Yahoo delays board nominations and Microsoft

Dennis Faas's picture

It seems that Yahoo is simply staving off an inevitable takeover by Microsoft, while it desperately searches for a partner in a last ditch attempt to fortify its defenses against the hostile bid. As Redmond-based Microsoft prepares to apply more pressure to its rival, Yahoo has responded by postponing the nomination of new members to its board. (Source:

In a statement released on March 5, Yahoo announced that it has amended its bylaws to extend the nominating process to elect directors to its board. Problem is, the company has given no fixed date to the end of this preliminary round, stating that the deadline will be 10 days after the public announcement of the date for Yahoo's annual stockholders meeting. "As the Company has not yet announced the date of this year's annual meeting," the statement read. "The amendment will give stockholders who want to nominate one or more directors, including Microsoft Corporation, more time to do so."

Analysts assume that Microsoft plans to use its shareholder power to put a puppet board of directors in place who would approve Microsoft's bid for the company. The New York Post has also reported that the software giant may change its current offer ($44.6 billion worth of cash and stock) to an all-cash deal. In addition, Microsoft is reportedly in talks with Softbank, a Japanese company that owns significant portions of Yahoo stock, to endorse the takeover bid. (Source:

For Yahoo, the nomination delay allows CEO Jerry Yang and his team more time to consider and generate other offers. So far, Yahoo has spoken with News Corporation, Google and AOL exploring possibilities of ad revenue sharing and other partnerships.

Whatever the outcome, some people in the tech world are watching the Microsoft-Yahoo struggle with unadulterated glee, including those who are supposed to be Yahoo allies. In an interview with The New York Times, AOL's CEO Rany Falco said, "I hope they beat each other's brains out over search and leave the display market to us...Napoleon said never interrupt your enemy when they're in the middle of making a mistake."

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