Jerry Yang is going to have a lousy summer. Carl Icahn, the New York-based corporate raider is willing to force the sale of the company before its annual meeting on August 1. In a stern letter sent June 6 to Yahoo chairman Roy Bostock, Icahn outlined his plan in pretty clear terms:

“– First, I would work to have the board replace your “poison pill” severance plan with an acceptable alternative. [Carl Icahn is referring to a severance plan for employees leaving or fired in the wake of the merger, that raises substantially the price of the transaction, among other things] – Second, I intend to ask our new board to hire a talented and experienced CEO (attempting to replicate Google’s success with Eric Schmidt) to replace Jerry Yang and return Jerry to his role as “Chief Yahoo”. Indeed, it was much speculated that Jerry would serve in the CEO role temporarily until a permanent CEO was hired after the board asked Terry Semel to resign.
– Third, I intend to ask our new board to inform Microsoft that unless any alternative transaction can insure a $33 or higher stock price (of which I am skeptical) all talks of alternative transactions are over.
– Fourth, I will ask our new board to offer publicly to sell Yahoo! to Microsoft in a friendly and cooperative transaction.
– Fifth, to the extent Microsoft does not want to make a proposal, I will ask our new board do a deal on search with Google, but only if it contains termination provisions that would in no way impede a subsequent acquisition by Microsoft.”

Carl Icahn is urging Yahoo to sell itself to Microsoft for $49.5bn, about $2bn more that Microsoft last, proposal.

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