Starboard Takes On Yahoo Board, Nominates Directors: Reports

UPDATE: 9:00 a.m. EDT — Private equity fund Starboard Value LP has now officially launched a proxy fight to remove the entire board of media company Yahoo, including the company’s CEO Marissa Mayer, who has struggled to turn the company around during nearly four years as Yahoo’s chief executive. In a statement released Thursday morning, the activist hedge fund said it will nominate nine “highly qualified director candidates” for election to Yahoo’s board.

Original story:

Activist investor Starboard Value LP is expected to announce its own nominations for Yahoo Inc.’s board of directors Thursday, according to a letter reviewed by the Wall Street Journal. The hedge fund, a strong critic of Yahoo’s management, had warned the company that it would push for a change to the board if Yahoo continued making "decisions that destroy shareholder value."

Yahoo currently has nine board members, including CEO Marissa Mayer, after appointing two independent directors earlier this month.

Starboard, which reportedly owns a 1.7 percent stake in Yahoo, is expected to announce nine nominees for board members, and reportedly said in the letter that Yahoo’s management has failed to live up to their own promises, according to the Journal. The board was unfit to decide whether Yahoo should remain an independent company, the letter added.

While a complete overturn of the board of directors is rare for private equity funds, Starboard managed to replace the entire board of 12 directors at Darden Restaurants Inc. in 2014.

Yahoo is currently looking at alternatives to separate its core business from a stake in Chinese e-commerce behemoth Alibaba Group Holding Ltd. The company has engaged in discussions with Starboard in recent weeks aimed at avoiding a proxy fight.

The publisher Time Inc. and the telecommunications giant Verizon Communications Inc. are reportedly among the companies expected to bid for Yahoo’s core business, while some private-equity firms are expected to team up for potential bids.

According to the New York Post, Yahoo has close to 40 interested bidders, including Verizon, AT&T, Time Inc., Bain Capital Partners, KKR & Co and TPG.