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Yahoo, Google Ad Deal Used to Stop Shareholder Revolt
[May 17, 2008]

Yahoo, Google Ad Deal Used to Stop Shareholder Revolt

Yahoo (NASDAQ:YHOO), under pressure from billionaire investor Carl Icahn’s attempt at a corporate coup, reportedly is racing to complete an online advertising deal with Google (News - Alert)(NASDAQ:GOOG) that could short-circuit efforts to force a Shotgun wedding with Microsoft (NASDAQ:MSFT)

The New York Post, citing two unnamed sources, said Yahoo may announce a deal next week on an “open platform” through which Google, Microsoft (News - Alert), AOL and others could bid for the right to serve ads linked to keyword searches. Only Google has agreed to participate.

An open system could help such a deal pass regulatory muster even though Google, which dominates search-engine advertising, would be expected to win the lion’s share of bids for advertising on Yahoo’s sites. However the deal doe nothing for Yahoo in terms of popularity.

In April, Google also overtook Yahoo in U.S. traffic for the first time, according to comScore. Google sites had 141.1 million unique visitors to secure the No. 1 ranking, while Yahoo’s 140.6 million put it at No. 2, followed by Microsoft’s 121.2 million. This month has seen an early surge in traffic go to Buzz (OTC:BZTG) seeing it go from 155 000 on the Alexa web ranking to hitting 10,000 today and all gained with in the last few weeks.

In an open letter, Mr. Bostock said that Mr. Icahn’s plan to run a 10-member slate in opposition to Yahoo’s incumbent board of directors reflects “a significant misunderstanding” of the Microsoft offer.

“Conversely, we do not believe it is in the best interests of Yahoo! stockholders to allow you and your hand-picked nominees to take control of Yahoo! for the express purpose of trying to force a sale of Yahoo! to a formerly interested buyer who has publicly stated that they have moved on,” he said.

Yahoo’s board, comprised of nine independent directors and Mr. Yang, has met more than 20 times since Microsoft’s initial $31 per share offer on January 31, he said. Eventually, negotiations stalled when the sides could not bridge the gap between Microsoft’s revised $33 per share offer and Yahoo’s asking price of $37 per share. On May 4, Microsoft CEO Steve Ballmer (News - Alert) said he was withdrawing the $33 per share offer.

In a separate letter, Mr. Yang exhorted Yahoo employees to disregard the uncertainty caused by high-level maneuvering. Analysts have speculated that uncertainty could prompt some employees to jump ship.

Mr. Icahn, who often takes stakes in troubled companies like Motorola (News - Alert) and Time Warner and then agitates for change, on Thursday unveiled 10 candidates to dislodge Yahoo’s incumbents. Included on the slate are Mr. Icahn, Mark Cuban, the owner of the Dallas Mavericks, and Adam Dell (News - Alert), of Impact Venture Partners.

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