Yahoo is preparing its defense or negotiating a sale to Microsoft to avoid activist investor Carl Icahn’s mutiny. The meeting was set to originally take place July 3rd at Yahoo’s base in Sunnyvale, CA. The meeting has been pushed back to sometime in late July, according to the Securities and Exchange Commission. Director Arthur Kozel has also resigned from the board.
Yahoo has already postponed the meeting which was originally to be held in May or June. The initial postponement was intended for Yahoo to shop other offers aside from Microsoft’s unsolicited takeover bid. The bid was withdrawn in a pricing disagreement.
Icahn reacted to Yahoo turning down Microsoft’s $47.5 billion offer by nominating a slate of candidates to replace current directors, resulting in a proxy contest. Arthur Kozel resigned from Yahoo’s board on Thursday.
Kozel was on Yahoo’s board for eight years and had been planning to step down since February so that he and his family could move to Europe, according to the SEC filing. Yahoo does not plan on replacing Kozel, leaving Yahoo’s panel of directors at nine members.
Chicago lawyer Claudia Allen, specializing in corporate governance issues, believes that Yahoo will ultimately make a decision that would appease Icahn. Allen said, “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 Mr. Icahn.”
Microsoft and Yahoo have openly acknowledged their renewed negotiations but that Microsoft has not made another attempt to buy Yahoo in its entirety. Another option is Yahoo partnering up with Google to sell some of the ads that appear alongside the results users see when they run searches on Yahoo’s website.
The partnership could bolster Yahoo’s stock price but the union would face antitrust problems since the two companies combined would control more than 80 percent of the market. Microsoft’s acquisition of Yahoo would not face those setbacks since Google would still maintain control of more than half the market.