Earlier today, Yahoo’s persistent thorn, activist shareholder Dan Loeb of Third Point poison-penned another letter to the board of the Silicon Valley Internet company, demanding that Yahoo fire its new CEO Scott Thompson, as well as director Patti Hart, over bizarre inaccuracies related to their academic achievements.

“Permitting Mr. Thompson and Ms. Hart to stay with the Company after apparently violating the Code of Ethics sends a message to all Yahoo! employees that a different set of rules applies at the top,” Loeb wrote.”[Yahoo must] terminate Mr. Thompson for cause immediately given his demonstrable unsuitability to remain Chief Executive Officer and a director of Yahoo! and accept the resignation of Ms. Hart for similar reasons.”

And while many across the blogosphere — including some very clever tweets — called for his head tout de suite, that’s just not going to happen.

At least for now, at this early point in a controversy over Yahoo filing legal documents that misrepresented Thompson’s long-ago degree from Stonehill College.

In a nutshell: Thompson does not have a computer science degree, as he had maintained he did in public bios for almost a decade, a falsehood that mysteriously seeped into documents Yahoo filed with the Securities and Exchange Commission.

That’s bad news for Yahoo, for sure, on many levels, but moving against Thompson at this moment is not likely to be the answer — for the short term, at least.

That’s due to many reasons, that I like to think of it as three hopelessly complex puzzles that need solving pronto.

The What-Did-Yahoo-Know-and-When-Did-It-Know-It Question

There is no question the first thing Yahoo’s board needs to do is a thorough investigation to determine how a borked bio could proliferate so widely and for so long.

Most importantly, Yahoo will have to reveal if Thompson actually gave them this incorrect information, as he aggressively lobbied for the then-open CEO job.

As I had previously reported several times, Thompson cold-emailed a Yahoo director — Intuit CEO Brad Smith, as it turns out — despite not being on the list of potential candidates. Thompson was then shuttled over to Hart, who was running the vetting process with the help of headhunting firm Heidrick & Struggles, and hired within weeks.

Oddly, sources said Thompson never filled out the required informational papers for the job, nor did Heidrick conduct the normal background check on him. Instead, another forensic firm Yahoo hired did the work.

If it turns out Thompson gave any of them the bad bio info, it would be quick curtains for him.

But if Yahoo’s board members obtained his info on their own, the next key query would be how no one at Yahoo — especially its legal and compliance staffers, as well as outside help — managed to catch the problem during the vetting of Thompson.

Here are some good questions to start with:

Who put a faux computer science degree on Thompson’s bio in the first place, why and when did it happen?

Where did Yahoo get the inaccurate information?

Who was in charge of checking Thompson’s academic record for Yahoo?

And, who checked the work of the checkers?

The problem is made more complicated, because correct information was easily available in the SEC filings of eBay for years, since Thompson was head of its PayPal payments unit.

While the resume information was indeed wrong on eBay’s Web site and on numerous bios of Thompson for years, how did eBay legally get it right while Yahoo did not?

That calls into question the expertise of the company, its directors and those they hired to make sure execs were completely on the up and up, a task they clearly failed at.

If rank incompetence is the reason, which it looks like it might be, expect certain board members and other Yahoo staffers to go, along with anyone who helped in the Thompson vetting, or lack thereof.

Unless, of course, the gang-that-couldn’t-shoot-straight actually did shoot straight and some one at Yahoo found out about the educational discrepancy before the new CEO was announced, but declined to fix it.

While sinister, such a scenario is not entirely implausible, given how much pressure Yahoo was under at the time to hire a CEO quickly, due to Loeb and his looming proxy fight.

If any evidence were to surface that this was so, it is curtains all around, which would rain the kind of disaster down on Yahoo’s Sunnyvale HQ that would make Loeb’s attacks look like a Nerf battle. Instead, it would be “The Hunger Games” — except that no one survives.

The Chaos-in-Sunnyvale Conundrum

Which brings us to the profound implications of Yahoo jacking its second CEO within six months.

While it’s easy to yell “Fire the CEO” on a crowded Twitter, it’s simply not so easy in practice.

How long did it take Yahoo’s lugubrious board to figure out Carol Bartz needed to go? A … long … time. (And, she had a CS degree!)

More to the point, Thompson — and his not-so-merry band of consultants from Boston Consulting Group and, this week, McKinsey & Company — has only just completed a massive layoff of 2,000 employees and a jarring restructuring of management.

He’s also in the early stages of rolling out a new and decidedly still-squishy strategic plan to top execs (also just this week), along with working on some other key initiatives.

That includes renegotiating its search partnership with Microsoft; noodling around on a possible deal with Google; contemplating the sale of a variety of assets; and — oh, yes — trying to take on social networking Godzilla Facebook over patent infringement.

Busy much?

But, most importantly, Thompson is now the umpteenth Yahoo CEO to be working on the never-ending talks with its Asian partners over selling back a piece of the company’s lucrative stake to them.

While Yahoo CFO Tim Morse and head lawyer Mike Callahan are the point men on the deal, the lack of CEO would be an issue in the now-proceeding again talks.

This is a sale that must — and I underscore must — get done and soon, giving Yahoo much-needed breathing room and a whole lot of cash to fork over to increasingly disgruntled shareholders.

So, expect Yahoo to try to milk that deal for all it’s worth in the coming week, in order to give the appearance, at least, of positive forward momentum.

And, like it or not, Thompson has to play a key role in it getting done.

Thus, the likelihood of wait-and-see over point-and-shoot on Thompson is higher than you might think.

That’s especially true given four members of the board are leaving within six weeks and have either or are in the process of being replaced by new members.

Then, Thompson will be their problem to solve.

Again, no small thing, since the old crew — led by feckless Chairman Roy Bostock — is not likely to want to end its appalling tenure with yet another disaster.

Such a move would further tarnish the legacy of its outgoing directors, although I am not sure how it could be any more sullied, given their consistent record of one bad decision after the next.

What do I really think? I think this cursed board will maintain its 100 percent score of doing the wrong thing at the right time.

It could be a different case with the new directors, of course, who all seem pretty sharp and not as easily impressed by a record of failure.

They will surely be monitoring Thompson carefully, as will employees, who have taken to internal message boards with a rage not seen in a while over the resume debacle.

Their morale might be one uncertainty impacting Thompson’s fate. If a lot of key employees continue to bolt Yahoo or those remaining more loudly express their disdain for the bio antics, the new directors might listen.

The Whatever-Loeb-Says-We-Won’t-Do-Till-Later Head-Scratcher

Which brings us back to Loeb, whose noisy campaign to grab seats on the Yahoo board has certainly hit home this week.

And, though Yahoo likes to ding him a lot, since he started his campaign of terribly entertaining investor terror, a lot of what he’s been calling for has happened.

That includes a major flushing of the board — with five longtime members, including co-founder Jerry Yang, going, going and gone.

In addition, Loeb brought pressure to slow down some questionable deals, from Yahoo’s PIPE dream to a tax-free spinoff in Asia in a deal only an accountant could love.

He’s also — though they try to deny it — got the Yahoo directors in the dangerous habit of reacting to him, rather than playing their own game.

While the Yahoo board has resisted any deal with Loeb (pictured here), blaming him for rejecting their kind offers of settlement, it is he who is setting the tone more than Yahoo.

And that tone is of alarm and trouble and chaos at Yahoo.

That’s not going to work to convince other Yahoo investors to back his cause — in fact, Loeb has a decidedly uphill battle to win his proxy challenge — he has still scored a direct win with the bio relevations.

So far, though, Loeb has not sunk Yahoo’s battleship, so it is unlikely the board will acquiesce to his latest demand of Thompson being fired by noon on Monday.

Maybe it will eventually, or maybe it will just scold Thompson or maybe it will do nothing at all.

All that is an unknown — a riddle, wrapped in a mystery, inside an enigma, with a lot of managerial incompetence thrown in. And that, most of all, is the sad definition of today’s Yahoo.

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

Code Advisors is getting a $25 million investment from financial services giant JPMorgan Chase for a minority stake in the Silicon Valley-based boutique investment bank and advisory firm.

The influx of cash will allow Code to grow quicker, said Quincy Smith, one of the firm’s founders, which also include Michael Marquez and Fred Davis.

The non-exclusive deal, the two firms said, is the natural extension of a longer-term relationship that has been developing for a while.

“To the extent that the money means we are getting even closer together, that’s great,” said Smith in an interview earlier today. “This solidifies a partnership that has existed for some time.”

Plus, it presumably also gives each what the other cannot offer clients. Usually a big bank might try to kill or buy a firm like Code, so this move is unique.

“We are growing our business and getting access to next-generation entrepreneurs that Code knows well,” added Kurt Simon, co-head of Technology, Media and Telecom Banking at J.P. Morgan. “And it’s a sign of continued investment in our important West Coast businesses.”

Indeed, J.P. Morgan has been competing with Goldman Sachs and Morgan Stanley for a higher profile in Silicon Valley. It recently was selected with the pair as one of the lead bankers in the upcoming Facebook IPO. It has also worked recently with LinkedIn, Skype and Pandora.

Code has taken on smaller deals with a range of hot start-ups and entrepreneurs, which was one of the attractions for J.P. Morgan. That includes representing Spotify and LivingSocial, and making investments in Path and Flipboard.

“For J.P. Morgan, it’s like making an limited partner investment in another venture firm,” said Smith. “And for us, we can offer a lot more services to our clients as they grow.”

As part of the deal, Jes Staley, CEO of J.P. Morgan’s investment bank and a member of the firm’s operating committee, will become a non-voting observer on Code’s board.

Here’s the full press release on the deal:

CODE ADVISORS ANNOUNCES A $25 MILLION INVESTMENT FROM JPMORGAN CHASE

San Francisco May 3, 2012 — Code Advisors announced today that JPMorgan Chase (NYSE: JPM) has agreed to make a $25 million minority investment. Jes Staley, CEO of J.P. Morgan’s Investment Bank and a member of the firm’s Operating Committee, will also act as a non-voting observer at Code’s Advisory and Investor Board meetings.

“We are thrilled that JPMorgan Chase has decided to invest in Code Advisors,” said co-founder Quincy Smith. “This transaction demonstrates how together we might energetically adjust to serve the new needs of entrepreneurs and companies. The chance to work more closely with Jes and his team gives us awesome global and experienced perspective.”

J.P. Morgan’s investment and relationship will allow Code to accelerate its growth opportunities and allow each team to offer complementary services to their respective and shared clients.

“Identifying and supporting great ideas early in their development is particularly important in the technology space,” said Staley. “Code continues to uniquely identify next generation companies, and together we are excited to help those entrepreneurs grow and expand their businesses.”

Earlier today, Yahoo released a letter talking itself up to investors, introing a new Web site called Yahoo Forward to do more bragging and — you guessed it — giving yet another smackdown to activist shareholder Dan Loeb of Third Point.

The move comes as the proxy fight over the Silicon Valley Internet giant moves ever closer to its annual meeting, which is set to take place sometime this summer.

In the letter, which had precisely zero new news, Yahoo recounted again that it tried hard to settle things with its disgruntled shareholder, but underscored its desire not to have Loeb on the board.

Why? Because the man who owns about six percent of Yahoo — which is about 99.99 percent more than any other current board member, which seems to make him pretty interested in Yahoo’s fate — is not qualified to be a director.

“The board continues to believe that Mr. Loeb himself does not bring the relevant skill set and experience to the board, particularly in comparison to the candidates selected by the board,” the Yahoo letter read. “In addition, we believe that, based on the specific qualifications of Third Point’s nominees relative to Yahoo!’s business and opportunities, the candidates nominated by the board’s Nominating and Governance Committee are significantly superior to those proposed by Third Point. “

Buuuurn! (Not really.)

Loeb has his own Web site, Value Yahoo, which he launched last month to pillory Yahoo. He used it today to post an infographic titled “The Incredible Shrinking Yahoo.”

Buuuurn! (Not really.)

In fact, the real fire could start as early as next week and in the months ahead when other Yahoo investors start to pick sides in the fight.

That should really begin when independent proxy advisory firm Institutional Shareholder Service gives its recommendation on the issue to Yahoo investors.

A backing by ISS for another prominent proxy advisor Glass Lewis will help Loeb, although he still has an uphill battle to convince other shareholders to vote down Yahoo, which has a new CEO in Scott Thompson and a mostly new board.

That will be even more difficult, given how active Thompson has been in making a ton of productive-sounding moves, such as a recent restructuring which included 2,000 layoffs. While results will not be in for a while, a lot of we’re-hard-at-work strategery noise is probably a good tack for Yahoo.

The company will surely try to drop some more Yahoo bombs on Loeb to burnish its chances in the coming month — most likely first around a taxable sale of a large portion of its Asian assets related to new rounds of talks now taking place again, which might include a fat dividend to investors.

(Investors like fat dividends and the people who give them fat dividends, by the way!)

The company could also sell off some of its underperforming units, such as its advertising technology business and renegotiate its search partnership with Microsoft, all of which will give Yahoo more of a case that Loeb’s complaints are now unfounded.

But don’t count Loeb out, either. He’s a deft campaigner and also deserves some credit for forcing Yahoo to make several of its recent moves to oust weak members of its longtime dysfunctional board.

In that regard, at least, Loeb has been very relevant.

Here’s Yahoo’s letter today, in full (the odd bolding is all done by the company):

Yahoo! Shareholder Letter Outlines Forward Momentum and Urges Election of Its Board Nominees

SUNNYVALE, California, May 2, 2012 — Yahoo! Inc. (NASDAQ: YHOO), the premier digital media company, today released the following letter to all shareholders from its board of directors:

Dear Shareholder,

Since last August, Yahoo! has moved forward aggressively, implementing a plan to position itself for future success and to increase the value of Yahoo! for you, our shareholders.

* Just four months ago, we appointed CEO Scott Thompson, a highly accomplished and dynamic leader with the experience and expertise required to lead Yahoo! to renewed growth, innovation, and success. Scott is already moving the company forward fast — dramatically reorganizing the business around its core strengths with a mindset of focus, speed, discipline, and putting the customer first.

* The company has reconstituted the board of directors, with the optimal mix of expertise, experience, and fresh perspectives to accelerate the company’s transformation. We recruited five new, highly qualified independent directors through the Nominating and Corporate Governance Committee’s thorough search process. In addition, four of our directors volunteered not to stand for re-election at the 2012 shareholders’ meeting. As reconstituted, following the annual meeting a majority of Yahoo!’s directors will be new to the board this year, and all directors will have joined the board since 2010.

* Following a detailed and diligent review in an accelerated timeframe, the company produced a comprehensive strategic framework that will change what we do and, most importantly, how we do it to enable us to put our customers first in everything we do. We will deliver fun, engaging, and personalized experiences on all screens and forge strong relationships with our advertisers by producing measurable results, including consumer insights derived from our vast data, and delivering a higher rate of return on advertising spend. Specifically, we will focus all we do on the consumers who trust us to deliver personalized content and communications in our core businesses, and on the advertisers who want to connect with our consumers. Just as importantly, we are identifying what we will no longer do, in order to direct resources toward those businesses that generate the highest consumer engagement and the best return on our investment. As we excel in our core business, we will earn the right to pursue new growth opportunities.

* With this renewed operational focus, the company has defined a new organizational structure to support our core business and put resources closer to our customers. Effective May 1, Yahoo! will operate in three groups — consumer, regions and technology — all supported by our corporate teams. Each of these three groups will have clear accountability for getting results by delivering the best customer experiences. This more efficient structure will enable faster decision-making and more effective delivery of innovative products and services that measurably impact the bottom line.

* Beyond our core business, we are committed to continuing to be prudent stewards of our non-core assets and investments and to be thoughtful and diligent about monetizing their significant value at the right time and in the right manner. Should we do so, returning capital to shareholders will be a high priority.

In identifying qualified new members for the board, the Nominating and Corporate Governance Committee, led by its independent chairperson Patti Hart, conducted a thorough and impartial search process. Working with a leading executive recruitment firm and using the committee’s desired skill sets and experience for new board members, the committee identified over 100 potential candidates and sought input from a number of our major shareholders. Committee members engaged with over 20 individuals, including the four nominees proposed by Third Point. Committee members then conducted numerous in-depth interviews and carefully analyzed the qualifications of each candidate, including each of Third Point’s nominees. Committee members conducted additional interviews with those candidates that warranted further consideration, as determined by the committee in its meetings held throughout the process. Following completion of the full process, the committee and the board determined that the distinguished group of five candidates recently announced were the best choices, based on their individual accomplishments, experience directly relevant to Yahoo!’s business and its challenges, and records of value creation.

The new directors have strong records of significant accomplishment at the highest levels of media, advertising, marketing, Internet, technology, and finance, including corporate finance and restructuring, and insight into customers’ perspectives. The continuing directors are independent thinkers who bring impressive track records of success, and have been actively and constructively engaged as the company has developed its strategic framework to deliver renewed success and value to shareholders. We are challenging Yahoo!’s entire leadership team by asking tough questions, establishing rigorous goals, and developing a framework for strict accountability to move Yahoo! forward … fast.

Our focus now is on operating the company so that it delivers superior value to our shareholders. Supported by the many talented people who have contributed to charting our new course and inspired by the many shareholders, customers, and employees who have communicated passion for this great brand, we know that we will succeed.

Regrettably, our efforts to avoid a proxy contest with Third Point were unsuccessful. Following the recommendation of the Nominating and Corporate Governance Committee, we offered Third Point two board seats, including one of its nominees and a second mutually agreeable candidate, which would bring Third Point’s perspective into the boardroom. Unfortunately, Mr. Loeb declined to end his proxy solicitation on that basis, insisting that there could be no settlement unless he was personally appointed to the board. The board continues to believe that Mr. Loeb himself does not bring the relevant skill set and experience to the board, particularly in comparison to the candidates selected by the board. In addition, we believe that, based on the specific qualifications of Third Point’s nominees relative to Yahoo!’s business and opportunities, the candidates nominated by the board’s Nominating and Governance Committee are significantly superior to those proposed by Third Point. Nevertheless, we want to emphasize that we remain committed to an open dialogue with all our shareholders and to working in a constructive manner with Third Point.

At the end of the day, we recognize that you, our shareholders, will make the decision as to the board you want to lead your company. We are confident that when you assess our new board’s qualifications against Third Point’s slate, you will come to the same conclusion that we did—that this is the right board with the right mix of skills and experience to lead the company forward to create value for shareholders. We also recognize that we have a great deal of work to do to support and challenge the management team to move the company forward fast. We intend to keep ourselves and the company focused and we do not intend to let ourselves be distracted from the work at hand.

Yahoo! is looking forward, focused on delivering superior value to all of our shareholders. We are building momentum with a great leadership team, unified in focusing the company on its core strengths, redeploying resources to the most productive areas of the business, and equipping the company to invest in growth and innovation. Your new board includes individuals who have proven operating expertise in media, advertising, marketing, Internet, technology, and finance, and have consistently proven to be thoughtful and responsible stewards of shareholder value, with a strong emphasis on disciplined capital allocation and a willingness to embrace structural change. They are already contributing to the rigorous action plan to realize Yahoo!’s potential and deliver increased value for shareholders.

With new leadership and the new board, we are building a stronger, nimbler, more profitable Yahoo! that is better equipped to innovate for our customers and will ultimately increase the value of Yahoo! for all shareholders.

You can read more about Yahoo!’s actions to move the company forward and create shareholder value at http://yahooforward.com.

Thank you for your support.

Yahoo! Board of Directors

Large private equity firm Silver Lake is buying a large stake in powerful Hollywood talent agency William Morris Endeavor Entertainment, which is being described as a way to turbocharge its digital efforts.

While the pair would not disclose any financial details of the deal, which they are calling a “strategic partnership,” sources said Silver Lake is acquiring 31 percent of WME.

“Over the years, we have been brick-building, as we have been doing more and more digitally,” said Patrick Whitesell, co-CEO of WME with Ari Emanuel, in an interview today. “But the opportunities are so vast, there is a need for more capital to do more.”

Whitesell and Emanuel said they had been considering a range of investors, especially among media entities, but that they wanted to work with Silver Lake since it had more digital experience as an active investor in technology.

Skype, for example, was the driver of the sale of Internet telephony giant Skype to Microsoft for $8.5 billion, while WME reps stars such as Matt Damon and Hugh Jackman, among others.

“In addition to capital, we really wanted a partner that to help us build it out that had more technology expertise,” said Emanuel. “We are good with brands and creative and talent, but there are many more Silicon Valley opportunities.”

In fact, WME has long tried to up its digital portfolio to respond to the needs of its clients and the changing nature of entertainment distribution as consumer Internet use has exploded. That’s included a digital advertising effort, as well as one in online gaming.

Silver Lake, which has most recently looked at investing in Yahoo, it was a chance to get closer to a trove of premium entertainment content.

“You have two forces at play, ubiquitous distribution and four billion people connected,” said Silver Lake’s Egon Durban. “As that distribution has been commoditized, the only way to differentiate is through A-plus content.”

Along with the core investment, WME and Silver Lake said they will also be considering other possible deals together as they move forward.

“There is nothing we like more than handing our best partners more money,” said Durban, who will join WME executive committee and also help create a technology advisory counsel at the firm.

Calling Marc Andreessen! Actually, in an interesting factoid, it was the well-known tech investor and entrepreneur who introduced Durban to Emanuel.

But this movie has been shown before and is not the first Hollywood-tech hookup to happen. A variety of efforts have waxed and waned over the years — most of which have largely been underwhelming.

Last year, for example, Accel Partners invested $40 million in Legendary Pictures and, back in 2008, Accel, the then William Morris Agency and AT&T formed an investment consortium to focus on Southern California start-ups.

Most closely related was the 2010 deal, in which TPG Capital took a 35 percent stake in Creative Artists Agency.

Here is the official press release on the Silver Lake-WME deal:

WME Press Release_5 02 12_FINAL

According to sources close to the situation, Demand Media was deep into discussions with a private equity firm to complete a deal that would have taken the online content company private, nearing a price that was double its current value.

But Demand abandoned the effort this past week — which was born from an aggressive attempt by Boston-based Thomas H. Lee Partners to purchase the company for a price of up to $1.2 billion. That was due to a number of challenges, including complications related to its financing and the ability to retain executives in its aftermath.

The move on Demand by private investors is perhaps no surprise, and is part of a wider trend related to some Internet companies whose stocks have a depressed value relative to the worth of their assets.

Among companies having been and also being evaluated by private equity firms, whose business it is to turned the undervalued into a goldmine: Yahoo and AOL.

And also Demand, which is now worth only $605 million, a market cap that is off 65 percent since it went public in February 2011. Shares now trade at $7.25 each.

That depressed share price has been due to a number of issues, most especially changes to Google’s search algorithm to improve results. Called Panda, the changes at the search giant — a critical partner of Demand’s — has cut traffic to its major content sites and also called into question its ability to monetize its scaled editorial efforts.

Such a situation is nearly irresistible to PE firms — in this case, Lee, which approached Demand.

Several sources said that the board threw out a hefty number that it assumed would shut down any interest and the pair began talking with an initial offer to take the company private at $11.28 a share.

That equals close to $1 billion for Demand, which also has more than $100 million in cash. But sources said Lee and Demand also discussed the addition of a large loan as part of the ongoing discussions, for possible acquisitions related to a content roll-up strategy it had, which would bring the total up to $1.2 billion.

One source underscored that the board of the Santa Monica, Calif., company had no interest or intention to sell the business, but that the premium was large enough that it engaged.

The deal from Lee, which also included a strategy of splitting up the content arm from Demand’s lucrative domain-registar business.

There were also large cash-out provisions for major shareholders, as well as for CEO and co-founder Richard Rosenblatt.

Thus, the two sides engaged intensely in the last several weeks in crafting an agreement, although the devil would prove to be in the details.

One big issue is that taking Demand private was still a big financial commitment for Lee — which tried to engage some of its limited partners in the transaction — as well as other investors, including Silicon Valley’s Marc Andreessen.

That proved harder than Lee thought, said sources, with some balking at the firm’s ability to make a big enough score on the possible turnaround.

“It was hoped it would be a Skype situation, but there were worries,” said one source, referring to the blockbuster sale of the Internet telephony company by private investors to Microsoft for $8.5 billion last year. That deal was widely considered a PE home run, given the excessive premium paid for it.

Demand’s challenges increasingly worried the firm as it moved forward, sources said, causing it to reevaluate its earlier bid several times.

Also a worry: Retaining major talent, including Rosenblatt and others, after they sold large chunks of their equity.

After Lee asked for more time to complete the financing, Demand ended the talks last week.

Another source, as is typical in these endings, said it was the Lee that walked away (who knows and, really, who cares — both sides were engaged seriously).

One thing was true: “Demand was definitely at the altar, but it did not get to the vows,” said one source.

Another source noted that the board also determined that Demand’s situation was improving, and that new trends are showing that the bottom might be been reached. The company reports its first-quarter earnings on May 8, which is expected to show some traction related to its many challenges.

“There is nothing Lee could do that Demand could not do for itself,” said one person. “So throwing in the towel seemed premature for now.”

Lee declined to comment, as did Demand.

A month ago, I posted an initial list of speakers for the 10th D: All Things Digital conference.

After a decade, the event — which is held in Rancho Palos Verdes, Calif., just south of Los Angeles, at the end of May — has attracted another amazing group of speakers, including: New York City Mayor Michael Bloomberg; serial entrepreneur Sean Parker, who will appear with Spotify co-founder and CEO Daniel Ek; Zynga founder and CEO Mark Pincus; Federal Trade Commission Chairman Jon Leibowitz; LinkedIn Chairman and VC Reid Hoffman, who will appear with the social business site’s CEO Jeff Weiner; and Skype CEO Tony Bates.

Now, here’s another group of stellar speakers we’ve added to the programming lineup (and there are still even more big names to come in the weeks ahead): Oracle CEO Larry Ellison; former tech analyst superstar and now VC Mary Meeker of Kleiner Perkins; Intellectual Ventures’ Nathan Myhrvold; Pixar co-founder and Disney animation head Dr. Ed Catmull; and Visa President John Partridge.

Larry Ellison, CEO and founder of the enterprise giant Oracle, needs little introduction, as one of tech’s highest profile figures and a true Silicon Valley icon. Frankly, I think the short bio that’s on Oracle’s Web site says it all: “Larry Ellison has been CEO of Oracle Corporation since he founded the company in 1977. He also races sailboats, flies planes, and plays tennis and guitar.” There will be a lot to talk about with the voluble and always entertaining exec — who appeared at the D conference once before many years ago — from the current state of the tech industry to insights to where it’s all going. (In addition, Ellison has agreed to appear on a panel we are doing as a tribute to his close friend, Apple’s former CEO Steve Jobs.)

Another well-known tech figure is Meeker, who is now a partner at Kleiner Perkins Caufield & Byers, having joined the storied venture capital firm in early 2011. She focuses there on investments in its digital practice and via KP’s Digital Growth Fund, working with companies such as Spotify, Jawbone and One King’s Lane. But Meeker is perhaps best known for her long stint — 1991 to 2010 — as a star Internet research analyst at Morgan Stanley, where she brought many of the Internet’s great companies to the attention of Wall Street and beyond. She also wrote a series of groundbreaking reports on the landscape. That includes her annual “State of the Internet,” which Meeker will debut this year at the conference in an extended demo of her always riveting Internet trends presentation.

Nathan Myhrvold is also a tech legend, having worked for 14 years as chief strategist and CTO of Microsoft. But, instead of retiring, the avid inventor decided to focus on patents, founding and leading a controversial company called Intellectual Ventures, which buys them up and licenses them out (or sues if it doesn’t sell). With all the mishegas around patents right now, it’s a good time to have Myhrvold back to explain it all and perhaps to take some of the blame for the explosion in intellectual property lawsuits. (Myhrvold also co-authored a cookbook, “Modernist Cuisine,” so we hope we will also get some sort of futuristic cooking demo. Perhaps, Patently Delicious Flan?)

Speaking of tasty, the animation from Pixar over the years has been just that and it’s been one of Disney’s greatest acquisitions. Given how much Pixar has contributed to animation technology, we are glad to finally get Dr. Ed Catmull onstage. As co-founder of Pixar Animation Studios and president of Walt Disney and Pixar Animation Studios, he will discuss where entertainment and technology are intersecting and where they are not. Catmull is a geek’s geek in the industry — having also founded the computer graphics laboratory at the New York Institute of Technology, the computer division of Lucasfilm, as well as Pixar, which he did with chief creative officer John Lasseter. Get ready to talk about image compositing, motion blur, subdivision surfaces, cloth simulation and rendering techniques, texture mapping and the z-buffer. Also, Catmull’s five Academy Awards.

Lastly, it is perfect timing for bringing on John Partridge, president of Visa. With swirling issues around online identity theft, digital privacy, the future of money and the rise of upstart competitors such as Square, Partridge has his hands full at the credit card giant. One of the most neglected arenas in tech, the way we manage payments is perhaps the biggest story of the next era, especially as it relates to mobile and the rise of smartphones as all-purpose devices.

While swanning about Los Angeles last week, I paid a visit to a number of interesting techies, including Mike Jones and Peter Pham, who recently founded Science.

While there are a lot of incubators and accelerators out there fiddling with start-ups, the pair of well-known entrepreneurs are calling this venture a “technology studio.”

By that, they mean that Science will do a lot more, from coming up with in-house ideas to investing some of their $10 million in backing to advising on how Silicon Valley should look at investments in Southern California to even taking on restructuring of larger entities.

Science investors include Rustic Canyon, White Star Capital, the Social+Capital Partnership and Google Executive Chairman Eric Schmidt’s Tomorrow Ventures, and it also has relationships with private equity firms for the bigger stuff.

The focus of Science, as the pair discusses below in a video interview, will be in three arenas: The intersection of content and commerce, social and mobile, and location.

As longtime entrepreneurs and Internet execs, Jones and Pham know those arenas, both the pluses and the minuses.

Jones tried his best (and, like others, failed) with the Myspace revival and also founded and sold Specific Media, Userplane and Tsavo Media.

Pham was recently helming the high-profile and controversial Color photo-sharing start-up in Silicon Valley and did stints at both BillShrink and Photobucket (a former News Corp. property, as was Myspace. News Corp. owns this Web site.).

Here’s my chat with them about their sun-dappled dreams of SoCal tech hegemony via their Santa Monica, Calif., HQ:

]]> http://allthingsd.com/20120404/l-a-stories-mike-jones-and-peter-pham-talk-about-the-science-of-tech-studios/feed/ 0 http://allthingsd.com/20120322/yahoo-hopes-to-fight-back-at-activist-shareholder-third-point-with-more-new-board-members-of-its-own/ http://allthingsd.com/20120322/yahoo-hopes-to-fight-back-at-activist-shareholder-third-point-with-more-new-board-members-of-its-own/#comments Thu, 22 Mar 2012 20:34:10 +0000 Kara Swisher http://allthingsd.com/?p=189323

Yahoo leadership, betting it can stave off a challenge from activist shareholder Daniel Loeb of Third Point, has been stepping up efforts to name three additional new board members to replace directors that are leaving.

Yahoo has already named two of the five open slots — former Rovi CEO Fred Amoroso and LiveOps Chairman (and former CEO) Maynard Webb, who was once COO of eBay.

But now, the company is pushing harder to get the last three on board in light of Third Point’s ever-increasing proxy pressure.

Several sources said that Yahoo’s new CEO Scott Thompson has told people inside and outside the Silicon Valley Internet giant that the threat from Third Point, which owns almost six percent of the company, is not as worrisome as some think it could be.

Thus, Yahoo’s headhunting firm Heidrick & Struggles has been contacting a number of high-profile media players about joining the board, including former News Corp. execs Peter Chernin and Tony Vinciquerra, as well as former MTV head Judy McGrath.

Both Chernin and Vinciquerra, sources said, have turned down the prospect of joining the Yahoo board in the midst of a possible proxy battle, along with other massive changes taking place.

Yahoo has not yet been successful at landing the remaining directors.

Meanwhile, Loeb, via saucy letters and filings, has been aggressively making a case that Yahoo should add his alternate slate of directors, including former NBC head Jeff Zucker, to the board. He recently submitted preliminary proxy filing with the Securities and Exchange Commission.

That’s because his cursory discussions with Thompson have apparently led nowhere, causing him to also publicly call for Yahoo to pay more attention to Third Point’s board selections.

If Yahoo names more directors to replace outgoing ones, it will be a slap in the face to Loeb, followed by inevitable ground battle war for investor votes.

Yes, that too.

Here’s a video from the WSJ.com’s “Digits” online tech show I did on the topic:

]]> http://allthingsd.com/20120322/yahoo-hopes-to-fight-back-at-activist-shareholder-third-point-with-more-new-board-members-of-its-own/feed/ 0 http://allthingsd.com/20120316/why-wasnt-secondmarket-part-of-the-sec-pre-ipo-stock-attack-ceo-barry-silberts-happy-to-tell-you-on-quora/ http://allthingsd.com/20120316/why-wasnt-secondmarket-part-of-the-sec-pre-ipo-stock-attack-ceo-barry-silberts-happy-to-tell-you-on-quora/#comments Fri, 16 Mar 2012 20:42:19 +0000 Kara Swisher http://allthingsd.com/?p=187205

It’s one thing to not be targeted in any regulatory action that strafed your competitors, but SecondMarket CEO Barry Silbert used the opportunity to tout just why his company missed the bullets.

In an unusual and interesting post on social answer service Quora, Silbert gave a long answer to the question entrepreneur Jason Calacanis asked there: “Why wasn’t SecondMarket part of the SharesPost/secondary market SEC action today?”

That would be the investigation by the Securities and Exchange Commission, which filed charges, as Arik Hesseldahl wrote earlier this week, “against two managers of private funds that had raised more than $70 million to acquire and trade pre-IPO shares of Facebook and other tech companies with misleading investors and charging undisclosed fees. It also brought charges against SharesPost, saying it had engaged in securities transactions without being registered as a broker-dealer.”

The move was part of a year-long inquiry aimed at secondary markets, where firms trade privately owned shares and options of pre-IPO companies.

Silbert, who runs one of the biggest companies in this sector, apparently decided to make hay while the Feds shone (up). In the Quora post, he noted: “I am proud to say that SecondMarket is not among those investigated or charged, which only reinforces SecondMarket’s ongoing commitment to being the trusted, compliant and fully-regulated marketplace in the startup and private company ecosystem.”

If he does say so himself!

All kidding aside, it is actually a novel way to turn a story that could tarnish everyone nearby into a plus. (Plus, ABC — Always Be Closing!)

Among the reasons that Silbert said SecondMarket was not part of the government probe: “Fully regulated, soup to nuts, from the start” (the company is a registered broker-dealer; “close coordination with private companies on all transactions” (“customized secondary markets,” he noted); “rigid accreditation process” of buyers; and “no disclosure of private company valuation and pricing.”

]]> http://allthingsd.com/20120316/why-wasnt-secondmarket-part-of-the-sec-pre-ipo-stock-attack-ceo-barry-silberts-happy-to-tell-you-on-quora/feed/ 0 http://allthingsd.com/20120314/to-stanch-layoffs-yahoo-has-been-shopping-its-ad-technology-platforms-to-google-microsoft-and-others/ http://allthingsd.com/20120314/to-stanch-layoffs-yahoo-has-been-shopping-its-ad-technology-platforms-to-google-microsoft-and-others/#comments Wed, 14 Mar 2012 15:04:23 +0000 Kara Swisher http://allthingsd.com/?p=186081

In an effort to minimize the impact of massive layoffs that Yahoo’s top management has been planning, according to sources close to the situation, one of the latest ideas to save costs and presumably jobs by new CEO Scott Thompson is to sell off much of its advertising technology platform, including Right Media.

And among the possible buyers Thompson has been targeting in recent visits: Google and Microsoft, as well as Silver Lake, the private equity firm that had once been talking to the Silicon Valley Internet giant about making a large investment in the company.

(That particular deal has gone south, but there is always yet another scheme on the horizon at Yahoo!)

The concept behind such a sale, according to several sources inside and outside the company, is to turn a cost center into a revenue source, with Yahoo essentially outsourcing a business that was a cornerstone of its strategy. A negotiable number of employees affiliated with those units would then move over to the new owner.

The most ideal plan, said sources, would be to sell Yahoo’s whole advertising technology “stack,” including the Right Media Exchange, a marketplace for advertisers, publishers and ad networks to trade online ads. Yahoo bought it for $700 million in 2007.

According to info on the company’s site, it has “300,000 active global buyers and sellers and more than 11 billion daily transactions.”

Also part of the possible package is APT, a system Yahoo has built to make buying and selling online advertising easier. In addition, Yahoo’s technologies for display-ad serving have been mentioned as a possibility for sale.

It’s unclear what the potential sale means for the new ad strategy that U.S. boss Ross Levinsohn and his lieutenant Jim Heckman have been pursuing since last summer. That plan included its own acquisition of ad network Interclick and an attempt to sync up with rivals AOL and Microsoft in an effort to fend off Google and some third-party players, like ad networks.

But the reason for contemplating much a major move — which has been considered before, but never has been seriously offered — are obvious: While Yahoo once dominated this arena, it has steadily lost ground, especially to Google. The search giant has made almost all of its money in search-related ads, but has been moving aggressively via its DoubleClick and other ad-serving entities into higher-level ads.

Microsoft has also been trying to compete, as has AOL, but it’s getting to be an expensive race, and one where Yahoo would have to make major investments to once again gain momentum. Building up this business again had been the aim of co-founder Jerry Yang, who wanted to go big in the arena in a number of ways before he left the company earlier this year.

But those days seem to be over at Yahoo.

“A lot of what has happened so far under Scott [Thompson] has been trying to find more revenue anywhere it can be generated, and get out of businesses that are not growing,” said one person. “Right now, it’s a lot about what we shouldn’t do rather than what we should.”

That has meant visits to see both Google and Microsoft about possible deals by Thompson, with the involvement of CFO Tim Morse and Chief Product Officer Blake Irving.

Thompson (pictured here) has also recently been talking to Silver Lake about the ad-platform sale, in a deal that might include the Andreessen Horowitz venture fund. This would be a different kind of transaction, said sources, in which a separate company would be formed, with Yahoo owning a piece and contracting with the new entity to provide ad technology.

All this activity is related to the layoffs in the works of perhaps thousands of employees, which were to have been communicated to the company this week.

Sources said those have been delayed for some weeks for several reasons, including whether to consider more deeply if certain larger business units can be spun off, sold or somehow transformed. (To be clear: Major layoffs are still being planned, but now might take place in two parts, said sources, in what is a quickly changing and volatile atmosphere at Yahoo.)

Another area being looked at, said sources, is Yahoo’s search advertising partnership with Microsoft, which has not been as successful as had been expected. While Yahoo has been working with the software giant about improving the results, Thompson has apparently been contemplating other possibilities, including working with Google (calling all regulators!) and/or laying off up to 900 employees who work on the company’s search offering.

Any of these moves could, of course, cause a firestorm of controversy, which Thompson appears to not worry much about. He was the driving force in Yahoo’s patent lawsuit against Facebook earlier this week, which is largely attracting a negative reaction across the tech landscape.

A number of prominent voices have spoken out against the legal action, including well-known VC Fred Wilson, who yesterday penned a poisonous blog post, titled “Yahoo Crosses the Line.”

It ends thusly: “I am not writing this in defense of Facebook. They can and will defend themselves. I am writing this in outrage at Yahoo! I used to care about that company for some reason. No more. They are dead to me. Dead and gone. I hate them now.”

Ouch!

Also weighing in publicly via Twitter was former Yahoo director Eric Hippeau, who was one of the company’s first investors, which is embedded below:

Pathetic and heartbreaking last stand for Yahoo bit.ly/yirCcj It’s all over. I loved you very much.

— Eric Hippeau (@erichippeau) March 13, 2012

Double ouch!

All I can say is that Thompson certainly has a lot of gumption. That has actually been his M.O. from the start, said several sources, with the former president of eBay’s PayPal payments unit and dark horse cold-emailing his way into the Yahoo CEO job.

True story: He had not been among its list of possible candidates — largely because he had been placed in his job at eBay many moons ago by Heidrick & Struggles, which was conducting the Yahoo CEO search, and that’s a talent acquisition no-no to poach someone you placed.

That did not stop Thompson, who thought he might be good for the job and reached out directly to board members at the end of the selection effort, which then led to the search committee and soon enough to the job in what was a very quick vetting and secretive (although not secretive enough!) hiring process.

Since then, Thompson has been on a tear, from working on a restructuring to trying to assuage activist shareholder Dan Loeb to helping put the kibosh on its Asian stake sale talks to suing Facebook. And now this sale effort, too.

If the peripatetic Thompson — who might need a dose of Ritalin before this thing is over — wanted to get noticed by the tech powers that be: Mission accomplished!

“He’s definitely someone who appears to have decided on shooting the moon with a lot of these actions,” said one person close to the situation, referring to the move in the card game of Hearts, which is a risky gambit to capture every penalty card worth 26 points in order to win. “I just hope no one loses an eye in the process.”

(That would be triple ouch, by the way.)

No comments all around, but everyone was certainly cordial on this rainy morning.

]]> http://allthingsd.com/20120314/to-stanch-layoffs-yahoo-has-been-shopping-its-ad-technology-platforms-to-google-microsoft-and-others/feed/ 0 http://allthingsd.com/20120309/here-come-the-first-d10-speakers-new-york-mayor-michael-bloomberg-entrepreneur-sean-parker-zyngas-mark-pincus-and-more-on-the-red-hot-seat/ http://allthingsd.com/20120309/here-come-the-first-d10-speakers-new-york-mayor-michael-bloomberg-entrepreneur-sean-parker-zyngas-mark-pincus-and-more-on-the-red-hot-seat/#comments Fri, 09 Mar 2012 18:40:29 +0000 Kara Swisher http://allthingsd.com/?p=182153 Even though our D: All Things Digital conference always sells out well in advance every year without our announcing even one single speaker (like this one, too), it’s the action on stage that truly matters.

And in 2012 — which also happens to be the 10th anniversary of the confab of tech and media titans — it’s already shaping up to be another fantastic event in terms of programming, with a lineup of onstage appearances that is sure to make some news.

There are many more very big names to come, but Walt Mossberg and I are pleased to introduce the first group of interviewees, which will give you a glimpse into the firepower we expect at D10 in late May. It is again being held in Rancho Palos Verdes, just south of Los Angeles.

The initial speakers we have confirmed so far include: New York City Mayor Michael Bloomberg; serial entrepreneur Sean Parker, who will appear with Spotify co-founder and CEO Daniel Ek; Zynga founder and CEO Mark Pincus; Federal Trade Commission Chairman Jon Leibowitz; LinkedIn Chairman and VC Reid Hoffman, who will appear with LinkedIn CEO Jeff Weiner; and Skype CEO Tony Bates.

It’s hard to imagine someone we have wanted to have onstage more than Michael Bloomberg, a man of many talents and interests. He’s known worldwide as the 108th Mayor of the City of New York. First elected in November 2001 (and again in 2005 and 2009), he is also one of the most compelling politicians in the U.S. today.

But Bloomberg is also a pioneer in terms of the business of digital news and information technology, having built a huge and groundbreaking media company and information service. Bloomberg (the company) has 310,000 subscribers to its financial news and information service, and more than 15,000 employees worldwide.

There will be a lot to talk about with him, from the upcoming presidential election to the state of our government to the future of innovation, news and technology.

Also sure to be voluble is Sean Parker, the legendary Silicon Valley entrepreneur who has been on the cutting edge of innumerable important digital trends of the recent decade. In 1999, Parker co-founded Napster, the controversial and industry-changing music service, at the age of 19.

He followed up with early contact information service Plaxo, and then shifted over to his critical involvement as founding president of Facebook in its early days as a start-up, an experience which was dramatized in the movie “The Social Network.” Parker continued to found and also invest in companies, from Causes to Spotify to his most recent, Airtime, a social video company that he is doing with his Napster co-founder Shawn Fanning.

Parker will be appearing onstage with Daniel Ek, another serial entrepreneur and technologist, who started his first company in 1997 at the age of 14. The Swedish native later co-founded online music phenom Spotify in 2006, with Martin Lorentzon.

The former CTO of Stardoll and founder of Advertigo leads a company that is changing the way music is delivered and consumed by fans, against a backdrop of intense change in the industry, succeeding even as a plethora of other services have stumbled.

Also a groundbreaker is Zynga CEO and founder Mark Pincus, yet another serial entrepreneur, whose latest effort in the online gaming arena has finally resulted in his biggest success. It recently went public, and now has a nearly $10 billion market cap.

Before founding Zynga in 2007, Pincus had already started three other companies: Push start-up Freeloader in 1995; automated tech-support company Support.com after that; and early social networking site Tribe.net in 2003.

(I met Pincus when he was at Freeloader in Washington, D.C., while writing a profile of him for the Washington Post, so I have enjoyed tracking his progress since then.)

Pincus is also an avid angel investor, with early stakes in Napster, Brightmail, Twitter and Facebook.

Reid Hoffman was another early investor in Facebook, along with many of Web 2.0’s most successful ventures. Well-known in Silicon Valley as an entrepreneur and VC, and recently dubbed the “start-up whisperer” by the New York Times (although I am not sure exactly what that means), he’s also chairman of LinkedIn, the business-networking service that also recently went public (at a $10 billion valuation, too).

He’ll appear with LinkedIn CEO Jeff Weiner, who started out life in Hollywood, but soon made his way to Silicon Valley as a top exec at Yahoo. After running its media division, Weiner spent a short time at venture firms before going operational again at LinkedIn.

What it takes to build and maintain momentum as tech companies move into more mature stages, as well as how the social networking space evolves, are among the many topics on tap for the pair.

The evolution of a start-up phenom — in this case, Internet telephony service Skype — will be among the topics covered by Tony Bates, who is now a president at Microsoft, which bought it last year.

As such, he is responsible, says the software giant in its description of his job, “for overseeing the company’s direction, strategy and overall mission to become a global communications service that will eventually reach billions of users.”

That’s a tall order for Bates, who came to Skype from a top job at Cisco. Bates has deep roots (or maybe, routing?) in the guts of the Internet, having done backbone-engineering strategy for Internet MCI. The U.K. native also holds nine patents.

Lastly, given all the activity we expect will happen between government regulatory agencies and tech companies over the next few years, we felt it was key to bring in FTC Chairman Jon Leibowitz. He has been at the FTC as a commissioner since 2004, but was given the top job by President Barack Obama in 2009.

Among his priorities, according to his bio, is “promoting competition and innovation in the technology sector through law enforcement and policy initiatives; and protecting consumers’ privacy — especially while they are using the Internet.”

Uh-oh!

Leibowitz knows from regulation, having served as the Democratic chief counsel and staff director for the U.S. Senate Antitrust Subcommittee from 1997 to 2000, where he focused on competition policy and telecommunications matters, as well as a similar stint at the Senate Subcommittee on Terrorism and Technology before that.

There will be a lot more speakers to come, of course. But, so far, we think D10 is off and running fast.

]]> http://allthingsd.com/20120309/here-come-the-first-d10-speakers-new-york-mayor-michael-bloomberg-entrepreneur-sean-parker-zyngas-mark-pincus-and-more-on-the-red-hot-seat/feed/ 0 http://allthingsd.com/20120308/cloud-computing-with-a-chance-of-mobile-weather-channel-adds-former-quattro-ceo-to-board/ http://allthingsd.com/20120308/cloud-computing-with-a-chance-of-mobile-weather-channel-adds-former-quattro-ceo-to-board/#comments Thu, 08 Mar 2012 15:03:45 +0000 Kara Swisher http://allthingsd.com/?p=181688

In an interesting move, the Weather Channel Companies has added Andy Miller to its board.

While such adds are not usually the biggest of news, the appointment of the high-profile former CEO and co-founder of mobile advertising firm Quattro Wireless as a director is an interesting early move by new CEO David Kenny.

The longtime digital and advertising exec just got there himself, and is likely to double down on mobile efforts at the media company interested in many fronts (fronts? weather? get it?!?). (Kenny also serves on the board of Yahoo.)

It makes sense, given that so many more people will be increasingly accessing all kinds of weather info — including video — on their mobile devices rather than the Web. Expertise in mobile advertising, then, will be key.

Miller, as you might recall, sold Quattro to Apple for $275 million in 2010, and became its head of mobile advertising before leaving that post last year. At Apple, he headed up the iAd division, which is the mobile advertising network for the iPhone, iPod touch and iPad.

He is now at the venture firm Highland Capital Partners.

Here’s the official press release:

THE WEATHER CHANNEL COMPANIES APPOINTS ANDY MILLER TO ITS BOARD OF DIRECTORS

ATLANTA — March 8, 2012 – The Weather Channel Companies (TWCC) today announced the appointment of Andy Miller to its board of directors. Miller, a general partner at Highland Capital Partners, is a mobile expert and visionary entrepreneur who led mobile advertising at Apple and was the co-founder and CEO of Quattro Wireless.

“Andy is the ideal choice to be the first outside director on our board, and we will benefit from his vast knowledge of mobile and his perspective gained from years of experience successfully starting and growing companies,” said David Kenny, chairman and CEO, TWCC. “As a leader in mobile with potential for tremendous growth globally, Andy’s contributions will help guide as we grow mobile and our entire digital portfolio.”

“I have watched The Weather Channel’s progress in the digital space for years, both as part of my work and as a consumer and have believed in the strength and potential for this business,” said Miller. “I am certain that the opportunity to work with the company as it builds new products and sets it sights on global expansion will be a rewarding one.”

As a general partner at Highland Capital Partners, Miller is focused on identifying and working with the most promising technology companies in Silicon Valley. He currently represents Highland on the boards of Digg, Game Closure and Impermium. Miller joined Highland from Apple Inc., where he reported directly to Steve Jobs and was vice president, mobile advertising. At Apple, he headed up the iAd division, the mobile advertising network for the iPhone, iPod Touch and iPad line of mobile devices.

Previously, Miller was the co-founder and CEO of Quattro Wireless, the mobile advertising company that was acquired by Apple in 2009. Prior to that, he had responsibility for business development, sales and strategy for what became North America’s dominant mobile aggregator, mQube, which was acquired by VeriSign in 2006. Miller has also held the position of CEO of WatchPoint Media, an MIT Media Lab interactive TV spinoff, that was sold to Goldpocket/Tandberg Television in 2003.

Miller has a bachelor’s degree from Union College and a J.D. from Boston College Law School. He lives in the Bay area with his wife and two boys. An avid baseball fan, he is a co-owner of the Colorado Rockies Advanced Single A franchise, the Modesto Nuts.

]]> http://allthingsd.com/20120308/cloud-computing-with-a-chance-of-mobile-weather-channel-adds-former-quattro-ceo-to-board/feed/ 0 http://allthingsd.com/20120307/jason-calacanis-has-one-miiiiiilllllion-dollars-to-give-out-to-start-ups-video/ http://allthingsd.com/20120307/jason-calacanis-has-one-miiiiiilllllion-dollars-to-give-out-to-start-ups-video/#comments Wed, 07 Mar 2012 20:38:22 +0000 Kara Swisher http://allthingsd.com/?p=181271

Last night, voluble entrepreneur and tech gadfly Jason Calacanis threw a party at dim sum palace Yank Sing in San Francisco, to kick off his latest LAUNCH Festival.

Several dozen start-ups will be debuting at the event today and tomorrow, showing off their wares before judges (I am one tomorrow afternoon) for eventual prize money in the form of investments or convertible notes from venture firms, like Charles River Ventures, and angel investors, such as Kevin Rose.

LAUNCH has gotten just over $1 million in commitments, which seems to be a nice, round, brag-worthy number.

Here’s Calacanis doing just that, and talking about the start-up scene with me in a video interview:

]]> http://allthingsd.com/20120307/jason-calacanis-has-one-miiiiiilllllion-dollars-to-give-out-to-start-ups-video/feed/ 0 http://allthingsd.com/20120226/talent-management-start-up-peoplematter-raises-14m-led-by-morgenthaler/ http://allthingsd.com/20120226/talent-management-start-up-peoplematter-raises-14m-led-by-morgenthaler/#comments Mon, 27 Feb 2012 03:00:46 +0000 Kara Swisher http://allthingsd.com/?p=178063

PeopleMatter said it has raised $14 million in a Series C funding, which was led by Morgenthaler Ventures.

The Charleston, S.C.-based software company, which focuses on hourly workers, said the new investment will be used for product innovation and customer-acquisition strategies.

Existing investors Noro-Moseley Partners, C&B Capital, Intersouth Partners and Harbert Ventures also participated in the round. PeopleMatter had previously raised $14.4 million, which brings its total funding to just over $28 million.

PeopleMatter competes with other online talent management firms, such as SuccessFactors, Taleo and Rypple, although those focus on career professionals. In contrast, PeopleMatter is aimed at service-industry workers, including food service, convenience store, hospitality and retail verticals.

The company’s offering allows organizations to manage applicant tracking, hiring, onboarding, training and scheduling processes. It is also launching a smartphone app this week that workers can use.

]]> http://allthingsd.com/20120226/talent-management-start-up-peoplematter-raises-14m-led-by-morgenthaler/feed/ 0 http://allthingsd.com/20120224/like-i-said-aol-activist-investor-file-alternate-slate/ http://allthingsd.com/20120224/like-i-said-aol-activist-investor-file-alternate-slate/#comments Fri, 24 Feb 2012 19:11:27 +0000 Kara Swisher http://allthingsd.com/?p=177824

As I reported this morning, an activist fund aiming at AOL took a shot today, by putting up its slate of alternate directors.

In a nutshell, Starboard Value does not like the way CEO Tim Armstrong is running the company and thinks it can do better.

My two cents: The New York-based investment firm might have actually named some directors with some more recent media or Internet operating experience.

Several Internet execs approached by Starboard said they declined because they did not want to engage in a hostile action against AOL, even if they might agree with its assessment of the dicey situation for the company.

Instead, it’s investor guys, advisor guys and even an intellectual property guy. (Oh joy, so the plan is patent lawsuits a la Kodak?)

Yes, it is, according to Starboard’s letter to the AOL board.

It read, in part:

“We appreciate the ongoing dialog we have had with management and certain members of the Board over the past two months. However, we are extremely disappointed that our conversations regarding the issues raised in our letter have stalled. Specifically, we are troubled that the Company remains closed-minded to alternative value creation initiatives, and instead appears solely focused on pursuing the status quo.”

AOL fired back with a statement of its own, essentially saying things are just fine and Starboard’s characterization of the company was inaccurate.

Said AOL in a statement:

“We ended 2011 with our best performance as a company in the past five years, with substantial growth in advertising revenue, improvements in legacy revenue streams, and significant cost reductions. Our stock price has acted in kind, appreciating approximately 80% from our 2011 low and 20% year-­‐to-­‐date.”

Starboard declined to agree apparently.

Nothing like a he-said-he said, which follows a similar proxy fight situation at Yahoo!

Here is Starboard’s official press release with board selections, followed by AOL’s full statement:

Starboard Delivers Letter to AOL Board Nominates a Slate of Highly Qualified Candidates for Election at the 2012 Annual Meeting

NEW YORK, Feb. 24, 2012 /PRNewswire via COMTEX/ — Starboard Value LP (together with its affiliates, “Starboard”), one of the largest shareholders of AOL Inc. (“AOL” or the “Company”) AOL -0.95% with current ownership of approximately 5.2% of the outstanding shares, today announced that it has delivered a letter to the Company’s Board of Directors and has nominated a slate of highly qualified candidates for election to the AOL Board at the Company’s 2012 Annual Meeting.

The full text of the letter to the Board follows:

February 24, 2012

AOL Inc.
770 Broadway
New York, NY 10003
Attn: Members of the Board of Directors

To the Board of Directors,

Starboard Value LP, together with its affiliates (“Starboard”), currently owns approximately 5.2% of the outstanding shares of AOL Inc. (“AOL” or “the Company”), making us one of the Company’s largest shareholders. As you know, we have strong views regarding the current state and future direction of AOL, which we articulated in our comprehensive letter to the Board of Directors (the “Board”) on December 21, 2011 (the “December Letter”). We appreciate the ongoing dialog we have had with management and certain members of the Board over the past two months. However, we are extremely disappointed that our conversations regarding the issues raised in our letter have stalled. Specifically, we are troubled that the Company remains closed-minded to alternative value creation initiatives, and instead appears solely focused on pursuing the status quo. AOL is a diverse company with tremendous assets in a variety of different businesses that collectively are being undervalued in the marketplace. We continue to believe that significant opportunities exist to unlock value based on actions within the control of management and the Board.

As one specific example, in addition to the valuable assets highlighted in our December Letter, AOL owns a robust portfolio of extremely valuable and foundational intellectual property that has gone unrecognized and underutilized. This portfolio of more than 800 patents broadly covers internet technologies with focus in areas such as secure data transit and e-commerce, travel navigation and turn-by-turn directions, search-related online advertising, real-time shopping, and shopping wish list, among many others.

Since our initial public involvement in AOL, we have been approached by multiple parties specializing in intellectual property valuation and monetization, some of whom believe that (i) a significant number of large internet-related technology companies may be infringing on these patents, and (ii) AOL’s patent portfolio could produce in excess of $1 billion of licensing income if appropriately harvested and monetized. Unfortunately, several of these parties have expressed severe frustration that AOL has been entirely unresponsive to their proposals regarding ways to take advantage of this underutilized asset. The Company’s inaction is alarming given our understanding that many of the key patents have looming expiration dates over the next several years which could render them worthless if not immediately utilized.

As a result of the dynamics highlighted above, we are increasingly uncomfortable with the direction of the Company and the leadership of the Board. To this end, and as a result of our inability to arrive at a mutually agreeable resolution on the composition of the Board, we have identified the following highly-qualified candidates who have agreed to be nominated to the AOL Board at the 2012 Annual Meeting. We believe these nominees possess a well-balanced mix of skill sets to ensure that the Company evaluates, with an open mind and a keen sense of urgency, all alternative strategies to determine the best path forward to maximize value for all shareholders.

Starboard’s Director Nominees:

Ronald S. Epstein is the Founder and CEO of Epicenter IP Group LLC, a company dedicated to assisting patent owners in obtaining maximum value for their intellectual property. Previously, Mr. Epstein was Vice President and General Counsel of Brocade Communications Systems, Inc., and Director of Licensing at Intel Corporation. Before joining Intel, Mr. Epstein was a member of the Technology Licensing Group at Wilson, Sonsini, Goodrich and Rosati. Mr. Epstein has more than 20 years of experience in developing, optimizing, and transacting intellectual property asset portfolios, and has delivered significant value to patent owners from the sale or licensing of patents in over 150 transactions.

Steven B. Fink is currently a private investor with extensive experience building and managing technology companies. Mr. Fink is the former CEO of Lawrence Investments, LLC, a venture with Larry Ellison that owns and manages all of Mr. Ellison’s non-Oracle investments. Lawrence Investments founded and invested in numerous technology, education, medical, and biotechnology companies. Mr. Fink previously served as Chairman and CEO of Anthony Manufacturing Company, Chairman and Managing Director of Knowledge Universe, and Chairman and CEO of Nextera. Mr. Fink currently serves as Vice Chairman of Heron International, and as a member of the Board of Directors of K-12. Previously, Mr. Fink served as the Chairman of the Board of Leapfrog, Inc., and Spring Group until its sale in 2007.

Dennis A. Miller is a strategic advisor to Lionsgate Entertainment and has been focused primarily on investing at the intersection of media and technology. Previously, he was a General Partner at Spark Capital, a venture fund where he invested in companies including Twitter, CNET, and AdMeld. As a Managing Director for Constellation Ventures, he invested in companies such as Capital IQ. Mr. Miller has also served as Executive Vice President of Lionsgate Entertainment, Executive Vice President of Sony Pictures Entertainment, and Executive Vice President of Turner Network Television.

Jeffrey C. Smith is co-Founder and CEO of Starboard Value, a New York-based investment firm that is one of the largest shareholders of AOL. Mr. Smith has extensive public company board experience. Currently, he serves on the boards of Regis Corp., and SurModics Inc. Previously, he was the Chairman of the Board of Phoenix Technologies Ltd., and a director of Zoran Corporation, Actel Corporation, S1 Corporation, and Kensey Nash Corp. Mr. Smith also served as a member of the Management Committee for Register.com.

James Warner is the principal of Third Floor Enterprises, an advisory firm specializing in digital marketing and media. Previously, he was Executive Vice President of Avenue A | Razorfish, and served on the executive committee of aQuantive, its parent company. He has also served as President of Primedia Magazine Group, President of the CBS Television Network, President of CBS Enterprises, and Vice President at HBO. Mr. Warner served as a director on the board of MediaMind Technologies Inc until its sale to DG FastChannel, Inc. in July 2011.

It is our understanding that the terms of eight directors currently serving on the Board expire at the 2012 Annual Meeting. We would view any attempt by the Company to expand the size of the Board following the receipt of this letter, and given our previous discussions regarding board composition, as a tactic designed to manipulate the composition of the Board with regard to this year’s Annual Meeting. To preserve our rights, and in the event that the Company expands the Board prior to the 2012 Annual Meeting, we are therefore nominating five director candidates. We do not currently intend to seek to replace a majority of the Board. However, we do believe significant change to the composition of the Board is warranted given the qualifications of our nominees and the long-term underperformance of AOL.

We remain prepared to engage in constructive dialog with the Board to reach a mutually agreeable resolution. However, if an agreement is not reached, we are fully prepared to solicit the support of our fellow shareholders to elect a new slate of directors at the 2012 Annual Meeting who are committed to representing the best interests of all AOL shareholders. Starboard has a long history of working constructively with undervalued public companies to improve board effectiveness and enhance shareholder value. We hope that the Board will begin to recognize that our interests are directly aligned with those of all shareholders and that we only want what is best for AOL and its shareholders.

Best Regards,

Jeffrey C. Smith
Managing Member
Starboard Value LP

AOL ISSUES STATEMENT

NEW YORK, NY — February 24, 2012 – AOL Inc. (NYSE: AOL) issued the following statement in response to Starboard Value LP’s Letter to the AOL Board

The recent improved earnings results of AOL Inc. (“AOL” or “the Company”) highlight the significant progress we are making in executing our strategy to improve AOL’s growth trajectory and create meaningful shareholder value. We ended 2011 with our best performance as a company in the past five years, with substantial growth in advertising revenue, improvements in legacy revenue streams, and significant cost reductions. Our stock price has acted in kind, appreciating approximately 80% from our 2011 low and 20% year-­‐to-­‐date.

AOL’s Board of Directors and management team consistently review the strategy and performance of the Company and have taken meaningful actions to enhance shareholder return including the divestiture of non-core assets, significant cost reduction, a meaningful buyback of Company equity, and the implementation of an accountable and performance-based culture to operate against our clear strategy.

AOL has held several meetings with Starboard Value LP to address their questions. AOL communicated our continued intent to simplify AOL’s business and our efforts to accelerate shareholder value creation. AOL has offered Starboard Value LP an opportunity to help shape the Company’s Board of Directors composition and size. Unfortunately, Starboard Value LP has a singularly focused agenda and rejected this productive path to address their stated concerns and drive increased shareholder value.

Our Board of Directors and management team remain firmly committed to creating value for all shareholders. We have a valuable patent portfolio and several months ago, prior to Starboard’s first letter, the AOL Board of Directors authorized the start of a process, and hired advisors, to realize the value of these non-strategic assets. AOL has a clear plan to provide our consumers and customers with exceptional value, which we believe will lead to the creation of shareholder value. We will continue to aggressively execute and innovate on our strategy as we continue the turnaround of AOL.

]]> http://allthingsd.com/20120224/like-i-said-aol-activist-investor-file-alternate-slate/feed/ 0 http://allthingsd.com/20120208/tastemakerx-raises-1-8m-for-mobile-social-app-platform/ http://allthingsd.com/20120208/tastemakerx-raises-1-8m-for-mobile-social-app-platform/#comments Wed, 08 Feb 2012 11:00:32 +0000 Kara Swisher http://allthingsd.com/?p=172405 TastemakerX, a San Francisco start-up that is developing a social mobile platform focused on “targeted taste graphs,” said it had raised $1.8 million in funding from a variety of venture firms, including Guggenheim Partners, Baseline Ventures, True Ventures and Tekton Ventures, as well as angel investors. The company said it will release its TastemakerX Music mobile app as a private beta in early March.

]]> http://allthingsd.com/20120208/tastemakerx-raises-1-8m-for-mobile-social-app-platform/feed/ 0 http://allthingsd.com/20120131/andresseen-horowitz-raises-1-5-billion/ http://allthingsd.com/20120131/andresseen-horowitz-raises-1-5-billion/#comments Tue, 31 Jan 2012 15:05:53 +0000 Kara Swisher http://allthingsd.com/?p=169324

How green is Silicon Valley? Very, it seems.

As expected, and as has been widely reported (including here), Andreessen Horowitz finally announced its latest venture fund, raising $1.5 billion for venture investments. The huge amount is the Silicon Valley firm’s third.

Its investments in its previous two funds have included such high-profile start-ups as Airbnb and Pinterest.

Here’s the official press release:

Andreessen Horowitz Announces $1.5 Billion Fund III
Continues Focus on Helping Great Entrepreneurs Build Great Companies

MENLO PARK, Calif., Jan 31, 2012 (BUSINESS WIRE) – Andreessen Horowitz ( www.a16z.com ) today announced that it has raised $1.5 billion for its Fund III, continuing its mission of helping great entrepreneurs build great companies.

“a16z’s Fund III is all about extending our capabilities to more disruptors and pioneers,” said Co-founder and General Partner Ben Horowitz. “We’re remaking the modern venture capital firm, and entrepreneurs are responding to our unique approach.”

a16z has raised $2.7 billion since its founding in June 2009 and currently has a portfolio of 90 consumer and enterprise technology companies across all stages, including Airbnb, Box, Fab, Facebook, Foursquare, GoodData, Lookout, Lytro, Magnet Systems, Nicira, Pinterest, Silver Tail Systems, Tidemark and Zynga.

“Software is the catalyst that will remake entire industries during the next decade. We are single-mindedly focused on partnering with the best innovators pursuing the biggest markets,” said Co-founder and General Partner Marc Andreessen.

a16z provides entrepreneurs with direct access to six general partners — Jeff Jordan, Peter Levine, John O’Farrell, Scott Weiss, plus Horowitz and Andreessen — all of whom are experienced operators and company builders. a16z also enables entrepreneurs to utilize expertise from operating partners who specialize in business development, technical talent, executive talent, market intelligence, and marketing and brand building, plus the economics expertise of Special Advisor Larry Summers.

Fund III is available to be deployed immediately. Further detail about the firm’s new fund is available on Ben Horowitz’s blog: www.bhorowitz.com.

]]> http://allthingsd.com/20120131/andresseen-horowitz-raises-1-5-billion/feed/ 0 http://allthingsd.com/20120126/yahoo-ceo-meets-with-pe-firms-pipe-might-be-dead-but-what-else-is-there/ http://allthingsd.com/20120126/yahoo-ceo-meets-with-pe-firms-pipe-might-be-dead-but-what-else-is-there/#comments Thu, 26 Jan 2012 15:56:07 +0000 Kara Swisher http://allthingsd.com/?p=167656

According to sources close to the situation, new Yahoo CEO Scott Thompson is meeting with the two private equity firms that had made previous partial investment overtures to the Silicon Valley Internet company.

While those deals are now tabled, sources said that Thompson and the Yahoo board still wants to engage investors — Silver Lake and TPG Capital — in discussions about how to best turn around Yahoo.

Thus, sources said, Thompson was interested in meeting with the firms — as well as others involved, such as VC Marc Andreessen, who had been working with Silver Lake — in order to discuss their ideas and get up to speed on them.

And, of course, keep the discussions alive to see if there is any kind of different deal to be done in the future.

That’s after, of course, Yahoo completes its complex negotiations with its Asian partners — Alibaba Group and SoftBank — over selling off parts of its own stakes there.

While Yahoo’s success in resolving Asia is not assured, this transaction was a key part of proposals for a PIPE — Private Investment in Public Equity — deal that both Silver Lake and TPG had made.

But, after shareholders looked askance on such a deal due to price and other issues, Yahoo decided to negotiate on its own and picked a new CEO.

Still, in a have-your-cake-and-eat-it-too move, the company leadership also did not want to close the door on the PE firms (and their money and expertise). completely.

That’s especially true, since the distinct possibility of a proxy fight from activist Yahoo investor Daniel Loeb is now hovering over the company’s neck.

Both Loeb and Yahoo are scrambling to prep for the potential battle. Loeb is trying to assemble a slate of alternate directors, and shoring up other major Yahoo shareholders as allies, while Yahoo is moving to shed some directors while also adding new ones.

Hence, the meetings with PE firms to keep the proverbial ball rolling, which presents at least the facade that the company is intent on turning the core parts of Yahoo around by any means possible.

Sources close to the PE firms remain dubious, with both feeling burned by the last process.

“I’m not sure anything will come of this, and the way Yahoo conducted the last talks was not encouraging,” said one source. “But it does not cost anything to keep listening.”

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