Yahoo said on Saturday it has rejected a “ludicrous” deal with Microsoft orchestrated by corporate raider Carl Icahn, who is bent on overthrowing the Internet search pioneer’s board.
Yahoo said a “take it or leave it” proposal made by Icahn and Microsoft on Friday called for a massive restructuring of the California firm and the sale of its online search business to the US software colossus.
“This odd and opportunistic alliance of Microsoft and Carl Icahn has anything but the interests of Yahoo’s stockholders in mind,” Yahoo board chairman Roy Bostock said in a release.
“While this type of erratic and unpredictable behavior is consistent with what we have come to expect from Microsoft, we will not be bludgeoned into a transaction that is not in the best interests of our stockholders,” Bostock said.
He described any notion of accepting the offer “ludicrous,” saying it was crafted without input from Yahoo and weighted mightily in Microsoft’s favor.
Microsoft and Icahn gave the Yahoo board less than 24 hours to decide on the offer, which was non-negotiable, Bostock said.
The deal called for Yahoo’s board to be immediately replaced by an Icahn-led slate and the removal of top Yahoo executives, with co-founder and chief executive Jerry Yang (楊致遠) presumably heading the list.
The US billionaire, who has amassed a stake in Yahoo and accuses the board of botching earlier takeover talks with Microsoft, has been trying to convince shareholders to back his slate at a vote during next month’s first annual meeting.
“Microsoft and Mr Icahn are trying to dismantle the company and deliver our search business to Microsoft on terms that would be disadvantageous to Yahoo stockholders,” Bostock said.
“We are prepared to let our stockholders, not Microsoft and Carl Icahn, decide what is in their best interests and we look forward to the upcoming vote,” he said.
Yahoo maintains that a search alliance it made with Google in the wake of failed tie-up talks with Microsoft is a smarter deal than the one brought to its doorstep by Icahn.
Microsoft offered to buy Yahoo for US$44.6 billion in stock and cash on Jan. 31, but withdrew its offer on May 3, saying Yahoo refused to budge despite the software giant upping its offer to nearly US$50 billion dollars.
Yahoo later tried to revive talks with Microsoft, with Yahoo rejecting an offer to buy only its search business and Microsoft saying it was no longer interested in buying all of Yahoo.
Microsoft had wanted Yahoo so it could better battle Google, which claims the lion’s share of the multi-billion-dollar Internet search and advertising market.
After ending talks with Microsoft, Yahoo announced an alliance with rival Google to put the Internet search king’s expertise to work pumping money from its rival’s online advertising.
Yahoo predicts the Google alliance will boost its revenues by US$250 million to US$450 million in its first year.
The plan is being reviewed by US regulators.
Bostock said that while spurning the Icahn-Microsoft offer Yahoo made it clear it is open to selling the entire company to Microsoft for at least US$33 per share, the offer that began the failed courtship.
Yahoo’s stock price finished Friday trading day on Wall Street at US$23.57 per share.
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