Text of Carl Icahn's Letter to Roy Bostock

By IDG Infrastructure Service staff

Thu, May 15, 2008 — IDG News Service —

Carl Icahn released his letter to the Yahoo board Thursday. Here is the full text of the letter:

Carl C. Icahn

ICAHN CAPITAL LP

767 Fifth Avenue, 47th Floor

New York, NY 10153

May 15, 2008

Roy Bostock

Chairman

Yahoo! Inc.

701 First Avenue

Sunnyvale, CA 94089

Dear Mr. Bostock:

It is clear to me that the board of directors of Yahoo has acted irrationally and lost the faith of shareholders and Microsoft. It is quite obvious that Microsoft's bid of $33 per share is a superior alternative to Yahoo's prospects on a standalone basis. I am perplexed by the board's actions. It is irresponsible to hide behind management's more than overly optimistic financial forecasts. It is unconscionable that you have not allowed your shareholders to choose to accept an offer that represented a 72% premium over Yahoo's closing price of $19.18 on the day before the initial Microsoft offer. I and many of your shareholders strongly believe that a combination between Yahoo and Microsoft would form a dynamic company and more importantly would be a force strong enough to compete with Google on the Internet.

During the past week, a number of shareholders have asked me to lead a proxy fight to attempt to remove the current board and to establish a new board which would attempt to negotiate a successful merger with Microsoft, something that in my opinion the current board has completely botched. I believe that a combination between Microsoft and Yahoo is by far the most sensible path for both companies. I have therefore taken the following actions: (1) during the last 10 days, I have purchased approximately 59 million shares and share-equivalents of Yahoo; (2) I have formed a 10-person slate which will stand for election against the current board; and (3) I have sought antitrust clearance from the Federal Trade Commission to acquire up to approximately $2.5 billion worth of Yahoo stock. The biographies of the members of our slate are attached to this letter. A more formal notification is being delivered today to Yahoo under separate cover.

While it is my understanding that you do not intend to enter into any transaction that would impede a Microsoft-Yahoo merger, I am concerned that in several recent press releases you stated that you intend to pursue certain "strategic alternatives". I therefore hope and trust that if there is any question that these "strategic alternatives" might in any way impede a future Microsoft merger you will at the very least allow shareholders to opine on them before embarking on such a transaction.


Loading...
Network MarketSpace
McAfee's Network Security Platform IPS
McAfee's Network Security Platform IPS; the costs, benefits, flexibility, and risk elements. Learn more »
The Cost of SQL Sprawl
Learn how a new approach to SQL server consolidation can reduce server counts by 50%, lower maintenance costs by 70% and reduce administration time by 75%. Learn more »
A Bottleneck-free Infrastructure
Storage bottlenecks have a significant impact on performance and productivity. Learn more »
Application Delivery Despite Emerging Challenges
IT organizations need to choose appropriate application delivery solutions that can scale to support the emerging challenges. Learn more »
Eliminate the Impact of Distance
Learn how to be prepared to adapt your environment in a way that supports distributed employees, anytime anywhere collaboration and the need for business continuity during a disaster. Learn more »
Extreme Savings: Cut Costs with WAN Optimization
Learn about how Riverbed WAN optimization technologies reduce bandwith costs and optimize DR. Learn more »
Achieve Business Agility and Productivity
Learn how to evaluate ROI in hard dollars and soft dollars with three key ROI metrics. Learn more »
 
SPONSORED LINKS
 

See how AT&T can help protect your network.

Webcast: Unleashing the Power of Customer Data

White Paper: Improve Agility with Operational Responsiveness

White Paper: Legacy Tools: Not Built for the Helpdesk

Taking a Seat at the Executive Table: The Reality of Virtualization

White Paper: Next Generation Remote Infrastructure Management

Keeping Your Members Safe from Online Scams and Predators

The Total Economic Impact of Network Security Intrusion Prevention

Join us at the US-Brazil IT-BPO Summit, on November 10th in New York.

Increase UPS efficiency without sacrificing protection.

Learn how advanced forecasting tools can deliver significant business results for global corporations.

Lower IT Costs with Oracle Database 11g Release 2

White Paper: Visibility and the New Normal of Mobile Work

Taking the Service Desk to the Next Level

Learn about The Information Technology Infrastructure Library.

Top Five CIO Challenges

Streamline IT Costs. Boost Performance with WAN Optimization.

Want to know how you can maximize employee productivity?

Build your 1st app FREE with Force.com

TDWI checklist helps define data readiness for analytics. Download report.

A new fleet of PCs with a total ROI in 10 months. Find your ROI.

eZine: A Roadmap to Reducing IT Complexity

Reduce risk, gain agility. See how Progress can help your business.

Virtualization Technology as a Business Solution

eZine: A Roadmap to Reducing IT Complexity

White Paper: 4 Customer Service Myths

White Paper: Managed Security for a Not-So-Secure World

White Paper: 5 Best Practices for Smartphone Support

Global Research: CIOs Weigh In On Virtualization

5 Key Virtualization Management Challenges

Secure Email and Web-Based Communication from Evolving Attacks

WagerWorks Takes Fraudsters Out of the Game using iovation

Seven Design Requirements for Web 2.0 Threat Protection

Generation Remote Infrastructure Management - Changing the Paradigm

Cloud-Based Email Management: Opinion Shifts In Favor

eBook: How Can You Make Your People Productive Anywhere?

Achieving Business Agility with Application Grid

Ready to virtualize tier one applications? Check your virtualization maturity.

Seven Ways ITIL Can Help You in an Economic Downturn

Tips for successful virtualization management.

Unified Communications: Thoughts, Strategies and Predictions. Join the discussion

Read the RSA report: Security for Business Innovation

Webcast: Looking to the Cloud for Email and Collaboration Services

64-page prescriptive guide to security, compliance, and IT operations.

Keep your IT expertise up to date. Join the Intel Premier IT Professionals.

A Clear View Toward Virtualization

Virtualization Technology as a Business Solution

The rules of infrastructure management just changed.

A Clear View Toward Virtualization

Interactive Q&A helps you discover key ways to maximize IT assets.

 
 
RESOURCE CENTER