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Friday, May 23, 2008
Yahoo Postpones Annual Meeting


Yahoo on Thursday postponed its annual meeting giving itself more time to prepare a defense - or negotiate a sale to Microsoft that would cause investor Carl Icahn to call off the mutiny.

The showdown pitting Yahoo's board against Icahn and other unhappy shareholders was supposed to come to a head at the company's July 3 annual meeting.

But Yahoo is dragging out the drama by pushing the meeting back to an undetermined date in late July.

This is the second time Yahoo has postponed its annual meeting, usually held in May or June. The previous delay, announced in March, gave Yahoo more time to explore alternatives to Microsoft's unsolicited takeover bid, which was withdrawn this month in a pricing disagreement.

Spurred by shareholders upset with Yahoo's board's handling of Microsoft's last offer of $47.5 billion, Icahn has nominated a slate of candidates to replace the current directors - a process known as a proxy contest.

Two other unidentified shareholders intend to nominate themselves to become Yahoo directors, the company disclosed Thursday. A third shareholder plans to submit another opposing sale of directors, according to Yahoo. The company said it believes these three shareholders haven't met the rules for nominating alternate candidates, meaning they could be disqualified at the annual meeting.

The postponement of Yahoo's annual meeting "raises a lot of interesting questions, since it could be that they are exploring some other potential transactions, with the most likely one being some sort of deal with Microsoft that satisfies Icahn.

Microsoft and Yahoo have acknowledged they have renewed talks about a possible transaction with Yahoo since Icahn mounted his challenge, although both companies say the discussions so far haven't included another attempt by Microsoft to buy Yahoo in it entirety.

Microsoft has reportedly proposed buying Yahoo's search technology.

Yahoo also has been exploring a possible partnership that would allow Internet search leader Google to sell some of the ads that appear alongside the results users see when they run searches on Yahoo's Web site. A two-week trial completed last month indicated Google's technology would help to boost Yahoo's profits.

But any alliance between Yahoo and Google would face antitrust obstacles because the two companies combined control more than 80 percent of the U.S. search market.

If Microsoft were to negotiate a similar partnership with Yahoo, instead of trying to buy its rival outright, it might not face the same antitrust problems because Google would still control more than half the market.


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