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Year in review: The Microhoo saga

With no Microsoft deal, the beleaguered Yahoo slams the door on a dramatic 2008 and throws away the key.

7 min read
Microsoft/Yahoo

Yahoo slams door on '08, throws away key

By Dawn Kawamoto
Staff Writer, CNET News
Published: December 17, 2008, 4:00 AM PST

By all accounts, it's been a hellish year for Yahoo and its CEO Jerry Yang.

A battle over the Microsoft buyout bid, a proxy fight with billionaire investor Carl Icahn, a game of chicken with antitrust regulators, and finally, a search for a new CEO, have all left Yahoo and Yang ready to tell Father Time goodnight.

What a year it's been for Yahoo. The company took center stage in the technology sector, grabbing headlines left and right with each twist and turn in its various battles.

The drama began in February when Microsoft announced its unsolicited buyout bid valued at $31 a share, or $44.6 billion. That quickly drove Yahoo's share price from its slumbering $19 range to as high as $30.25, as investors began frothing at the mouth.

But Yahoo issued a public rejection two weeks later, saying the deal undervalued the company. For the next six weeks, various members of Yahoo's management team talked with Microsoft execs, but never in a formalized fashion.

Frustrated by the lack of progress with the talks, and aware Yahoo was out seeking a white knight, Microsoft CEO Steve Ballmer sent a letter to Yahoo's board with an ultimatum--do the deal within a three-week deadline, or face a proxy fight, a possible lowering of the offer, or an abandonment of the deal.

That deadline came and went with no response from Yahoo. In the following days, the parties set up their now infamous meeting, where Yang and co-founder David Filo met with Ballmer and crew.

Microhoo

Photo collage credit: Dan Farber/CNET News

The Microhoo drama played out in real life and in our imagination.

There at the meeting, Ballmer upped the buyout price to $33 a share, to which Yang countered with $37 a share and also a threat that Yahoo would initiate a search advertising deal with Google if Microsoft waged a proxy fight. That negotiation session was the last between the companies for a full buyout of Yahoo.

With that deal kaput, Yahoo shareholder activist Carl Icahn entered the picture less than two weeks later, announcing his proxy fight to unseat Yahoo's current board. Icahn, as well as a number of other large Yahoo investors, were fuming that the deal had been lost and were ready to charge like raging bulls.

Several days later, Microsoft re-emerged on the scene with an offer to acquire just Yahoo's search business. That deal, however, was rejected.

By mid-June, Yahoo announced that Microsoft was no longer interested in acquiring the company and that it would, instead, partner with rival Google on search advertising. Yahoo's stock took a hit on the news.

A month later, Microsoft teamed up with Icahn to again make a partial bid for just Yahoo's search business. That deal, too, was shot down.

In the backdrop of the drama, Yahoo's shareholder meeting date was fast approaching and would give Icahn a chance to try to unseat Yahoo's existing board and convince shareholders to elect his slate. But before it got to that point, Icahn and Yahoo reached a settlement that called for Icahn and two of the members from his dissident slate to join Yahoo's board of directors.

Yahoo was able to avert the Icahn crisis. But as that wound down, another fight was brewing on the antitrust front. The U.S. Department of Justice decided to investigate Yahoo's search advertising deal with Google, which had been put on hold until regulators could determine whether it would violate antitrust laws. Yahoo's ad customers, via the Association of National Advertisers, had also weighed in with the DOJ to oppose the deal.

After numerous meetings and various proposals to change the agreement, Yahoo and Google ultimately walked away from the deal when the DOJ informed the companies in early November it would file a lawsuit to block the partnership from going forward.

Yahoo's plans to generate as much as $800 million in revenues from Google in the first year of the partnership disappeared with the deal.

Less than two weeks later--in mid-November--Yahoo announced that Yang will step down as CEO as soon a replacement is found. The co-founder of the Internet search pioneer, however, will remain on the company's board and resume his title as "Chief Yahoo."

And so 2008 ends on a "no" note: no Microsoft deal, no Google deal, and soon, no CEO with the last name of Yang.

2008 Highlights

Microsoft bids $44.6 billion for Yahoo

The offer--described by Yahoo as "unsolicited"--amounts to $31 per share, or a 62 percent premium above its closing stock price.

February 1, 2008

Yahoo rejects Microsoft's bid

Board unanimously concludes that Microsoft's half-stock, half-cash offer "substantially undervalues" Yahoo. Yang's follow-up letter to Yahoo staffers.

February 11, 2008

Ballmer's letter to Yahoo board: Now is the time

Here's the full text of a letter Microsoft CEO Steve Ballmer wrote to Yahoo's board of directors threatening a proxy fight and lower bid if Yahoo doesn't make a decision about Microsoft's offer in three weeks.

April 5, 2008

Microsoft pulls its Yahoo offer

Despite last-minute talks amid an increased offer from Microsoft, the two sides could not strike a deal.

May 3, 2008

Yahoo: Microsoft's price just wasn't right

Microsoft didn't value Yahoo highly enough, Yahoo said after Microsoft's withdrew its acquisition offer. Yang calls the episode a "distraction" that's "behind us now."

May 3, 2008

Icahn launches Yahoo proxy fight, may boost stake by $2.5 billion

Billionaire shareholder activist Carl Icahn announces a 10-member proxy slate and is seeking antitrust clearance to acquire up to another $2.5 billion in Yahoo shares.

May 15, 2008

Microsoft and Yahoo re-enter talks

Microsoft announces it has issued another proposal to Yahoo that calls for an acquisition of some but not all of Yahoo's assets.

May 18, 2008

Yahoo: Microsoft doesn't want us anymore

Internet company says Microsoft is no longer willing to pay $33 a share for the company. A Yahoo-Google search deal is imminent, a source tells CNET News.com.

June 12, 2008

Yahoo inks search ad pact with Google

Google will supply Yahoo with search ads in a partnership Yahoo believes will raise revenue by $800 million in its first year--but that also could give more power to Google.

June 12, 2008

Icahn, Microsoft team up for action on Yahoo

The call goes out for Yahoo investors to oust the current board and elect Carl Icahn's dissident slate instead. Microsoft says yeah, we'd talk with a new board.

July 7, 2008

Yahoo statement rejecting Icahn-Microsoft search buyout proposal

Yahoo issues a statement rejecting joint-proposal by Microsoft and Carl Icahn to buy the Yahoo's search business.

July 13, 2008

In settlement, Icahn to join Yahoo board

The activist investor, who plans to recommend two more directors and withdraw his other nominees, will be included in a board expansion to 11 members.

July 21, 2008

Ad trade group opposes Yahoo-Google search deal

Association of National Advertisers announces it has sent a letter to the top antitrust chief for the U.S. Department of Justice, issuing its objections to the controversial Yahoo-Google search ad partnership.

September 7, 2008

Sandy Litvack, a dogged trustbuster in pursuit of Google

Google and Yahoo are already familiar names. But soon, hired gun Sandy Litvack may be too, should this long-time antitrust attorney and consultant to the Department of Justice pursue a case against the companies.

September 12, 2008

Antitrust concerns kill Yahoo-Google ad deal

Google gives up the partnership, shying away from the Justice Department's antitrust lawsuit threat and possible damage to its advertiser relations. Yahoo isn't happy.

November 5, 2008

Yahoo CEO Yang to step down

Jerry Yang will step back to his chief Yahoo role as soon as a successor is found for the CEO role, Yahoo announces.

November 17, 2008

Yahoo shares plummet nearly 21 percent on Ballmer comments

Shares of the company free-fall following comments by Microsoft CEO Steve Ballmer that the software giant is not interested in a Yahoo acquisition.

November 19, 2008

It's official: Qi Lu to head Microsoft's online effort

Microsoft officially names the former Yahoo search executive. In the process, however, Microsoft is losing top ad executive Brian McAndrews.

December 4, 2008

Additional headlines

Yahoo to lay off 1,000 as profit drops

Yahoo pink slips arrive

Ballmer's letter to Yahoo: We want you

Icahn to Yahoo: Nix the poison pill, now

Yahoo rebuts Icahn: You have no plan

Microsoft: We only wanted to buy Yahoo if quickly

Yahoo and Microsoft. Is it on again?

Ballmer comments juice Yahoo shares

Yahoo, Google extend antitrust deadline again

Yahoo profit drops; at least 1,430 to lose jobs

 
Microsoft/Yahoo

Yahoo slams door on '08, throws away key

By Dawn Kawamoto
Staff Writer, CNET News
Published: December 17, 2008, 4:00 AM PST

By all accounts, it's been a hellish year for Yahoo and its CEO Jerry Yang.

A battle over the Microsoft buyout bid, a proxy fight with billionaire investor Carl Icahn, a game of chicken with antitrust regulators, and finally, a search for a new CEO, have all left Yahoo and Yang ready to tell Father Time goodnight.

What a year it's been for Yahoo. The company took center stage in the technology sector, grabbing headlines left and right with each twist and turn in its various battles.

The drama began in February when Microsoft announced its unsolicited buyout bid valued at $31 a share, or $44.6 billion. That quickly drove Yahoo's share price from its slumbering $19 range to as high as $30.25, as investors began frothing at the mouth.

But Yahoo issued a public rejection two weeks later, saying the deal undervalued the company. For the next six weeks, various members of Yahoo's management team talked with Microsoft execs, but never in a formalized fashion.

Frustrated by the lack of progress with the talks, and aware Yahoo was out seeking a white knight, Microsoft CEO Steve Ballmer sent a letter to Yahoo's board with an ultimatum--do the deal within a three-week deadline, or face a proxy fight, a possible lowering of the offer, or an abandonment of the deal.

That deadline came and went with no response from Yahoo. In the following days, the parties set up their now infamous meeting, where Yang and co-founder David Filo met with Ballmer and crew.

Microhoo

Photo collage credit: Dan Farber/CNET News

The Microhoo drama played out in real life and in our imagination.

There at the meeting, Ballmer upped the buyout price to $33 a share, to which Yang countered with $37 a share and also a threat that Yahoo would initiate a search advertising deal with Google if Microsoft waged a proxy fight. That negotiation session was the last between the companies for a full buyout of Yahoo.

With that deal kaput, Yahoo shareholder activist Carl Icahn entered the picture less than two weeks later, announcing his proxy fight to unseat Yahoo's current board. Icahn, as well as a number of other large Yahoo investors, were fuming that the deal had been lost and were ready to charge like raging bulls.

Several days later, Microsoft re-emerged on the scene with an offer to acquire just Yahoo's search business. That deal, however, was rejected.

By mid-June, Yahoo announced that Microsoft was no longer interested in acquiring the company and that it would, instead, partner with rival Google on search advertising. Yahoo's stock took a hit on the news.

A month later, Microsoft teamed up with Icahn to again make a partial bid for just Yahoo's search business. That deal, too, was shot down.

In the backdrop of the drama, Yahoo's shareholder meeting date was fast approaching and would give Icahn a chance to try to unseat Yahoo's existing board and convince shareholders to elect his slate. But before it got to that point, Icahn and Yahoo reached a settlement that called for Icahn and two of the members from his dissident slate to join Yahoo's board of directors.

Yahoo was able to avert the Icahn crisis. But as that wound down, another fight was brewing on the antitrust front. The U.S. Department of Justice decided to investigate Yahoo's search advertising deal with Google, which had been put on hold until regulators could determine whether it would violate antitrust laws. Yahoo's ad customers, via the Association of National Advertisers, had also weighed in with the DOJ to oppose the deal.

After numerous meetings and various proposals to change the agreement, Yahoo and Google ultimately walked away from the deal when the DOJ informed the companies in early November it would file a lawsuit to block the partnership from going forward.

Yahoo's plans to generate as much as $800 million in revenues from Google in the first year of the partnership disappeared with the deal.

Less than two weeks later--in mid-November--Yahoo announced that Yang will step down as CEO as soon a replacement is found. The co-founder of the Internet search pioneer, however, will remain on the company's board and resume his title as "Chief Yahoo."

And so 2008 ends on a "no" note: no Microsoft deal, no Google deal, and soon, no CEO with the last name of Yang.

2008 Highlights

Microsoft bids $44.6 billion for Yahoo

The offer--described by Yahoo as "unsolicited"--amounts to $31 per share, or a 62 percent premium above its closing stock price.

February 1, 2008

Yahoo rejects Microsoft's bid

Board unanimously concludes that Microsoft's half-stock, half-cash offer "substantially undervalues" Yahoo. Yang's follow-up letter to Yahoo staffers.

February 11, 2008

Ballmer's letter to Yahoo board: Now is the time

Here's the full text of a letter Microsoft CEO Steve Ballmer wrote to Yahoo's board of directors threatening a proxy fight and lower bid if Yahoo doesn't make a decision about Microsoft's offer in three weeks.

April 5, 2008

Microsoft pulls its Yahoo offer

Despite last-minute talks amid an increased offer from Microsoft, the two sides could not strike a deal.

May 3, 2008

Yahoo: Microsoft's price just wasn't right

Microsoft didn't value Yahoo highly enough, Yahoo said after Microsoft's withdrew its acquisition offer. Yang calls the episode a "distraction" that's "behind us now."

May 3, 2008

Icahn launches Yahoo proxy fight, may boost stake by $2.5 billion

Billionaire shareholder activist Carl Icahn announces a 10-member proxy slate and is seeking antitrust clearance to acquire up to another $2.5 billion in Yahoo shares.

May 15, 2008

Microsoft and Yahoo re-enter talks

Microsoft announces it has issued another proposal to Yahoo that calls for an acquisition of some but not all of Yahoo's assets.

May 18, 2008

Yahoo: Microsoft doesn't want us anymore

Internet company says Microsoft is no longer willing to pay $33 a share for the company. A Yahoo-Google search deal is imminent, a source tells CNET News.com.

June 12, 2008

Yahoo inks search ad pact with Google

Google will supply Yahoo with search ads in a partnership Yahoo believes will raise revenue by $800 million in its first year--but that also could give more power to Google.

June 12, 2008

Icahn, Microsoft team up for action on Yahoo

The call goes out for Yahoo investors to oust the current board and elect Carl Icahn's dissident slate instead. Microsoft says yeah, we'd talk with a new board.

July 7, 2008

Yahoo statement rejecting Icahn-Microsoft search buyout proposal

Yahoo issues a statement rejecting joint-proposal by Microsoft and Carl Icahn to buy the Yahoo's search business.

July 13, 2008

In settlement, Icahn to join Yahoo board

The activist investor, who plans to recommend two more directors and withdraw his other nominees, will be included in a board expansion to 11 members.

July 21, 2008

Ad trade group opposes Yahoo-Google search deal

Association of National Advertisers announces it has sent a letter to the top antitrust chief for the U.S. Department of Justice, issuing its objections to the controversial Yahoo-Google search ad partnership.

September 7, 2008

Sandy Litvack, a dogged trustbuster in pursuit of Google

Google and Yahoo are already familiar names. But soon, hired gun Sandy Litvack may be too, should this long-time antitrust attorney and consultant to the Department of Justice pursue a case against the companies.

September 12, 2008

Antitrust concerns kill Yahoo-Google ad deal

Google gives up the partnership, shying away from the Justice Department's antitrust lawsuit threat and possible damage to its advertiser relations. Yahoo isn't happy.

November 5, 2008

Yahoo CEO Yang to step down

Jerry Yang will step back to his chief Yahoo role as soon as a successor is found for the CEO role, Yahoo announces.

November 17, 2008

Yahoo shares plummet nearly 21 percent on Ballmer comments

Shares of the company free-fall following comments by Microsoft CEO Steve Ballmer that the software giant is not interested in a Yahoo acquisition.

November 19, 2008

It's official: Qi Lu to head Microsoft's online effort

Microsoft officially names the former Yahoo search executive. In the process, however, Microsoft is losing top ad executive Brian McAndrews.

December 4, 2008

Additional headlines

Yahoo to lay off 1,000 as profit drops

Yahoo pink slips arrive

Ballmer's letter to Yahoo: We want you

Icahn to Yahoo: Nix the poison pill, now

Yahoo rebuts Icahn: You have no plan

Microsoft: We only wanted to buy Yahoo if quickly

Yahoo and Microsoft. Is it on again?

Ballmer comments juice Yahoo shares

Yahoo, Google extend antitrust deadline again

Yahoo profit drops; at least 1,430 to lose jobs