Facing a battle for its board, Yahoo on Thursday pushed back its annual meeting until the end of July and announced the resignation of a board member.
The annual meeting, during which the entire board is up for re-election, had been scheduled for July 3. Yahoo did not yet set a particular date for the annual meeting but said that it will be around the end of July.
Billionaire investor Carl Icahn has been scooping up Yahoo shares and has told the company
he is nominating 10 candidates to replace the entire board. He has said that in doing so he hopes to reignite talks with Microsoft, which recently
pulled its acquisition bid for Yahoo.
The postponement of the board meeting probably means Yahoo needs more time to work out a deal with Microsoft, said Karsten Weide, an analyst at IDC. He believes Microsoft ultimately will buy Yahoo, even though the software giant removed its offer and has said it is working on another type of transaction with the company.
In addition to the change in the annual meeting, Yahoo said Edward Kozel resigned from the board. In a filing with the U.S. Securities and Exchange Commission, Yahoo said Kozel had planned to leave the board in February but decided to stay on following the acquisition proposal from Microsoft.
As a result of his resignation, Yahoo has reduced the size of its board to nine directors, it said.
While Kozel said he is resigning in order to spend more time with his family, he probably has another reason, Weide said. “What it means is there is dissent,” he said. Kozel may not have agreed with the board’s refusal to make a deal with Microsoft and he may be worried about lawsuits charging the board with failing to do its duty, Weide said.
Yahoo appointed Kozel to the board in 2000. He had spent 11 years at Cisco, including as chief technology officer, and also served on Cisco’s board. Kozel also previously worked at Boeing and McDonnell Douglas and as managing partner at Open Range Ventures, a private venture capital company.
Microsoft announced its $44.6 billion cash-and-stock bid for Yahoo on Feb. 1 but abandoned it three months later, after Yahoo initially spurned the offer. Microsoft was interested in a deal with Yahoo as a way to boost its lagging search business, although since it pulled its offer, the company has said that it can gain more market share through internal innovations.
Updated at 9:35 a.m. PT on May 23 to include comments from IDC analyst Karsten Weide.