To try and avoid a proxy fight with activist shareholder Dan Loeb, Yahoo agreed to add one of Loeb’s proposed slate, turnaround specialist Harry Wilson, as well as a second member “mutually acceptable” to both.
But Loeb rejected the offer, says Yahoo.
Yahoo says it was trying to avoid the “cost and distraction that inevitably accompanies a proxy fight,” but Loeb “rejected this proposal and declined to end Third Point’s solicitation with respect to its own four candidates unless he personally was appointed to the Board.”
Yahoo concluded that “appointing Mr. Loeb to the Board is not in the best interest of the Company and its shareholders.”
Yahoo also added three new board members:
- John D Hayes, chief marketing officer at American Express
- Peter Liguouri, former chairman and president of Fox Broadcasting
- Thomas McInerney, chief financial officer of Interactive Corp.
This means five new board members have been added since the beginning of the year — in February, three board members stepped down, and former Rovi CEO Fred Amoroso and LiveOpsChairman (and former CEO) Maynard Webb joined. Chairman Roy Bostock also said he’d step down, but is sticking around to dispose of the company’s Asian assets, according to Sarah Lacy at PandoDaily.
Company cofounder Jerry Yang stepped down from the board in January.