Yahoo Reaches Deal With Starboard to Add Board Members--Update
April 27 2016 - 9:49AM
Dow Jones News
By Joshua Jamerson and Douglas MacMillan
Yahoo Inc. said it reached an agreement with activist investor
Starboard Value LP to add four members to its board, ending the
proxy fight the hedge fund had launched last month that set the
stage for a battle over the future of the Web giant.
As part of the agreement, Starboard has withdrawn its slate of
director nominees. Under the terms of the deal, Starboard will add
Jeffrey Smith, Starboard's chief executive and chief investment
officer, as well as Tor Braham, Eddy W. Hartenstein, and Richard
Hill to its board.
Chief Executive Marissa Mayer called the a "constructive
resolution."
Mr. Smith said he looked forward to "getting started right away
and working closely with management and our fellow board members
with the common goal of maximizing value for all
shareholders.."
Two current Yahoo directors, Lee Scott and Sue James, opted not
to stand for re-election at this year's annual shareholder meeting,
which Yahoo said were "personal decisions."
Starboard has said the board and management have continually
failed to live up to their own promises, and shouldn't be trusted
with the decision on whether or not Yahoo should remain an
independent company.
Under pressure from Starboard and other investors, the
Sunnyvale, Calif., company previously reversed a plan to spin off
its stake in Alibaba. In March, it added two new board members with
deal-making experience.
Starboard's board fight added pressure to Yahoo and Ms. Mayer as
they attempt to turn around or sell the beleaguered company.
Verizon was seen atop the pack of suitors who had placed bids on
Yahoo, whose deadline for preliminary bids for the telecom giant
passed last week.
Mr. Braham served as managing director at Deutsche Bank from
2004 to 2012, and Yahoo said he has been "directly involved in
negotiating or executing numerous mergers and acquisitions in the
technology industry."
Mr. Hartenstein is a director at Tribune Publishing Co., former
chairman and CEO of DirecTV, and former publisher and CEO of the
Los Angeles Times Media Group. Mr. Hill has served as chairman of
Tessera Technologies since 2013.
Write to Joshua Jamerson at joshua.jamerson@wsj.com and Douglas
MacMillan at douglas.macmillan@wsj.com
(END) Dow Jones Newswires
April 27, 2016 09:34 ET (13:34 GMT)
Copyright (c) 2016 Dow Jones & Company, Inc.
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