it turned out to be a bit unclear.) Last year only 34 to 36 percent voted to keep Bostock as chairman, he said.
"I think you're overpaid in compensation, I think you overplayed your hand with Microsoft, and I think you've overstayed your welcome after last year's vote," he said.
He also gripes about Yahoo selling Overture Japan to Yahoo Japan for $13 million, on which Yang is a board member. Did Yang recuse himself from the discussions? The price Yahoo sold the asset for "seems far below market value considering Yahoo paid 3 to 5 times market value for RightMedia, Zimbra, BlueLithium and others."
Yang and Bostock don't appear to be enjoying the grilling.
(Credit: James Martin/CNET News via Yahoo Webcast)Yang said he did recuse himself from the discussion, and Yahoo got a good price in part because Yahoo Japan is taking over a lot of the costs of the group, he said.
11:37 a.m. PDT: Uh-oh: there are nine more questioners lined up and we aren't done yet with part three of question one.
11:43 a.m. PDT: Bostock said this year's vote "is probably more relevant" than last year's, and he prefers to see 34 percent against as 66 percent for.
Regarding the comment about overplaying Yahoo's hand against Microsoft, Bostock said, "That's a mischaracterization, misunderstanding, and misconception of what happened."
11:53 a.m. PDT: A plea from a fantasy sports fan who owns Yahoo stock: "If you're trying to target men between ages of 15 and 35, it seems you have a competitive advantage over anyone else," so invest more. The audience chuckles.
A question is asked from the shareholder floor.
(Credit: James Martin/CNET News via Yahoo Webcast)He also thinks Bostock should just clam up already about the Microhoo saga. "You've got a situation where it sounds like the girlfriend in a breakup now trying to convince the world she was the initiator, not the victim," he said. Microsoft looks like the "strong, silent type," and Yahoo looks "weak."
"You did walk away from a deal that would have added $10 at least to the value of the stock today," he said. That deal is dead now, "so let's focus on the future."
12:01 p.m. PDT: Meanwhile, outside the meeting, we've just learned that Microsoft released a statement criticizing Yahoo's depiction of negotiations. "Yahoo is attempting to rewrite history yet again with statements that are not supported by the facts," Microsoft said.
Also, in outside developments relevant to the meeting, TechCrunch reports that Time Warner has blocked Yahoo's plans to add former AOL CEO Jonathan Miller to the board as one of three Carl Icahn-backed directors.
Michael Schaefer questions the board on corporate governance issues.
(Credit: James Martin/CNET News via Yahoo Webcast)12:15 p.m. PDT: One shareholder added, "I'm a little disappointed one third of directors didn't show up." Bostock presents various reasons involving schedules and a medical emergency.
Bostock wraps it up: "With that I'd like to declare this meeting over."
But fails.
One more question sneaks onto the agenda by popular demand. Why is there only one woman on the board? And why aren't Yahoo employees represented on the board?
There's no real response, so it's now officially over.
Click here for full coverage of Yahoo's shareholders meeting
