If Icahn Wins The Proxy Battle, He’d Want Jerry Yang Out of CEO Spot

Posted Jun 3, 2008

“I’m very cynical about many of the boards and CEO’s in this country, but even I am amazed at the lengths that Jerry Yang and the board went to entrench themselves in this situation.”
-Carl Icahn

Last month American billionaire, Carl Icahn sent a letter to Yahoo! stating who should be running the yahoo! Board of Directors.  Icahn followed up in an interview today in regards to the confidential company documents that became public in court yesterday that if the proxy takeover of the company’s board was successful, he’d want Yang out.

“It’s no longer a mystery to me why Microsoft’s offer isn’t around,” stated Icahn, according to the WSJ . “How can Yahoo keep saying they’re willing to negotiate and sell the company on the one hand, while at the same time they’re completely sabotaging the process without telling anyone?”  Icahn plans to send another letter out soon about his opinions of Jerry Yang’s leadership.

Below is a video of MarketWatch’s Paul Lin interviewing S&P analyst, Scott Kesseler regarding the situation:

Yahoo! In Response to Icahn’s accusations:
“Yahoo’s board of directors, including Jerry Yang, has been crystal clear that it would consider any proposal by Microsoft that was in the best interests of its shareholders,” stated a Yahoo! spokesman. “Mr. Icahn’s assertions ignore this clear factual record.”

Part of the reasoning why Yahoo! wanted more money was because they built in a severance plan in order to retain some of the industry’s top talent at Yahoo! These severance plans could have added $432-$2 billion to the cost of what Yahoo! was looking for out of the Microsoft bid. Microsoft pulled away because of what Yahoo! was asking for.

The Detroit Police & Fire Retirement System and the Detroit General Retirement System filed to have these documents disclosed when filing a lawsuit against Yahoo!

Also check out the notes on ValleyWag with Steve Ballmer’s notes from the January 31st call that Steve Ballmer made to Jerry Yang.

Below is a timeline of occurence events in the Microsoft-Yahoo! saga:
June 2007: Former Yahoo! CEO, Terry Semel Resigns, Jerry Yang steps up
July 2007: Yang makes a 100 day plan to get Yahoo! off the ground again
February 1, 2008: Microsoft makes an unsolicited offer to Yahoo! for $44.6 billion
February 9, 2008: Yahoo! passes on Microsoft offer
February 11, 2008: Rumor is that Yahoo! may merge with AOL
February 12, 2008: Microsoft CEO, Steve Ballmer sends a letter to Yahoo! â??Microsoft reserves the right to pursue all necessary steps to ensure that Yahoo!â??s shareholders are provided with the opportunity to realize the value inherent in our proposal.â?
February 13, 2008: Layoff notices are given at Yahoo! Ryan Kuder Twitters the entire event
April 4, 2008: Rumors begin to appear that Microsoft is deciding to pull the offer
April 5, 2008: Microsoft sends a letter to Yahoo! stating that they may work out a separate deal with shareholders if a decision isnâ??t made.
April 7, 2008: Yahoo! Announces their AMP! advertising platform and stated that they want more money from Microsoft
April 9, 2008: Yahoo! states that they may be interested in an ad outsourcing deal with Google 
April 10, 2008: Rumors appear that News Corp. AOL, and Google all want to arrange deals with Yahoo!
April 12, 2008: Capital Research & Management invests $2 billion more in Yahoo! shares giving them ownership of $6 billion worth of the company
April 30, 2008: Rumor appears Microsoft increases the amount that theyâ??re willing to spend
May 4, 2008: Microsoft walks away from the negotiation table after YahoO! demands too much of a high price for Microsoft
May 4, 2008: Yahoo! responds by saying that through this experience, Yahoo! emerged as a stronger, more focused company
May 7, 2008: Yahoo! & Google become more serious about Google Ads appearing on Yahoo!
May 14, 2008: Major Yahoo! shareholder, Carl Icahn steps in and calls the Yahoo! Board irrational
May 20, 2008: Microsoft makes an offer to buy Yahoo!â??s Search Advertising Business for an undisclosed amount
May 23, 2008: Yahoo! Director, Edward Kozel resigns to â??spend more time with familyâ?
May 23, 2008: Yahoo! postpones shareholder meeting for the second time
May 28, 2008: Jerry Yang claims company isnâ??t under siege and Microsoft is no longer interested in buying out the whole company at All Things D conference
May 30, 2008: FTC officially approves Icahnâ??s large purchases of Yahoo! stock.
June 2, 2008: Yahoo! court documents state that Yahoo! was planning to turn down a deal with Google one day before the Microsoft bid.
June 3, 2008: Carl Icahn indicates if proxy battle is successful, he’d want Jerry Yang out of CEO position