Tonight, new Yahoo CEO Marissa Mayer gave her first public interview since becoming the leader of the troubled Silicon Valley Internet giant.

Not to cranky me, of course, but to the much more amenable Fortune magazine writer and editor Pattie Sellers, who hosted the former Google exec at a dinner in Palo Alto, Calif., as part of the magazine’s Most Powerful Women franchise.

Fortune recently put a glamour shot of Mayer on the cover, and Sellers also did a profile. Now, Mayer was ready to sit down to talk about Yahoo and more.

(I wish I could have reported from the event, and almost did. I had initially been invited to the dinner at the Garden Court Hotel for about 100 guests, mostly women. But I was then waitlisted, and then told by Sellers directly that I could not attend, as the editors had decided to close out outside media and only have Fortune staffers covering it.)

Whatever! I have my ways to liveblog it and do it faster than any magazine writer can — and none involve disguising myself as a cater-waiter or solely using the Twitter feed from Fortune. As if!

Here goes:

7:50 pm: After some lovely cocktails, the audience sits down at about 10 tables of nine people and starts in on the salad course.

Soon enough, the night starts off with a speech by a McKinsey partner (and presumable sponsor of the dinner), delivering some stats as part of a study of some sort about how businesses are using — or should be using — social tools.

More than 60 percent of knowledge workers spend time exchanging information … Social can deliver an estimated $1 trillion in value.

Big news! Not! Even! Slightly! Oh dear, please get to the opening act!

Finally, Sellers gives her intro of Mayer.

8:04 pm: Sellers notes that her conference had hosted Yahoo CEO Carol Bartz in 2010 (she was ousted in 2011), and in 2011 had Mayer when she was an exec at Google (she became Yahoo CEO this year).

Now, in 2012, Mayer is top dog at Yahoo, and the youngest CEO in the Fortune 500.

“Why don’t we just call this ‘the most powerful Yahoo dinner,’” jokes Sellers.

Why not!

Mayer — for those who care, and forgive me, since I am fashion-stupid — is wearing a black frock and some heeled Mary Janes. She gets big applause when Sellers notes that Yahoo stock is up 18 percent since Mayer became CEO.

Note: It did go down when she made a shareholder misstep early in her tenure, but has gone up since she repeated mobilemobilemobile with confidence on a recent earnings call that got investors excited about her tenure.

8:08 pm: By the way, Mayer put in a call for people to vote for her as Time magazine’s Person of the Year (she is on the list of nominees — more kudos from a Time Inc. property).

Mayer starts off with basic PR messaging that she trotted out previously on the recent earnings call, around how she wants Yahoo to be focused on “delighting and engaging users” and how it is a brand that touches people every day.

Therefore, its products need to be inspiring and delightful.

Daily delight! This is the buzzword.

Also, she notes, Yahoo should be the bestest place to work.

As apparent proof of that, Mayer says that all Research In Motion BlackBerry smartphones have been banished, and that Yahoos will be using Apple’s iPhones, Google’s Android phones and Microsoft’s Windows phones.

This has been endlessly reported, even though most other Internet companies do this, but it’s a good line, anyway.

8:12 pm: By the way, iPhones are the most popular with Yahoo employees.

News at 11! (I will add that iPhones are the most popular with the Swisher boys, too, and — irony alert — one of their moms works at Google.)

Sellers then asks about what makes a good product, which is precisely why the product-savvy Mayer was brought in to fix Yahoo.

Says Mayer: “Acute user need.”

I acutely need doughnuts. Does this count?

Also, says Mayer, products have to be created in a way that is “frictionless and beautiful,” and that the offering cannot get in the consumer’s way.

Sellers asks her to name a great product. Mayer notes that she was not talking acquisitions, but quickly namechecks the iPhone and Google.

Since those companies’ market caps are a billionty times bigger than Yahoo’s, she def cannot acquire anything there.

8:17 pm: Mayer also apparently likes some kind of luxury paper made in Germany that looks like velvet. It’s Gmund, by the way.

The topic moves on to Flickr, the once hip photo-sharing service that Yahoo bought and proceeded to ignore. Meanwhile, Instagram.

Mayer says that Yahoo needs to focus on the “global suite” services that are excellent, and on executing them well.

She points out Yahoo’s fantasy football service, mentioning its recent breakdown on game day that sent fans into a tizzy.

It’s a they-love-us-so-much-they-hate-us point.

Yahoo will not do things like online maps, though, Mayer says, noting that where Yahoo cannot compete, it should partner.

Sellers asked about acquisitions.

Mayer: Mobilemobilemobile! (It worked before!)

8:22 pm: Mayer then mentions the importance of small teams that work together, such as its recent Stamped purchase.

She notes that the bigger and more strategic opportunities are around advertising technology. Calling the Rubicon Project!

Mayer veers away from a question about layoffs, a sad Yahoo tradition. I have reported previously that she will make cuts via performance reviews.

At Yahoo, she says, it’s now about performance, not potential: “No offense to potential, but what we really care about now is performance.”

No offense taken!

Also, everyone’s goals will be posted on the Yahoo Web site for everyone to see.

Oh, wait, there will surely be offense taken by those lazy potential people at Yahoo.

Mayer does add that Yahoo should be a “growth company,” and not one defined by cuts.

8:28 pm: “The consumer Internet is growing, and we need to invest,” she says.

To achieve this will be a hard job, and will take multiple years, she adds.

Sellers asks about the Disney turnaround, which Mayer is apparently fascinated with. Mayer does indeed love Disney.

Who doesn’t? (Well, me, but I am an outlier.)

Speaking of Disney, one of its directors, Facebook COO Sheryl Sandberg, sent regrets, but has emailed a question from its board meeting in New York.

Sandberg once worked at Google with Mayer, though the pair is still not working on a search engine together.

Sandberg asks what was most surprising to Mayer about taking over at Yahoo.

Mayer says she thought the job would be hard, and her new baby would be fun. Mayer had her first child at the end of September.

“The job is fun, and the baby is easy,” says Mayer.

Sellers wants to know how Mayer gets it all done. The answer: “Ruthlessly prioritize.”

She notes that that’s why she has not talked to the media at all, and why she will not be talking after this event.

(Well, I guess I will go back to not waiting by the phone for Yahoo PR to call back. Hi Anne! — also looking forward to not getting the holiday media party invite, which is no prob as the Googlers are throwing one the same night and they usually have organic arugula picked by elves they employ that’s acutely delicious.)

Then, as a Wisconsin Green Bay Packers fan, Mayer does her version of the famous Vince Lombardi quote: “God. Family. Yahoo.”

Cheesehead moment! And Mayer and I have so much in common! Mine is: Dog. Family. Yahoo.

8:33 pm: Sellers throws in one more question from famed investor Warren Buffett, who apparently wants to know what, if Mayer was not CEO of Yahoo, would she want to run?

Not Berkshire Hathaway! Mayer says she would build something herself.

It seems as if that is what she is doing at Yahoo, so we await the result.

Until then, Mayer’s mum. So to speak.

They like her, they really like her.

Wall Street, that is, in regards to new Yahoo CEO Marissa Mayer, assigning the former Google exec a clear premium.

And whether it is deserved or not yet from a pure performance perspective — we actually won’t know for several quarters ahead — the shares of the Silicon Valley Internet giant over the past three months have gone up 22 percent. The rise has taken place pretty much on the promise that she will finally be the one to deliver what no other Yahoo leader has done.

And that is, besides making the company relevant and innovative again: Getting Yahoo’s stock past $20 a share again.

That’s within striking distance now. Shares are at $18.40 today, close to an all-time high for the year. The recent rise certainly isn’t taking into account the results of the recent lackluster third quarter, which continued to show the worrisome downward trends — even though partial asset sales of the company’s Chinese Alibaba stake successfully masked the problems — in growth, engagement and overall profitability.

But Mayer’s confident I’ve-got-this tones on the earnings call itself — especially in pushing a mobile strategy that has not been put in place as yet in any substantive way — won over Wall Street investors, who apparently like how she sounds and, thus, are intrigued with what she might do.

While this kind of perceptual game will only get Yahoo so far, moving out of the teens in share price would be an important benchmark for the company.

The stock was last at that level in August of 2008. At the time, in fact, $20 a share was considered very disappointing, taking place after Microsoft dropped its $44.6 billion hostile bid for Yahoo a few months earlier. Indeed, $20 was a big comedown from when Yahoo shares were above $43 in 2006.

The lowest price Yahoo shares got in recent years were $9.39 in November of 2008, just before then CEO and co-founder Jerry Yang stepped down.

Now the stock is close to double that sad trough, fueled in part by some cosmetic moves to improve culture by Mayer — including free food, smartphones and a promise to end the slow-moving decision-making at Yahoo.

There has also been a start of the promised multi-billion-dollar stock buybacks by the company, although Yahoo has been cagey about how and when it is purchasing. Also helping, more recently, is that several big hedge funds are buying into the story of hope.

Following in the footsteps of successful activist shareholder Dan Loeb of Third Point, who is now on the board and is a major Yahoo investor, others like him have now joined in the party in a bigger way. That includes David Einhorn of Greenlight Capital and Chase Coleman of Tiger Global Management.

The thoughtful Einhorn, who is a friend of Loeb’s, has been in and out of the stock before, buying it on hopes that now ousted CEO Carol Bartz would be Yahoo’s savior and selling it soon after it was clear she might not be. He came back in February with three million shares, sold them in May, but now has upped his stake to just over five million more under Mayer’s regime.

More substantively, Tiger’s Coleman has grabbed 25 million shares (interestingly, he’s also upped his stakes in Groupon and Facebook).

Obviously, they must believe Yahoo is set to move upward, which all depends on Mayer. She’s made one critical stock misstep early in her tenure, by announcing that she was considering keeping the huge cash windfall from its sale of Alibaba stock and not giving it back to shareholders in some form.

That dropped Yahoo’s shares to under $15, but Mayer walked back that mistake and the stock has been climbing since.

For the year to date, it’s up almost 14 percent — a nice rise — although that pales in comparison to Apple’s 39 percent rise, Amazon’s 37 percent rise and, most of all, AOL’s 136 percent leap.

The comparison to the massive stock run that AOL has had, after CEO Tim Armstrong — also a former Googler — cut costs, focused units, sold patents and bought back stock, is often made. It’s perhaps apt, but arguably Yahoo has much better and fixable assets than AOL.

More to the point, Yahoo’s price-to-earnings ratio remains unusually low — it’s 5.6, compared to the S&P’s 14.2 average — which means that the entire business is severely undervalued by Wall Street.

It is if Mayer can create real value by actually staging the comeback she is already getting credit for accomplishing. She certainly has a lot of levers to improve results, from the stock buyback to finally making a deal to sell its multi-billion-dollar stake in Yahoo! Japan to making expense cuts to buying some innovative small start-ups to creating products that aren’t, well, lame.

Most importantly, Mayer has to stop the decimation of Yahoo’s once mighty advertising business, which makes up the bulk of its revenue, as well as improve its search monetization by rejiggering its heretofore dysfunctional partnership with Microsoft. (But, as I wrote earlier this week, she will not be making new search engines with Facebook.)

A gander at this chart of Yahoo’s declining quarterly revenue should give you a good visual of the problem with the core business:

YHOO Revenue Quarterly data by YCharts

And, indeed, Yahoo’s sales have dropped 29 percent since 2007, with typically flat display revenue and declining search revenue, which was once Yahoo’s crown jewel. While operating margins have risen over the years, very few point to the company as an exciting growth story.

And it still isn’t, although investors are starting to consider it a possibility. We’ll see as Mayer makes more significant changes in 2013, hopefully underpinning the stock’s recent rise with a true story of financial strides.

But, for now, giddy shareholders probably should not get too far ahead of themselves. Not that you can stop them: Mayer fan Eric Jackson is calling for Yahoo’s stock to be over $40 again by end of 2013.

Whether the Mayer premium can do pull off that particular investor miracle or not remains to be seen.

She’s back. Again!

Carol Bartz, that is. The former CEO of Yahoo, who was ousted in 2011 from that job, was interviewed by Pattie Sellers at the recent Fortune Most Powerful Women Summit.

The range of topics included new Yahoo CEO Marissa Mayer, her thoughts on board politics (she was ousted by Yahoo’s directors in an epic manner), and much more.

As usual, Bartz is riveting to watch:

It’s been nice to see all the euphoria at Yahoo about free food and Apple iPhones kicking it up a notch.

But, purple people, guess what? Them’s just your basic table stakes in Silicon Valley these days and pretty much everyone else has had such perks for a long while now.

Thus, as nice as it is to drink your coconut water gratis, after two months in charge, it’s long past time to focus on what new Yahoo CEO Marissa Mayer is up to besides making much-needed but obvious cultural changes at the troubled Internet giant.

She’s been busy with the expected listening tour of employees and also outside tech players — such as former Yahoo CEO Terry Semel — which is a textbook stop in the turnaround playbook.

Now comes the hard part: Actually beginning to make the significant decisions about how she’s going to turn around Yahoo and what the key issues of strategic focus need to be.

In a series of recent meetings, according to numerous sources inside the company, Mayer has begun to outline what those are to top staff.

Not surprisingly, they are many of the same thorny issues that Yahoo has been facing for a long time and which center primarily on making the company relevant again in a wide number of ways.

I’ll get to many of them over the next week in a series of What Will Marissa Do? posts — including looking closely at her new hires, when and how Mayer will deal with inevitable layoff decisions facing the company, where the sale of Yahoo! Japan stands and, finally, what she’s cooking up for key Yahoo products.

But the focus has to fall first of all on search and advertising, the two arenas that Mayer has been studying most closely, according to numerous sources close to the situation.

That has included a recent meeting and numerous discussions with Microsoft CEO Steve Ballmer about improving Yahoo’s search advertising partnership, said sources at both companies.

That deal has been largely disappointing since it was struck under the regime of ousted CEO Carol Bartz several years ago.

Many reasons are given for the poor performance of the entire arrangement, including lack of improvement of cost per click and share growth for both parties. That means bid density and numbers of advertisers remain too low, especially compared to Google’s offering of access to a larger, more active and lucrative market.

Simply put, despite massive spending by Microsoft on search, users and advertisers get significantly better results overall with the search leader Google.

(You can read a great piece by Search Engine Land’s Danny Sullivan from last year, which exhaustively looked at the issues until then.)

The irony abounds that it’s up to Mayer to fix this problem of improving revenue per search with Ballmer, since she has been among the executives who have made Google the search behemoth it has become.

Her particular expertise has been on search experience for consumers, which is just the area that Yahoo desperately needs to improve after handing over technology duties to Microsoft.

That move was controversial at the time and some feel it was a big mistake. But, most also think there is no going back at this point, given the enormous cost of running a serious search enterprise.

Such an idea is still being raised inside Yahoo, although it seems more nostalgic than a realistic possibility, given the enormous price and, more importantly, the departure of the company’s core search engineers in recent years.

That doesn’t mean Yahoo under Mayer can’t be key to helping solve Microsoft’s search tech problems. She certainly knows the entire arena, which has already given Yahoo increased credibility among Microsoft’s search engineers.

“None of Yahoo’s many CEOs knew anything about search technology and that’s certainly not the case here with Mayer,” said one person close to the situation at Microsoft. “When she walks in, she instantly has status among the geeks as someone who knows what she’s talking about.”

It still may be a losing battle, due to Google’s overwhelming dominance, but if anyone at Yahoo can spot areas of even small improvement — which can yield big returns — it could be Mayer.

In addition, she can spearhead Yahoo’s own efforts to reverse — or perhaps simply stop — search market share declines via delivering a better consumer offering.

That’s still heavy lifting, no matter the exec, since both Microsoft’s Bing and Google are better equipped to win here, too.

“It hard to imagine we are going to slow down in any way,” said one former colleague of Mayer’s at Google to me recently in a rather ominous tone. “We’re only going to get more competitive.”

Pressure much?

And more: Mayer is under a time limit, since guaranteed payments Microsoft agreed to pay Yahoo for the shortfalls on what was promised will be running out next year. The pair has renegotiated that deal before, and it will likely have to do so again.

Of course, Mayer could try to walk and threaten to take Yahoo’s search business elsewhere, a move that former CEO Scott Thompson was mulling before his ouster.

That’s not a surprising ploy, except it is probably impossible to pull off, a fact acknowledged by top Yahoo execs.

“It might feel good to say we have options in search,” said one person close to the situation. “But that ship sailed years ago.”

Indeed, especially since Google is the only choice of possible alternate partners and such a move is rife with major obstacles.

There is the issue of the contract with Microsoft, which could lead to a potentially explosive legal struggle Yahoo can ill afford.

“They can try to get out of the deal,” said one high-ranking person at the software giant. “But that’s a lot easier threatened than done.”

And, there is the clear regulatory hairball any search hook-up between Google and Yahoo would lead to.

That’s happened before, which Mayer knows well since she was a top exec in Google’s business when it tried to partner with Yahoo as a way to prevent Microsoft’s hostile takeover bid for the company.

While times might have changed, Google is currently facing a likely battle with the Federal Trade Commission over its powerful search business, and trying to get Yahoo’s business now is a non-starter.

Thus, finally fixing the Microsoft partnership is key to Mayer’s success since it represents a little over one-third of revenue of Yahoo (see the chart below).

The bigger part of Yahoo’s business, as you can also see from the chart, has been display revenues. And that, too, has been a sorry tale of declines and ever more disappointing results.

A report by eMarketer on display market share had this depressing chart for Yahoo:

As is clear, the march downward for one-time leader Yahoo has been swift, and the prospects for the future are worse as Google and Facebook vie for leadership.

The reasons for this have been myriad, but Mayer has apparently decided that it’s been due in large part to the broken Yahoo ad tech platforms and their ever weaker performance.

As we have previously reported, she has determined that it’s now time to invest in improving them, both by funding internally and external acquisitions.

For that, she has formed a tight group of execs to scan the landscape for tasty and innovative treats for Yahoo to gobble up.

That includes: Scott Burke, SVP of Yahoo’s advertising and data platforms; Brian Silver, who runs the company’s Right Media Exchange; Xuhui Shao, a key engineering VP under Burke; and Mark Morrissey, the longtime tech exec who previously ran the company’s search business and was key to integrating the Microsoft search deal into place.

The cerebral Burke especially has been pushing ad platform improvement for a while and finally seems to have won the battle against detractors of the big and possibly grandiose plan by appealing to Mayer’s interest in not giving up.

Thus, the tabling of plans by Thompson, as well as interim CEO Ross Levinsohn, to outsource some of the automated parts of the display business to Google.

Those talks were very serious, as well as others to sell off Right Media, but they are done for now.

One major issue — the people in charge of the ad platform turnaround could also be seen (and most definitely are) as mired in Yahoo’s legacy of lackluster results and poor performance.

“It is kind of funny that the guys responsible for the decline now have the responsibility for fixing it,” said one source at Yahoo.

It’s a fair point to be made.

But that’s water under the bridge, apparently, since the group has been making the rounds, helped by Yahoo’s M&A execs, with a wide range of companies in many different ad tech area being considered (and some dismissed), including: Mediaocean, Turn, Criteo, PubMatic and Millennial Media.

Millennial is the most interesting, because it is a mobile ad play, where Yahoo is exactly nowhere (to be fair, less than nowhere) after years of botched efforts.

As with other companies, this is a critical arena for Yahoo, and yet one more that Mayer needs to focus on.

Lastly, Mayer has to make sure Yahoo’s premium display business remains strong. This is much more based on relationships with large advertisers than on major sponsorship and branding offerings, as well as creating consumer products and content that is appealing to marketers.

This area is now headed up by former Google exec Michael Barrett, who has publicly said he was staying put for now at Yahoo as its chief of revenue.

In fact, because he is in charge of all sales, he occupies the second slot under Mayer on Yahoo’s now strangely configured, punctuation-impaired and information-free management page.

But numerous sources inside and outside Yahoo said Barrett has also told many people that he is still not fully committed to staying in the role for the long haul.

If he eventually gets a lucrative exit package — something the new boss is not being very generous with overall, said sources — that will mean Mayer will need a high-profile and well-regarded ad exec to replace him; sources said Mayer has already begun reaching out to some candidates.

The pickings are slim, with only a few names on the list of those capable of taking on such a job. That includes: Demand Media’s Joanne Bradford, who was also a former top Yahoo exec; Microsoft’s Yusuf Mehdi; OWN’s Kathleen Kayse; MLB.com’s Bob Bowman; and any number of Google execs.

In that regard, as with all the other search and advertising overhaul efforts at Yahoo, it is a matter of attracting serious talent into the company going forward.

More on that — and more — to come.

According to sources, former top Yahoo exec Hilary Schneider will be named president of LifeLock, which offers theft and fraud protection services to individual consumers and businesses.

The move — which is set to be announced soon, said sources — is an interesting one on a lot of levels.

First, the Tempe, Arizona-based LifeLock has just filed to go public at the end of August on the New York Stock Exchange under the ticker “LOCK.” The company — which is backed by Bessemer Venture Partners and Kleiner Perkins — seeks to raise $175 million in its IPO.

Obviously, bringing in Schneider adds an experienced public company exec to the team, which is headed by CEO and Chairman Todd Davis.

Perhaps more interestingly, it that it is a major shift in focus for Schneider — who left Yahoo in 2010 and has since been doing consulting work with TPG Capital on a wide range of digital companies.

She has largely been focused on online advertising in her career and was much recruited for a range of such opportunities after departing Yahoo. Instead, she chose to work at TPG, where she actually helped the powerful private equity firm think through a possible bid for Yahoo at one point.

Schneider left Yahoo after clashing with then-CEO Carol Bartz — Bartz was later fired — over a range of issues at the Silicon Valley Internet giant. Schneider had headed media and advertising sales there for its key U.S. division.

Before Yahoo, Schneider was a top exec at media giant Knight Ridder and, earlier, was CEO of Red Herring Communications and also CEO of Times Mirror Interactive. The Harvard Business School grad started her media career at the Baltimore Sun.

I am awaiting comment from LifeLock on the pending appointment.

As I previously reported he likely would, top Yahoo exec Ross Levinsohn — who lost the CEO race to former Google exec Marissa Mayer — is leaving the company, according to several sources.

Mayer also just sent a note to the company about the departure, added a multitude of other sources across the company.

(Update: Yahoo just filed regulatory documents about the separation, noting severance agreements that total many millions of dollars.

And the company also released a statement confirming the departure: “Ross has done a terrific job during his time at Yahoo!. We wish him all the best.”

Levinsohn also had a memo to staff, which is also below.)

Levinsohn, who took over as interim CEO in the wake of the ouster of Scott Thompson earlier this year, had been running the Americas unit of the Silicon Valley Internet giant. That put him in charge of key Yahoo businesses, including its media and advertising sales divisions.

Levinsohn and Mayer have been negotiating his exit for several days, sources said, which is not surprising given the awkward circumstance between them.

While Mayer might have benefited from Levinsohn’s close ties with key marketing players and his content experience, her intense focus on products and not on media likely means that she will rely on a more tech-heavy leadership team going forward.

It will be interesting to see who she picks going forward. As I previously reported, many think she will pull from the ranks of former and current Google execs, where she worked for her entire career before Yahoo.

Levinsohn does not apparently have any current plans for another gig, but as an experienced and very well-liked online media exec, he will likely have many options.

He came to Yahoo in late 2010, replacing Hilary Schneider, in the regime of Carol Bartz, who was later fired.

Levinsohn arrived at Yahoo from Fuse Capital, where he worked with Jon Miller — now chief digital officer at News Corp. — in funding digital media and communications start-ups.

But, until his Yahoo job, Levinsohn was probably best known for his stint running digital operations for News Corp.’s then Fox Interactive Media unit.

It was at FIM that he rose to prominence after he bought Myspace, the social networking site that was once the hottest property on the Web.

At the time, Levinsohn and other execs also struck a gigantically lucrative advertising search deal with Google that garnered Myspace huge revenues.

After leaving News Corp. — after repeated clashes with Myspace co-founder and then CEO Chris DeWolfe — he partnered with Miller in another investment company, Velocity Capital.

Ironically, both Miller and Levinsohn were the top choices of billionaire shareholder activist Carl Icahn as the execs he wanted to run Yahoo when he was agitating for change there a few years back in the midst of the failed takeover attempt by Microsoft.

Fast forward several years, with Levinsohn losing his shot as CEO of Yahoo, after yet another hedge fund manager — Dan Loeb of Third Point, who waged a Yahoo proxy fight that ended in him getting seats on the board — strongly backed Mayer for the job instead of Levinsohn.

Levinsohn never had a chance against the tech-star resume of Mayer, of course. But, for his time of taking over Yahoo after the crisis around the ouster of Thompson over a fake computer science degree on his bio alone — a rocky period for the company, to be sure — Levinsohn probably deserves a lot of kudos from Yahoo’s board.

More to come, obviously.

But here is the Mayer note about Levinsohn’s departure in full:

Subject: Thank You to Ross Levinsohn

Do Not Forward

I am writing to let you know that Ross Levinsohn will be leaving the company at the end of July.

Ross has been an important and powerful contributor at Yahoo since he joined in 2010. During May and June, Ross stepped into an incredibly tough role as interim CEO and did a terffic job — he really helped keep the company moving, closed important deals, and assembled a very talented team. I am very grateful to Ross for his leadership and work throughout his tenure at Yahoo. His contributions will be missed.

Ross will be in Sunnyvale tomorrow (Tuesday, July 31). Please take the opportunity to drop by and thank him for all he has done for the company. I hope you can join me in wishing Ross well and letting him know how much you’ve appreciated him as a colleague.

– Marissa

I wanted to let you know that my time at Yahoo has come to an end. It has been an incredible journey for me and I could not be prouder of what we accomplished over the past few years helping define Yahoo as a leader in digital media and advertising. Yahoo is an amazing brand and company, and I leave knowing we did all we could to help inform and entertain more than 700 million users each month. Leading this company has been one of the best experiences of my career, but it is time for me to look for the next challenge.

– Ross

Former Yahoo marketing head Elisa Steele, who left that company in December, is joining Skype as its new chief marketing officer. Steele, who worked at Yahoo under former CEO Carol Bartz, will become CMO of the Internet communications company, as well as a corporate VP at Microsoft.

Steele will report directly to Skype President Tony Bates and will oversee Skype’s global brand for the unit, which is owned by the software giant.

Before Yahoo, Steele has previously worked at NetApp and Sun Microsystems, also in marketing roles.

Yahoo revealed in a regulatory filing that it could be paying its new CEO Marissa Mayer a total of close to $60 million to turn the company around.

The mega-sum includes salary, equity grants, stock options, a make-whole payment for the Google shares she left behind and, perhaps most remarkably, a $30 million one-time retention award.

The amount, which is a whole lot more than what the last two Yahoo CEOs — Carol Bartz and Scott Thompson — were paid is, um, rather large.

One Yahoo board member had characterized the pay package to me as “big, big bucks,” as I reported earlier today.

I would say so!

(Side note: Mayer is already extraordinarily wealthy from her stint at Google, where she was its 20th employee.)

Here’s the breakdown of the largely performance-based compensation:

The salary amount is typical at $1 million, with an annual bonus of up to 200 percent of the base salary, which is $2 million. But, according to Yahoo’s employment letter, she could also get up to a 400 percent bonus, dependent on exceeding targets, which is $4 million.

Mayer also gets an equity award for 2012 of $12 million in stock ($6 million) and options ($6 million) that vests over three years. (She could get another similar grant annually, but I did not include that in the overall number, which is $12 million annually or more if she exceeds targets.)

The really big number is a huge up-front, one-time retention award, vesting over five years, of $15 million in stock and $15 million in options.

Finally, there is a make-whole payment of $14 million for the stock she left behind at Google.

Overall, that means about $5.4 million for the rest of this year and could add up to $20 million each year to come.

The pay package was hotly debated by the board as to whether the high-profile exec was worth the huge amount.

While Mayer is considered a talented techie, a very strong decision maker and adept at product innovation, some of the board’s directors raised concerns about her and paying so much to retain her.

One issue: She had been notably passed over by Google CEO Larry Page for one of the major unit jobs in his reorganization of the company, while others in her peer group had been promoted.

That said, since such company ups and downs happen all the time, others argued that Mayer was just the kind of disruptive agent of change that Yahoo needs, especially because she could inspire its engineers and also attract much needed talent.

The enormous compensation was pushed through, said several sources, by Dan Loeb, the one-time activist shareholder who now appears to be the puppet master of the Yahoo board. He owns about six percent of the Silicon Valley Internet giant.

(Another side note: Multiple sources tell me that Loeb has been making calls to all kinds of Internet figures this week, looking for high-fives for his landing of Mayer, a hiring that was largely engineered by him.)

Her appointment has surely garnered a lot of attention for Yahoo, with massive media coverage of the dynamic young exec. Some of the coverage has focused on her being a woman and also on the fact that she is currently pregnant.

But much of it is focused on how Yahoo — a deeply troubled company that has been trying to revive itself for many years now without success and with a lot of management mishegas — has been able to attract such a high-profile and impressive-resumed leader to goose both its products and its stock.

Let’s hope Mayer can do just that, because Yahoo is surely paying up big-time for the privilege.

Please take a gander here at the filing, directly from the Department of the Internet Rich Get Richer:

YHOO-20120719-8K-20120715

Please see this disclosure related to me and Google.

Today, Yahoo reported fair to middling — although still predictably unspectacular — second-quarter earnings earlier today.

Now it’s time for its financial call with Wall Street analysts, which most notably will not include its spanking new CEO Marissa Mayer.

Giant, prolonged sigh, but not entirely unexpected, since she just got to the Silicon Valley Internet giant today. Of course, that did not stop former CEO Carol Bartz from hopping on right after she was hired and cussing up a storm.

That did not end so well for Bartz, so perhaps Mayer has already made one good decision. Minimize, minimize, minimize expectations!

Here we go:

2:04 pm: The call starts off with the tireless CFO Tim Morse, telling people that he was very excited about the new CEO, but that he could not talk about it much.

Bummer!

But there was a message from Marissa Mayer, though: She cares about investors and you will be hearing from her soon!

2:06 pm: Morse, the numbers guy goes right into the script reciting the meh numbers, which boil down to the fact that earnings were better than expected on lackluster revenue growth.

Getting that up will be Job #1 for the missing Mayer — you just know she is sitting at the table right now — who will have to pull some major rabbits out of the hat to get Yahoo back into the conversation.

That would be the good conversation — about how it is innovative — and not about the bad conversation about what a management goat rodeo it has been for far too long.

2:09 pm: Morse is still repeating what you could read in the press release.

But ho! Morse notes that the problems with Microsoft and its search partnership still has not gotten better and thank goodness for that guarantee. This one’s on the software giant, but it is still not good.

2:13 pm: Morse notes there will be no guidance until Mayer gets up to speed on the situation at Yahoo.

Let me give you the Cliff Notes version, Marissa: Revenue growth flat. Employee morale weak. Product innovation non-existent. Mobile — don’t make me cry. But you do have a video deal with Tom Hanks called “Electric City” that is launching today!

Yay! Except you are now not a media company now that former interim CEO Ross Levinsohn has gotten jacked.

But the Olympics are coming, as are the U.S. elections, so you might want to hold onto that media excellence at Yahoo for a little while longer.

2:17 pm: Morse finishes up the non-news script and we move into the Q&A.

He warns: No Marissa queries!

The Wall Street analysts behave on cue — they never fail me on not asking the tough questions — and ask about the weakness in advertising pricing rates.

Morse talks about weakness in Europe, but gives a non-answer.

2:18 pm: Next a question about the stock buyback that Yahoo announced to get its shares back up to speed, using money from its partial sale of its Alibaba assets.

It’s not working yet, given the stock has remained flat since forever.

A question on the advertising softness and comments on revenue per search. Good one!

Headwinds from broadband advertising! “We’ll have to live through it,” says Morse, which means when crappy comparisons will return to make the revenue fall-off seem less worse.

Onto declining engagement and declining search revenue. And a good query about what to do about Microsoft?

Perhaps another partner, like Google, to replace it? Actually, until Mayer was appointed yesterday, Yahoo execs were in talks with the search giant about various partnerships.

That’s presumably on hold for now, but we’ll see.

Yahoo has about nine months until the Microsoft guarantee falls off the cliff and Morse notes there is an out.

Tasty!

2:25 pm: I’ll be honest — I am getting hugely bored hearing non-news about yet another unremarkable performance from Yahoo.

I needs me some Mayer ASAP — since she is, without a doubt, a fantastic character for Yahoo’s next chapter. As has been reported, it’s correct that she is not talking to me so far, but I am sure there will be plenty of material for me to work with going forward.

The next question is on mobile, which is a “big priority” for Yahoo, says Morse. Actually, it has hardly be a priority at all, despite the fact that the kids seem to love their smartphones.

Another Alibaba question, which is in all the filings. Let me break it down: Yahoo owns less, but it’s still a good investment for the future.

2:33 pm: Did I tell you I am bored. I am at the offices of Vanity Fair magazine blogging this and I am now reading a very good book they have on the shelf here titled “Vanity Fair’s Hollywood.” Does Sophia Loren ever take a bad photo? No, she does not!

Back to Yahoo! A question if Mayer will be talking before the next earnings call.

“I honestly just don’t know,” says Morse. But she is “mindful” of how much investors want to get a good gander at her.

A question on Yahoo Japan, another endless asset sale that the company has not yet completed. “There really is no update,” says Morse, blaming a valuation gap.

What a shock!

Morse is being very polite today and I like it. He’s been through the wringer at Yahoo since he got there, including a short stint as a temporary CEO.

I hope you have been taking notes, Tim!

2:39 pm: A question on Facebook and, thankfully, on the choice of Mayer. I love when someone asks a question they have been asked not to ask.

“I don’t have a whole lot of color,” says Morse, noting her “resume speaks for itself.” It is apparently safe to say, adds Morse, that Yahoo has to be good at both tech and content.

You’re kidding! I had no idea! Thanks, polite Tim!

He also said Yahoo feels good about being on a steady footing with Facebook. Last call, the comments were about how much Yahoo was going to get Facebook to pay.

Bygones!

I am back to the shelf at Vanity Fair, which is as delightfully entertaining as this call is not. Now, I am perusing the book, “Vanity Fair’s Proust Questionaire.”

Did you know Sandra Bernhardt’s motto is: “Kiss ‘em, slap ‘em, send ‘em home.”

I am considering stealing that one as my new operating policy.

I missed the question about Yahoo’s ad consortium with AOL and Microsoft. “We’re making progress,” says Morse.

Aaaaagh. But did you also know that Katie Couric’s motto is: “Nobody puts Baby in the corner.”

That is definitely my motto too if Yahoo PR does not get back to me on my 26 questions from this morning (you would think I would have gotten used to this by now!).

How I wish Mayer was not in the corner right now and we were listening to her. She talks really quickly, like a supernova, so I would love to see how analysts react to it. Not today!

Did you know Keith Richards’ motto is: “I told you I was sick.”

Now that is funny.

There are no more questions, which is unusual, and Tim politely says his goodbyes and says to be in touch any old time.

Thus, I have to have a better ending for this and it comes via Donald Trump, whose motto is: “Think big and get the job done.”

And it’s a pretty good tip for Yahoo and Mayer going forward.

Image via .shock

According to sources close to the situation, the search for a new CEO for Yahoo is closing in on key candidates.

But, said sources, it appears to be coming down to a contest between interim Yahoo CEO Ross Levinsohn and Hulu CEO Jason Kilar.

“It’s pretty much a choice between picking a media exec or a product exec,” said one person, referring to Kilar and Levinsohn respectively, about leading the troubled Silicon Valley Internet giant. “It’s about defining what Yahoo is going to be.”

Jim Citrin of Spencer Stuart is conducting the search.

At this point, said sources, it appears to still be a situation that is Levinsohn’s to lose. Along with having been at Yahoo for several years, the media-savvy exec has also recently scored points with the hiring of a new and very well-regarded sales chief, Michael Barrett.

In addition, some Yahoo board members feel that adding yet another new CEO into the mix from outside could further destabilize a company that has gone through the leadership wringer over the last year.

That has included the ousting of two CEOs since last fall — Carol Bartz and Scott Thompson — in less than ideal circumstances that has called into question the competence of its board.

Actually, more precisely, its incompetence.

The newly formed board of Yahoo — most of the directors responsible for recent snafus have departed — is now very wary of making another such mistake, which is apparently why it did not name Levinsohn immediately.

“This has to be seen as a process that really is not slapdash,” said another source. “Yahoo can’t afford to make another mistake.”

No, it cannot.

But in keeping Levinsohn hanging, some inside the company feel the board is doing just that.

“The employees at Yahoo cannot take yet another all-hands meeting where we meet another CEO and hear another new vision for the company,” said one longtime staffer. “It’s hard to imagine that again without becoming nauseous.”

Still, Kilar is a favorite choice of some Yahoo board members; he is now out-of-contract with Hulu and is reportedly in the middle of negotiating his exit there.

“Jason is a free agent,” said a source close to the situation at the premium video service, which includes News Corp. (which owns this Web site) and Disney, as well as Comcast. “And he is looking for this next thing.”

He should, since tensions between Kilar and his major media partners/owners remain high and his departure seems imminent.

Whether taking on the huge task of fixing what ails Yahoo is that is unclear; some expect Kilar to favor moving on to a start-up.

One other issue: Neither Levinsohn nor Kilar has ever run a public company, although both have worked for them.

Other candidates Yahoo has spoken to are part of a list it has gone to several times before.

They include News Corp. digital exec — and longtime Levinsohn friend and business partner — Jon Miller, who has definitively declined to be considered due to his relationship with Levinsohn; former Yahoo exec Dan Rosensweig, who is now CEO of Chegg and who has declined several overtures; and former aQuantive CEO Brian McAndrews, whom sources said is also not interested in the job.

Other possible execs — none of whom appear to have bitten the Yahoo line either — include former Microsoft CFO Chris Liddell and former DoubleClick CEO David Rosenblatt.

There appear to be no women candidates among those in the talent search. (What a shockeroo!)

It will be interesting to see if the usually lugubrious Yahoo board will act before the annual meeting, which is in one week. The choice certainly cannot drag on, though.

“Yahoo needs to move forward with someone,” said another source.

While former Yahoo CEO Scott Thompson fades from the tech scene — besides getting jacked from the top job at the Silicon Valley Internet giant, he’s also just come off two tech boards he had served on — the investigation over his hiring and how a fake computer science degree got into the company’s regulatory filings continues.

While the quick-fire controversy burned Thompson, as well as now former Yahoo director Patti Hart, the special committee of independent board members is still at work trying to figure out how such a mess was made in the first place.

And, more importantly, who knew what when and told whom.

At the time the committee was announced, Yahoo said it would “conduct a thorough review of CEO Scott Thompson’s academic credentials, as well as the facts and circumstances related to the review and disclosure of those credentials in connection with Thompson’s appointment as CEO.”

The special committee is chaired by Yahoo’s new Chairman Fred Amoroso and includes John Hayes and Thomas McInerney, two independent directors who joined the board in April.

Yahoo also hired independent counsel Terry Bird of the law firm Bird, Marella, Boxer, Wolpert, Nessim, Drooks and Licenberg in Los Angeles to handle the inquiry.

The company also noted at the time that “the special committee and the entire Board appreciate the urgency of the situation and the special committee will therefore conduct the review in an independent, thorough and expeditious manner. The Board intends to make the appropriate disclosures to shareholders promptly upon completion of the review.”

Gripped by urgency myself, I have grown weary waiting by the phone for some official answers, which sources said will not be forthcoming for some time.

But since I am the most curious of cats — uh-oh! — I started dialing around on my own to find out what’s what.

And, according to sources — especially since Thompson has settled with Yahoo and will not get severance due to the academic falsehood — the big focus is now centering on if the company’s staff screwed up the background check of his academic credentials, thus allowing it to get into its official filings with the Securities and Exchange Commission and also on Yahoo’s corporate Web site.

When Thompson was hired from eBay, where he was president of its PayPal payments division, the online commerce company had the correct bio information in its SEC filings, although not on its Web site or in its PR materials.

The question is: Did someone from Yahoo simply rely on Web bios and not check eBay filings and did anyone ever re-check Thompson’s college records? (Note: It took me 15 minutes flat to find out he did not have such a degree at Stonehill College in the Boston area.)

If lazy checking was the case, it spells rank incompetence on the part of staffers, as well as Hart, who headed the search after Yahoo fired its previous CEO Carol Bartz last fall.

A much more troubling line of inquiry taking place is aimed at the possibility that someone at Yahoo did discover the discrepancy in Thompson’s resume and either did not report it up the chain of command or did and it was either lost or ignored or, well, worse.

While this certainly ain’t Watergate, such a situation would be very hard for Yahoo to explain away as easily to shareholders, especially potentially litigious ones. As it is always said, the coverup can often be more damaging than the crime itself.

And, if it is determined by the special committee that certain employees knew of Thompson’s resume inaccuracy, it will most certainly result in dismissals of Yahoo employees.

The focus on the committee — which truly cannot sweep this under the rug, if it occurred in this much more serious scenario — is most obviously the legal department of Yahoo, which is responsible for making certain filings are accurate.

Also under scrutiny is the quickness of the hiring of Thompson.

Among the questions is how much vetting was done and whether adequate questions about him were asked among a variety of possible sources.

When he was picked in January, Thompson was a dark-horse candidate for many, including some Yahoo board members.

In fact, he was not on the initial headhunting lists prepared by outside talent search firm Heidrick & Struggles.

That’s because Heidrick had placed Thompson at eBay in mid-2000 and could not then recommend him to Yahoo. As it turned out, Thompson took it upon himself to cold email Yahoo board member and Intuit CEO Brad Smith about the job, who then passed Thompson’s interest to Hart.

Heidrick had no involvement in the checking of Thompson, although he later blamed the firm in a public meeting with Yahoo employees for putting the error in his bio in the first place from when he was hired at eBay. Heidrick quickly called the accusation “verifiably not true” in a memo to its own employees.

Sources said that meant that the firm had a resume that Thompson had submitted to it that also contained the error.

But the central mystery of how that mistake appeared on his bio will likely remain just that without further explanation from Thompson.

In a radio interview in 2009, he did not correct a specific question about the twin degrees he appeared to have held and seemed to even agree with the show’s host, Moira Gunn, about them.

Later, she told me in a video interview that Thompson had clearly indicated to her in the prep for that interview that he indeed had a computer science degree.

Still, it is still not clear — and may never be — who put the faux computer science credential on his resume in the first place.

So, with all apologies to Winston Churchill: It might remain a riddle wrapped in a mystery inside an enigma.

As AllThingsD reported several days ago they would, Yahoo and Alibaba Group have finally reached an agreement for the Silicon Valley Internet giant to sell back half its stake in the Chinese Web company in a $7 billion deal.

The taxable shares sale agreement, which is now being approved by both boards, is part of a larger and more complex arrangement, which will also include a multibillion-dollar stock buyback by Yahoo and an eventual IPO of Alibaba.

And, perhaps most importantly, it will bring to an end what could be the longest running global cat fight in Internet history, in which the long-time partners have bickered over the terms of their relationship for years now.

It has mostly been over how they could get to the transaction they should be announcing later tonight (or morning in Hong Kong, which it is there now). While it could fall apart at the last minute, that is highly unlikely at this point.

(Update: The Yahoo board has approved the deal unanimously, said sources, so it is done done.)

(Update 2: Yahoo and Alibaba both confirmed the deal in a joint press release, which is below.)

Thus, after many failed attempts to strike a tax-free deal — also involving Yahoo’s Japanese partner, SoftBank — collapsed, the pair have finally settled on a taxable deal, which could net Yahoo upwards of $4 billion.

The transaction values Alibaba at $35 billion and is subject to a number of funding issues that could change the value of the deal.

But here is the overall situation, as I previously reported:

Yahoo is set to sell half of its roughly 40 percent stake in Alibaba, in a taxable deal. The transaction is likely to value that portion of Yahoo’s holdings at about $7 billion — or 20 percent of Alibaba’s $35 billion enterprise valuation. Alibaba is in the midst of raising capital to fund the sale.

After taxes of upward of 35 percent are paid on the long-term gains — remember that Yahoo bought the now-lucrative Alibaba stake for just $1 billion in 2005 — the company will use the funds to buy back its own shares. That stock has been caught in the mid-teens doldrums for quite a while, so this could help boost shares significantly.

A shareholder dividend is also being considered by the Yahoo board, but it is unlikely. It’s also not clear if some of the cash will be held back for acquisitions by Yahoo, sources added, but it is also unlikely.

As part of the deal, sources said, medium-term incentives have been put in place for Alibaba to move forward with a public offering, which sources stressed is without contractual obligation or a time frame. Alibaba execs have already been publicly indicating such a direction recently, but this will put them more firmly on that path.

Although there are no plans to go public as yet, the IPO incentive revolves around several terms, including the right to buy back half the remaining stake, which expires in December of 2015. As I previously reported, Yahoo will be required to sell back half of the 20 percent remaining stake upon IPO and the other half after that if Alibaba goes public in the time frame agreed to.

Lastly, the Alibaba voting rights for both Yahoo and SoftBank are much diminished in the new deal, according to sources, to under 50 percent.

Translation: Alibaba CEO Jack Ma is now in the driver’s seat completely.

Once close, the pair have been wrangling over the large Yahoo ownership, which Ma has been trying to dislodge in a variety of nice and not-so-nice ways. It has resulted in a number of very public disagreements.

That included a nasty back-and-forth over its Alipay unit with now-fired CEO Carol Bartz, threats of takeover of Yahoo with private equity firms and, more recently, making friendly with its just-ousted CEO, Scott Thompson.

Those talks with him in recent weeks, which included a visit to China by Thompson, led to the new deal, which was negotiated primarily between Yahoo’s CFO Tim Morse and legal head Mike Callahan and Ma and Alibaba’s Joe Tsai.

The talks continued even as Thompson was suddenly engulfed in a controversy over a fake computer science degree on his resume that quickly led to his departure from Yahoo.

Ironically, the error was first discovered by activist shareholder Daniel Loeb, who is now voting on the deal as a newly named director of Yahoo, after successfully helping to oust Thompson.

He owns almost 6 percent of Yahoo.

The final decision to approve the deal was in the hands of a very new board of Yahoo, which has been drastically reshaped in recent weeks. It met to decide on the deal this weekend.

While the deal with Alibaba is finally nearing an end, Yahoo’s talks to sell its 33 percent stake in Yahoo! Japan is not part of this agreement. That’s due to what Thompson had called a “valuation gap,” which sources said is still an outstanding issue.

New interim CEO Ross Levinsohn has not been involved in the Alibaba deal in any significant way. But he certainly will benefit from its halo effect, if approved, especially given that it will likely boost Yahoo shares.

It also puts Yahoo in a unique situation, in which it must sink or swim more largely based on the value of its troubled core business.

That could mean a lot of things, including the eventual sale of the company, whose most lucrative asset recently — its Alibaba holding — will matter much less.

As soon as I get the press release, I will post it here, but no one is commenting, despite the inevitable happy ending to this long-running story.

And here’s the press release, finally:

Yahoo! and Alibaba Reach Agreement on Comprehensive Plan for Alibaba Stake Agreement Realizes Significant Value, Immediate Liquidity and Path to Future Monetization

Yahoo! Board Increases Share Repurchase Plan by US$5 Billion

May 20, 2012 — Sunnyvale, California and Hangzhou, China – Yahoo! Inc. (NASDAQ: YHOO) and Alibaba Group Holding Limited today announced they have entered into a definitive agreement for a staged and comprehensive value realization plan for Yahoo!’s stake in Alibaba.

The first step is the repurchase by Alibaba of up to one-half of Yahoo!’s stake, or approximately 20% of Alibaba’s fully-diluted shares. The purchase price will be based on a valuation of Alibaba to be established through equity financings that Alibaba intends to undertake to finance the transaction, subject to a floor valuation of approximately US$35 billion. The agreement includes substantial financial incentives for Alibaba to raise the additional equity at a valuation higher than US$35 billion. At the minimum price and assuming the initial repurchase of the full 20% stake, Yahoo! would receive from Alibaba consideration of approximately US$7.1 billion, composed of at least US$6.3 billion in cash proceeds and up to US$800 million in newly-issued Alibaba preferred stock.

The agreement also establishes a framework for Yahoo! to monetize its remaining interest in Alibaba in stages. First, at the time of an initial public offering (IPO) of Alibaba in the future, Alibaba will be required either to repurchase one-quarter of Yahoo!’s current stake at the IPO price or allow Yahoo! to sell those shares in the IPO. Second, following such an IPO, Yahoo! has registration rights and rights to marketing support from Alibaba to enable Yahoo! to dispose of its remaining shares, at times of Yahoo!’s choosing following a customary lock-up period.

This agreement is a result of extensive discussions between the two parties and a comprehensive review of both taxable and tax-efficient alternatives. Yahoo! and Alibaba believe this agreement to be the best path to align incentives and maximize value for shareholders of both companies and it paves the way for Alibaba to achieve future public market liquidity for all of Alibaba’s shareholders. For Yahoo!, the agreement provides for a staged exit over time, balancing near-term liquidity and return of cash to shareholders with the opportunity to participate in future value appreciation of Alibaba.

“Today’s agreement provides clarity for our shareholders on a substantial component of Yahoo!’s value and reaffirms the significance of our relationship with Alibaba,” said Ross Levinsohn, Interim CEO of Yahoo!. “We look forward to continued collaboration with the Alibaba team on business initiatives as we explore joint opportunities for growth and benefit from Alibaba’s future. I want to thank Jack Ma, Joe Tsai and the Alibaba team, as well as Tim Morse, Michael Callahan and our Yahoo! team for their dedication in achieving this successful outcome.”

“This transaction opens a new chapter in our relationship with Yahoo!,” said Jack Ma, Chairman and Chief Executive Officer of Alibaba Group. “I look forward to working with Ross Levinsohn and the Yahoo! team as Alibaba builds China’s leading e-commerce company. Yahoo!’s global audience reach will provide attractive partnership opportunities for Alibaba to explore markets outside of China. The transaction will establish a balanced ownership structure that enables Alibaba to take our business to the next level as a public company in the future.”

“We look forward to delivering the proceeds of the near-term transaction to our shareholders, and to the further enhancement of value and the additional monetization in the future that this agreement enables,” said Timothy R. Morse, Executive Vice President and Chief Financial Officer of Yahoo!.

In addition to the share repurchase, the companies have also agreed to amend their existing technology and intellectual property licensing agreement. Among other things, this amendment will result in Yahoo! granting Alibaba a transitional license to continue to operate Yahoo! China under the Yahoo! brand for up to four years, while restrictions on Yahoo!’s ability to make other investments in China will be terminated. Alibaba will make an upfront lump sum royalty payment of US$550 million to Yahoo! and continuing royalty payments for up to four years. In addition, Alibaba will license certain patents to Yahoo!. Upon closing of the repurchase transaction, the Alibaba shareholders’ agreement will be amended so that the parties’ respective rights will be commensurate with the parties’ post-closing level of ownership in Alibaba. Yahoo! will continue to be represented on Alibaba’s board of directors with the right to appoint one of four existing directors.

Yahoo! intends to return substantially all of the after-tax cash proceeds to shareholders following the closing of the transaction. While the form of the return of capital to shareholders has not yet been finalized, Yahoo!’s board has increased Yahoo!’s share buyback authorization by US $5 billion concurrently with this transaction.

The transaction is subject to customary closing conditions. Alibaba will be required to close the repurchase with respect to at least one-quarter of Yahoo!’s current stake in Alibaba regardless of the amount of financing raised, and up to one-half of Yahoo!’s current stake if it obtains the requisite financing. Alibaba intends to finance the repurchase through a combination of its own cash resources, debt, equity and equity-linked financing. The transaction is expected to close within approximately six months.

UBS Investment Bank acted as lead financial advisor to Yahoo! and Allen & Company LLC and Goldman Sachs & Co. also served as financial advisors. Skadden, Arps, Slate, Meagher & Flom LLP acted as lead legal counsel to Yahoo! and Weil, Gotshal & Manges LLP also acted as legal counsel. Munger, Tolles, & Olson LLP acted as legal counsel to the Yahoo! Board of Directors. Credit Suisse acted as lead financial advisor to Alibaba and Wachtell, Lipton, Rosen & Katz acted as lead legal counsel to Alibaba. Freshfields Bruckhaus Deringer LLP acted as counsel to Alibaba on certain financing and Hong Kong legal matters and Fenwick & West LLP acted as counsel to Alibaba on intellectual property matters.

Yahoo is in the final stages of selling a large chunk of its stake in the Alibaba Group back to the company — in a complex deal that is set to include a multibillion-dollar share buyback to investors of the Silicon Valley Internet giant and an eventual IPO of the Chinese company — according to multiple sources close to the situation.

The deal has yet to be officially approved by the boards of both companies, but sources said it is likely to be, and could be announced as early as Monday.

This all could change, of course, since negotiations between Alibaba and Yahoo have taken place in a variety of ways in recent years, without success and with much acrimony. Talks over a tax-free deal — also involving Yahoo’s Japanese partner, SoftBank — collapsed in February, for example.

But the 324th time is apparently the charm — so here are the details of what looks to be a nearly complete agreement that I have ferreted out thus far from lots of relieved sources familiar with the situation:

Yahoo will sell half of its roughly 40 percent stake in Alibaba, in a taxable deal. The transaction is likely to value that portion of Yahoo’s holdings at about $7 billion — or 20 percent of Alibaba’s $35 billion enterprise valuation. Alibaba is in the midst of raising capital to fund the sale.

After taxes of upward of 35 percent are paid on the long-term gains — remember that Yahoo bought the now-lucrative Alibaba stake for a fraction of that, many years ago — the company will likely use the funds to buy back its own shares. That stock has been caught in the mid-teens doldrums for quite a while.

A shareholder dividend is also being considered. It’s not clear if some of the cash will be held back for acquisitions by Yahoo, sources added, but it is unlikely.

As part of the deal, sources said, incentives have been put in place for Alibaba to move forward with a public offering, which sources stressed is without the contractual obligation or a time frame. Alibaba execs have already been publicly indicating such a direction recently, but this will put them more firmly on that path.

In return, Yahoo has agreed to sell the remaining quarter of its current holdings when that IPO does occur. It would then have an only 10 percent stake of Alibaba, which it could sell at any time after the IPO.

If finally struck, the transaction will finally bring to an end one of the more protracted and disputed relationships in the Internet world.

Once close, the pair have been wrangling over the large Yahoo ownership, which Alibaba CEO Jack Ma has been trying to dislodge in a variety of nice and not-so-nice ways. It has resulted in a number of very public disagreements.

That included a nasty back-and-forth over its Alipay unit with now-fired CEO Carol Bartz, threats of takeover of Yahoo with private equity firms and, more recently, making friendly with its just-ousted CEO, Scott Thompson.

Those talks with him in recent weeks, which included a visit to China by Thompson, led to the new deal, which was negotiated primarily between Yahoo’s CFO Tim Morse and legal head Mike Callahan and Ma and Alibaba’s Joe Tsai.

The talks continued even as Thompson was suddenly engulfed in a controversy over a fake computer science degree on his resume that quickly led to his departure from Yahoo on Sunday.

Ironically, the error was first discovered by activist shareholder Daniel Loeb, who will now vote on the deal as a newly named director of Yahoo, after successfully helping to oust Thompson.

He owns almost 6 percent of Yahoo, and is expected to approve the transaction.

But the final decision to approve the deal will be in the hands of a very new board of Yahoo, which has been drastically reshaped in recent weeks. It is meeting tomorrow and perhaps over the weekend to vote on it.

While the deal with Alibaba looks to be nearing an end, Yahoo’s talks to sell its 33 percent stake in Yahoo Japan is not part of this agreement. That’s due to what Thompson had called a “valuation gap,” which sources said is still an outstanding issue.

New interim CEO Ross Levinsohn has not been involved in the Alibaba deal in any significant way. But he certainly will benefit from its halo effect, if approved, especially given that it will likely boost Yahoo shares.

Next up for Levinsohn, who has just rejiggered Yahoo management again, other sources said, is an effort to settle the patent-infringement lawsuit with Facebook, and also to renegotiate its search deal with Microsoft.

And, oh yes, fix Yahoo’s rocky core-advertising business, which is still in distress and needs a major overhaul to push it back to growth.

But that, as they say, is yet another episode of Yahoo’s ongoing reality show.

Getty Images News | Justin Sullivan

Here we go again. After just four months, Yahoo has taken the CEO reins from Scott Thompson and passed them to interim CEO Ross Levinsohn, marking the fifth change in the company’s top job in the past four years. During this time, the company’s market cap has deteriorated from $28.53 billion at the end of June 2008 to $19.04 billion today, clearly indicating what the revolving CEO suite and associated roller coaster has done to shareholder confidence. But what about the impact on the 13,300 people employed by Yahoo?¹ Clearly, this is something the Yahoo board of directors and Levinsohn — however interim he is — must address, if they hope to achieve a turnaround.

Think about it: Yahoo employees who have weathered multiple rounds of layoffs have also had to adapt to the frequently changing leadership tides created by the revolving door at the top of the company: Jerry Yang, Carol Bartz, Timothy Morse, Scott Thompson, and now Ross Levinsohn. Not surprisingly, this has impacted Yahoo employees’ faith in senior leadership over time.

According to social jobs and career site Glassdoor, morale at Yahoo has softly teetered from quarter to quarter. On a five-point scale, employees have given the company a high rating of 4.3 (satisfied) in the first quarter of 2008 to a low of 3.0 in the second quarter of 2009; however, the rating has settled around 3.4 (okay), for the most part.

However, the employee sentiment surrounding how well each Yahoo CEO has led the company has had a much more turbulent path. When Carol Bartz started off, she had a 91 percent approval rating in her first quarter, but by her last quarter on the job, it sank to just 33 percent. For Thompson, it was too short to tell if his 48 percent approval was a starting-off point based on employee satisfaction, or if it was his personal high note.

Evidence of this employee turmoil, along with a desire for more direction and stability, can be found in many of the anonymous reviews left by Yahoo employees on Glassdoor in recent months:

As one Yahoo senior financial analyst comments, “Develop a clear strategy, and stick to it! Way too much disparity in communicating what it is the company stands for.”

A Yahoo principal engineer adds, “The lack of vision is really astounding … Executive management should try better communicating with senior management and solicit their input when making such major personnel changes. There should be clear strategic goals conveying what is trying to be accomplished.”

Another Yahoo employee notes that Yahoo “lacks a clear vision of what the company is all about. The sooner they figure this out, the sooner they can focus their resources in the right direction.”

Employees know the company best. As a leader, you may think you know, hear and understand your company’s challenges, but if you fail to listen to your employees and therefore fail to address those challenges, you will likely find the road to growth and change within the company tougher than expected.

Now, perhaps more than ever, Yahoo’s executives and board should listen to and focus on what’s at the heart of the company: Its employees. Some proven strategies that can support stabilization and rebuilding the business include:

Leadership must extend beyond one title or one person. There are a lot of executives on the Yahoo management team beyond interim head Levinsohn, some of whom have extensive tenure with the company, including co-founder David Filo. This team needs to quickly build consensus on strategic priorities and collectively own responsibility to make sure this is communicated and understood by the entire Yahoo employee population. The new permanent CEO should build on this foundational direction, not deviate from it or completely change it.

Define your vision, stick with it and repeat. Where the company is headed should be articulated in one clear, crisp statement, and as CEO or as a senior leader, it should be used and touched on routinely in all communications, both internally and externally. There is a lot to get done as a leader; there is a lot to convey. But without purpose and vision, efforts to move a business forward will fall flat.

Don’t mistake perks for culture. In the Valley, where talent wars are fierce, we often regard perks as synonymous with culture. While a hefty paycheck, bonuses and other perks like free food, on-site dry cleaning or on-campus childcare may help recruit top talent, they don’t do much to retain talent the way a solid and positive culture does. A good culture takes time, and emanates from a work environment that provides room for — and rewards — creative thinking, and allows opinions to be heard and to be challenged.

Get personal. I suspect that the trust level of senior management has been seriously compromised, and this last blow regarding Thompson’s degree has hurt whatever trust was left. It’s going to be a tough road ahead for Levinsohn and his succession when it comes to winning the hearts of employees. But Yahoo’s senior leadership can make it right, if they make it personal and swing for the fences in communication by hosting small group meetings and by truly showing that management is listening to the wishes, desires and dreams that employees have for the company and for themselves.

This is another critical juncture for Yahoo. With the board and management team in transition, it is especially important that time and resources be dedicated to rebuilding a new social contract with Yahoo employees around the world. Employees come to work every day and vote with their feet for the company to succeed, and it’s the responsibility of senior leadership to work on bringing together the troops to get the company back on track.

Rusty Rueff is a corporate and philanthropic board director, career and workplace expert consultant and writer, as well as start-up company adviser and investor. He currently serves on the corporate boards of Glassdoor, the leading social jobs and career community, and HireVue.com, a video interviewing platform designed to improve the recruiting process. Rusty is also the co-author of “Talent Force: A New Manifesto for the Human Side of Business” (Prentice Hall, 2006).

At today’s all-hands meeting for Yahoo employees — in the wake of the dramatic ouster of its former CEO Scott Thompson — what pop culture icon did new interim CEO Ross Levinson use to loosen up the crowd?

Why, a little Al Pacino from the movie classic “The Godfather,” of course — the go-to guy solution menu for all troubles in the world.

Comparing the battered Silicon Valley Internet giant to Don Corleone after a gun ambush, Levinsohn said to the crowd gathered at URL’s Cafe on the Sunnyvale, Calif., HQ campus: “This weekend was like that scene from ‘The Godfather’ — ‘They hit ’im with five shots, and he’s still alive!’”

And also, trying to make Yahoos feel as if there were forward momentum: “There are things being negotiated now that are gonna solve all your problems and answer all your questions.”

Well, let’s hope so, and that it does not end for Yahoo — and Levinsohn — like it did for Luca Brasi (who sleeps with the fishes, in case you didn’t know).

So far, in his first impress-the-employees outing, the reviews for Levinsohn were largely positive on its internal message boards and from numerous sources I talked to.

What they liked: Acknowledgement of the tough past week, but not dwelling on the past, either; a theme of revival and spirit; no PowerPoint slides; and zero direct mention of Thompson.

What they really liked: The whole pile of compliments that Levinsohn doled out to the troops.

No tough-love dude he — unlike Thompson and his predecessor Carol Bartz, who liked to verbally smack around the troops a little more in a mobster kind of way.

Instead, said one person in attendance, “he was appealing to Yahoo pride, which is pretty much in the doldrums.”

Still, one questioner worried about the future and whether the company was going to still be stuck in a leadership vacuum, especially since Levinsohn was not named as the permanent CEO.

Fred Amoroso — who was just named Yahoo’s new chairman and was the only person who appeared with Levinsohn on the stage — tried to assuage that concern by saying he wanted Levinsohn to eventually become the head of the family for good.

While there will likely be a search for other CEO candidates, it is as close to a ring-kiss as Levinsohn is going to get for now.

That is, unless he does not produce some quick results on a variety of Yahoo’s thorniest issues, such as an Asian asset sale and a settlement of the patent lawsuit fight with social networking giant Facebook.

But the over/under on him and Amoroso together was good.

One person said it was important when Amoroso talked about coding and technology and products, which is not advertising- and media-focused Levinsohn’s expertise.

“It was nice to see a board member who cared about products and innovation,” said one person. “Or at least said he did.”

We’ll see how this pair works out together, but always remember this, Yahoos:

Just when you thought you were out, they pull you back in.

Until we know how the movie ends, here is a scary video of me talking about the last week’s events at Yahoo on a local ABC television news station — I look a fright since I’m so tired from covering it all:

RELATED POSTS:

• Yahoo’s Parting With Thompson Will Be for “Cause” (a.k.a. CSLie)
• Ross Levinsohn’s Yahoo Plan: Back to the Future
• Here’s New Yahoo CEO’s First Note to Troops! (The Leaking-Internal-Memos-to-ATD Policy Remains in Effect As Usual)
• Yahoo Officially Confirms ATD Report on CEO Changes and Proxy Settlement
• Meet the Man I Call “The Hair”: The Video Stylings of Yahoo’s Newest CEO Ross Levinsohn
• Will Thompson’s Ouster Mean a Yahoo-Facebook Patent Settlement Too?
• Exclusive: Yahoo’s Thompson Out; Levinsohn In; Board Settlement With Loeb Nears Completion
• Heidrick & Struggles Slaps Back at Thompson’s Yahoo in Blame Game Over ResuMess
• Is He In or Is He Out? Crunchtime for Scott Thompson at Yahoo.
• Not So Scott Free? Yahoo’s Other Big Shareholder — Cap Re — Leaning Toward Supporting Loeb Over Thompson ResuMess.
• Tech Nation’s Gunn Says She and Yahoo CEO Discussed Their CS Degrees Before 2009 Show (Video and Audio)
• Loeb Calls Again for Thompson Firing From Yahoo, as Former eBay Boss Supports Him
• Place Your Bets: Will Loeb Drop Another Bomb on Yahoo at Vegas Confab Later Today?
• Exclusive: Yahoo Director in Charge of Botched CEO Vetting to Step Down From Board
• CEO Says Sorry to Yahoos for Borked Bio “Distraction” — But Will Mea Culpa Work Without an Apology for Error? (Memo)
• Buffett Comments on Trust Issue in Yahoo CEO BioGate: “You’ve Got a Problem”
• Loeb Lobs Lawsuit, as Expected, at Yahoo’s Borked Bio Mess
• As Yahoo CEO Reaches Out to Top Staff, Board Meets to Weigh “Options” (I.E., Deciding Who Gets to Take the Borked Bio Blame)
• Yahoo Should Expect Incoming Lawsuit Lobbed by Loeb Tomorrow on CEO Hiring
• They Shoot Yahoo CEOs, Don’t They? But Not Without a Really Smoking Gun and a Much Stronger Board.
• Yahoo’s Thompson Asks Employees to “Stay Focused” — Except Not on Him
• In 2009 Interview, Yahoo CEO Does Not Deny He Has a CS Degree, and Calls Himself an “Engineer” (Audio)
• Yahoo’s Board Will “Review” Resume Discrepancy of CEO
• How Did a Phantom CS Degree Get on CEO’s Bio in SEC Filings? Yahoo’s Not Saying.
• Yahoo’s Response on CEO’s Computer Science ResumeGate: “Inadvertent Error”
• Dan Loeb Alleges “Discrepancies” on Yahoo CEO Scott Thompson’s Resume Related to Computer Science Degree

Assuming Yahoo gives its interim CEO real power — either by making him its actual CEO, or at least letting him behave as if he has the job — then he’ll finally have full control of a giant media company. That’s something he’s been working toward for a long time, despite his rep as a guy who enjoys buying companies more than running them.

Just like his predecessors, Levinsohn will have to untie Yahoo’s knotty Asian problem. He’ll also have to spend time repairing relationships with Facebook and figuring out what to do with a Microsoft search deal that hasn’t been a huge success.

But if Levinsohn gets to run Yahoo the way he wants to run Yahoo, he’ll focus on getting the most out of its media business, because that’s his strength.

Bear in mind that this is still a huge business — the portal attracts some 700 million visitors a month, which helped it generate nearly $1 billion in ad sales last quarter. But that business is listing and under attack from Google, Facebook, and a swarm of nimble start-ups pulling eyeballs and dollars away.

If you want to get a sense of what Levinsohn may try to do next, it’s good to review what he did last year, when he had control of the company’s U.S. operations — and what he tried to do but couldn’t get done.

• Ads: Yahoo used to have one of the Web’s best sales operations, but those days are long gone. Levisonsohn spent much of 2011 trying to fix that. Part of that involved restaffing his team, and part of it was a strategy that was supposed to cut out some of the ad tech middlemen and allow the company to increase its yield on the ads it sold. Those moves, which included a would-be alliance between Yahoo, AOL and Microsoft, all went into a holding pattern when Scott Thompson took over in January. Levinsohn will try restarting that again now.
• M&A: Levinsohn has a reputation as a dealmaker because he’s made some pretty big deals. Most notably, he brought Myspace to News Corp. in 2005, then helped the company secure a $900 million ad deal with Google (News Corp. also owns this Web site). Last year, he tried to land another big fish, when he pushed to pursue Hulu. But Levinsohn couldn’t get buy-in from then-CEO Carol Bartz, and Hulu’s owners decided not to sell after all. I think Levinsohn would still be interested in the site under certain conditions, but he’d need more cash than he has on hand to do it. Selling off his Asian assets might make that possible. If he can’t land Hulu, I don’t see him chasing after Instagram-like companies with big price tags and no near-term revenue plans. I do see him making some plays on cheaper start-ups, as well as some technology plays, to shore up/replace the company’s very old infrastructure/platforms.

Over the many years I have covered Yahoo’s expected new interim CEO Ross Levinsohn, I have done several video interviews with him.

And, for my own amusement, I also have nicknamed him “The Hair,” due to his very impressive mane.

We’ll see how impressive the longtime digital media exec will be now that Levinsohn has become the latest head of the Silicon Valley Internet giant.

His job is only interim for now, but in selecting him, the Yahoo board is opting for a more media-centric approach.

Among his claims to fame: He was president of News Corp.’s Fox Interactive Media, where he bought the then-soaring Myspace social networking site. Levinsohn managed to get Google to fork over more than double its price in advertising guarantees and luckily left the company before it went off the rails.

He was also an exec at AltaVista, an early search pioneer, and was head of content and development at CBS Sportsline. Levinsohn also dabbled in investing at Fuse Capital, with current News Corp. digital head Jon Miller focused on digital media and communications companies.

When he was at Fuse, ironically, Levinsohn and Miller were also raised as possible board members by Carl Icahn, who has conducting a different proxy fight against Yahoo.

In the latest fighting, at least, Levinsohn appears the victor.

To assess him, here are two videos I did with him — one in 2007 when he was at Fuse and one from last year at our D: All Things Digital conference (I ask about his hair-care product at the very end).

I also added a recent mockumentary video that Levinsohn for Yahoo’s recent Newfront media presentations in New York, which is pretty funny (and, in Carol Bartz channeling, Levinson curses at the end!):

RELATED POSTS:

• Yahoo’s Parting With Thompson Will Be for “Cause” (a.k.a. CSLie)
• Ross Levinsohn’s Yahoo Plan: Back to the Future
• Here’s New Yahoo CEO’s First Note to Troops! (The Leaking-Internal-Memos-to-ATD Policy Remains in Effect As Usual)
• Yahoo Officially Confirms ATD Report on CEO Changes and Proxy Settlement
• Meet the Man I Call “The Hair”: The Video Stylings of Yahoo’s Newest CEO Ross Levinsohn
• Will Thompson’s Ouster Mean a Yahoo-Facebook Patent Settlement Too?
• Exclusive: Yahoo’s Thompson Out; Levinsohn In; Board Settlement With Loeb Nears Completion
• Heidrick & Struggles Slaps Back at Thompson’s Yahoo in Blame Game Over ResuMess
• Is He In or Is He Out? Crunchtime for Scott Thompson at Yahoo.
• Not So Scott Free? Yahoo’s Other Big Shareholder — Cap Re — Leaning Toward Supporting Loeb Over Thompson ResuMess.
• Tech Nation’s Gunn Says She and Yahoo CEO Discussed Their CS Degrees Before 2009 Show (Video and Audio)
• Loeb Calls Again for Thompson Firing From Yahoo, as Former eBay Boss Supports Him
• Place Your Bets: Will Loeb Drop Another Bomb on Yahoo at Vegas Confab Later Today?
• Exclusive: Yahoo Director in Charge of Botched CEO Vetting to Step Down From Board
• CEO Says Sorry to Yahoos for Borked Bio “Distraction” — But Will Mea Culpa Work Without an Apology for Error? (Memo)
• Buffett Comments on Trust Issue in Yahoo CEO BioGate: “You’ve Got a Problem”
• Loeb Lobs Lawsuit, as Expected, at Yahoo’s Borked Bio Mess
• As Yahoo CEO Reaches Out to Top Staff, Board Meets to Weigh “Options” (I.E., Deciding Who Gets to Take the Borked Bio Blame)
• Yahoo Should Expect Incoming Lawsuit Lobbed by Loeb Tomorrow on CEO Hiring
• They Shoot Yahoo CEOs, Don’t They? But Not Without a Really Smoking Gun and a Much Stronger Board.
• Yahoo’s Thompson Asks Employees to “Stay Focused” — Except Not on Him
• In 2009 Interview, Yahoo CEO Does Not Deny He Has a CS Degree, and Calls Himself an “Engineer” (Audio)
• Yahoo’s Board Will “Review” Resume Discrepancy of CEO
• How Did a Phantom CS Degree Get on CEO’s Bio in SEC Filings? Yahoo’s Not Saying.
• Yahoo’s Response on CEO’s Computer Science ResumeGate: “Inadvertent Error”
• Dan Loeb Alleges “Discrepancies” on Yahoo CEO Scott Thompson’s Resume Related to Computer Science Degree

]]> http://allthingsd.com/20120513/meet-the-man-i-call-the-hair-the-video-stylings-of-yahoos-newest-ceo-ross-levinsohn/feed/ 0 http://allthingsd.com/20120511/heidrick-struggles-slaps-back-at-thompsons-yahoo-in-blame-game/ http://allthingsd.com/20120511/heidrick-struggles-slaps-back-at-thompsons-yahoo-in-blame-game/#comments Sat, 12 May 2012 01:39:30 +0000 Kara Swisher http://allthingsd.com/?p=207190

And it just gets worse in the controversy over Yahoo CEO Scott Thompson and the circumstances around how a fake computer science degree could get onto his bio.

Heidrick & Struggles is smacking back at him for insinuating that the well-known headhunting firm had messed up his resume.

In meetings with employees to attempt to explain the situation yesterday, multiple sources said that Thompson claimed that a mistake made by a headhunting firm in mid-2000, when he was moving to a job at eBay, was the way the inaccuracy got into his bio.

Thompson did not name the firm, but he was clearly referring to Heidrick & Struggles, which handled that placement. It was also working on the Yahoo CEO search, after the Silicon Valley Internet giant fired its former CEO Carol Bartz last fall.

But, because it had originally placed Thompson at eBay, the firm did not work on his hiring at Yahoo.

So, Heidrick was not going to take Thompson’s blame for the botched bio.

“While we were not involved in this placement, there have been both direct and indirect mentions of this relationship in several news articles. Furthermore, if recent media reports are accurate, the CEO of Yahoo! has made potentially damaging allegations about our firm that are simply not true and cannot be allowed to stand in the public record,” wrote CEO Kevin Kelly to staff. “The media articles in question have indicated that the Yahoo! CEO told members of his senior staff that, many years ago, a junior member of our firm invented an academic credential for him in the course of preparing standard profile materials. Based on information in our possession, this allegation is verifiably not true and we have notified Yahoo! to that effect.”

This letter is just another brick in what is looking like an insurmountable wall for Thompson to keep his job at Yahoo. Sources said that the board of Yahoo had been sent a letter from Heidrick on the matter earlier today.

And, let me just say, this latest eruption is simply not good for Thompson’s chances to remain CEO for much longer.

Yahoo declined to comment, but here is the full letter from Kelly to its staff:

Colleagues,

Heidrick & Struggles’ clients across the globe place their trust in our professionalism and discretion, as we assist them in their most significant leadership decisions. We regard that trust as one of our most valuable corporate assets. As such, we do not often comment on internal matters involving our clients. However, recent press accounts have reported statements that contain misstatements of fact and criticisms of our professional services that require a response from us.

As many of you have seen, there has been recent focus on the CEO appointment at one of our long-term clients, Yahoo!. While we were not involved in this placement, there have been both direct and indirect mentions of this relationship in several news articles. Furthermore, if recent media reports are accurate, the CEO of Yahoo! has made potentially damaging allegations about our firm that are simply not true and cannot be allowed to stand in the public record. The media articles in question have indicated that the Yahoo! CEO told members of his senior staff that, many years ago, a junior member of our firm invented an academic credential for him in the course of preparing standard profile materials. Based on information in our possession, this allegation is verifiably not true and we have notified Yahoo! to that effect.

This is why I am writing to you today. All of us at Heidrick & Struggles take our responsibility to our clients very seriously, and it is important for us to set the record straight when our good work and reputation are called into question.

The issue surrounding Yahoo! underscores the importance and impact of the work we do for all of our clients — helping them build the best leadership teams possible. Our clients place their trust in us each day, and we have developed strong policies and procedures over our nearly 60-year history to serve them.

On behalf of the management team and Board of Directors, thank you for your continued support and dedication to Heidrick & Struggles.

Best,
Kevin
L. Kevin Kelly
Chief Executive Officer
Heidrick & Struggles

RELATED POSTS:

• Yahoo’s Parting With Thompson Will Be for “Cause” (a.k.a. CSLie)
• Ross Levinsohn’s Yahoo Plan: Back to the Future
• Here’s New Yahoo CEO’s First Note to Troops! (The Leaking-Internal-Memos-to-ATD Policy Remains in Effect As Usual)
• Yahoo Officially Confirms ATD Report on CEO Changes and Proxy Settlement
• Meet the Man I Call “The Hair”: The Video Stylings of Yahoo’s Newest CEO Ross Levinsohn
• Will Thompson’s Ouster Mean a Yahoo-Facebook Patent Settlement Too?
• Exclusive: Yahoo’s Thompson Out; Levinsohn In; Board Settlement With Loeb Nears Completion
• Heidrick & Struggles Slaps Back at Thompson’s Yahoo in Blame Game Over ResuMess
• Is He In or Is He Out? Crunchtime for Scott Thompson at Yahoo.
• Not So Scott Free? Yahoo’s Other Big Shareholder — Cap Re — Leaning Toward Supporting Loeb Over Thompson ResuMess.
• Tech Nation’s Gunn Says She and Yahoo CEO Discussed Their CS Degrees Before 2009 Show (Video and Audio)
• Loeb Calls Again for Thompson Firing From Yahoo, as Former eBay Boss Supports Him
• Place Your Bets: Will Loeb Drop Another Bomb on Yahoo at Vegas Confab Later Today?
• Exclusive: Yahoo Director in Charge of Botched CEO Vetting to Step Down From Board
• CEO Says Sorry to Yahoos for Borked Bio “Distraction” — But Will Mea Culpa Work Without an Apology for Error? (Memo)
• Buffett Comments on Trust Issue in Yahoo CEO BioGate: “You’ve Got a Problem”
• Loeb Lobs Lawsuit, as Expected, at Yahoo’s Borked Bio Mess
• As Yahoo CEO Reaches Out to Top Staff, Board Meets to Weigh “Options” (I.E., Deciding Who Gets to Take the Borked Bio Blame)
• Yahoo Should Expect Incoming Lawsuit Lobbed by Loeb Tomorrow on CEO Hiring
• They Shoot Yahoo CEOs, Don’t They? But Not Without a Really Smoking Gun and a Much Stronger Board.
• Yahoo’s Thompson Asks Employees to “Stay Focused” — Except Not on Him
• In 2009 Interview, Yahoo CEO Does Not Deny He Has a CS Degree, and Calls Himself an “Engineer” (Audio)
• Yahoo’s Board Will “Review” Resume Discrepancy of CEO
• How Did a Phantom CS Degree Get on CEO’s Bio in SEC Filings? Yahoo’s Not Saying.
• Yahoo’s Response on CEO’s Computer Science ResumeGate: “Inadvertent Error”
• Dan Loeb Alleges “Discrepancies” on Yahoo CEO Scott Thompson’s Resume Related to Computer Science Degree

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