Yahoo Responds to Icahn’s Attempts to Force A Deal with Microsoft

Billionaire investor Carl Icahn’s strategy to push Yahoo back into Microsoft’s arms is in fact a misunderstanding of the facts about Microsoft’s proposal and Yahoo’s board of directors’ evaluation of it, Yahoo Chairman Roy Bostock said in a letter sent to Icahn on Thursday. The letter was sent as a result of a hostile proposal from Icahn to replace the entire Yahoo board with a slate of directors nominated by him, who would reconsider the deal with Microsoft.

Icahn made his intentions public, calling Yahoo board’s decisions “irrational” and “irresponsible” in rejecting the takeover offer made by Microsoft, valued at $47.5 billion. Furthermore, Icahn unveiled the acquisition of 59 million Yahoo shares, and plans to buy even more, in addition to nominating 10 candidates for the Yahoo board and announcing plans to launch a proxy fight.

Bostock responded in his letter to Icahn that it is not in the best interests of Yahoo to allow him and his 10 candidates to take control of the company, adding that Microsoft already publicly stated they have moved on, and there is practically no proposition on the table to take into consideration at the moment.

Yahoo Chairman Roy Bostock said the board of directors has met over 20 times since Microsoft’s January 31 proposal, to review the offer and search for other strategic alternatives that would maximize value for stockholders and provide them certainty for value, keeping “an open mind and an open ear” at all times.

Furthermore, Bostock said, at the April 15 meeting Yahoo clearly stated their openness to a transaction; however, Microsoft’s offer substantially undervalued them, and despite their failure to respond to Yahoo’s request, they proposed Microsoft a $37 per share deal. This eventually turned into a ‘no deal’ after Microsoft’s final proposal stopped at $33 per share.

The strange part about all this is that, when asked about Icahn’s efforts to bring Microsoft and Yahoo back, Microsoft declined to comment, saying however they had “moved on.” Well, they probably didn’t take into consideration the fact that Icahn doesn’t want them to move on.