The Washington Times - June 30, 2008, 01:01PM

First thing’s first — sorry for the extended absence. I was volunteering in Africa for a few weeks.

Now for the first topic of the day: In a stockholder presentation filed this morning with the Securities and Exchange Commission, Yahoo Inc. defended its current board of directors as “the best and most qualified group” to lead the company, dismissing a slate of proposed directors by dissident shareholder Carl Icahn as “not the right answer.”

Mr. Icahn, according to press reports, is expected to file his rival nominees by Friday. In a preliminary filing, he outlined plans to fire Chief Executive Officer Jerry Yang and offer to sell Yahoo to Microsoft in “a friendly and cooperative transaction.” The Sunnyvale, Calif., company’s annual shareholder meeting is scheduled for Aug. 1.

The Yahoo filing seeks to “set the record straight” on the slumping Internet company’s rejection of a $47.5 billion takeover by software giant Microsoft Corp. Yahoo accuses Microsoft of being “unresponsive and inconsistent,” casting doubt over “whether Microsoft was ever committed to a whole company acquisition.” For example, Yahoo charges that the Redmond, Wash.-based firm did not respond to regulatory information requests and did not revise its price indication until days before withdrawal of its bid.

Yahoo’s presentation also details why the company shrugged off Microsoft’s subsequent “hybrid” offer in which it sought to acquire Yahoo’s search business, arguing that the company wouldn’t see any “meaningful change” in operating cash flow and the estimated cost savings were unrealistic.

The filing includes a detailed timeline of Yahoo’s interaction with Microsoft.

Yahoo again touts its agreement with search and advertising leader Google Inc. to display search ads as a better value with more flexibility (the agreement is not exclusive so Yahoo could still conceivably strike a deal with Microsoft or another party).

The filing attacks Mr. Icahn head-on, offering up a not-so-flattering chart of the stock performances of companies that he has invested in.

Yahoo defends its current board

First thing’s first — sorry for the extended absence. I was volunteering in Africa for a few weeks.

Now for the first topic of the day: In a stockholder presentation filed this morning with the Securities and Exchange Commission, Yahoo Inc. defended its current board of directors as “the best and most qualified group” to lead the company, dismissing a slate of proposed directors by dissident shareholder Carl Icahn as “not the right answer.”

Mr. Icahn, according to press reports, is expected to file his rival nominees by Friday. In a preliminary filing, he outlined plans to fire Chief Executive Officer Jerry Yang and offer to sell Yahoo to Microsoft in “a friendly and cooperative transaction.” The Sunnyvale, Calif. company’s annual shareholder meeting is scheduled for Aug. 1.

The Yahoo filing seeks to “set the record straight” on the slumping Internet company’s rejection of a $47.5 billion takeover by software giant Microsoft Corp. Yahoo accuses Microsoft of being “unresponsive and inconsistent,” casting doubt over “whether Microsoft was ever committed to a whole company acquisition.” For example, Yahoo charges that the Redmond, Wash.-based firm did not respond to regulatory information requests and did not revise its price indication until days before withdrawal of its bid.

Yahoo’s presentation also details why the company shrugged off Microsoft’s subsequent “hybrid” offer in which it sought to acquire Yahoo’s search business, arguing that the company wouldn’t see any “meaningful change” in operating cash flow and the estimated cost savings were unrealistic.

The filing includes a detailed timeline of Yahoo’s interaction with Microsoft.

Yahoo again touts its agreement with search and advertising leader Google Inc. to display search ads as a better value with more flexibility (the agreement is not exclusive so Yahoo could still conceivably strike a deal with Microsoft or another party).

The filing attacks Mr. Icahn head-on, offering up a not-so-flattering chart of the stock performances of companies that he has invested in.


Kara Rowland, technology reporter, The Washington Times

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