Yahoo Inc on Tuesday revealed in an SEC filing that Verizon Communications Inc. and Yahoo Inc had made certain determinations with respect to the size and composition of the board following the closing of the sale transaction of Yahoo's operating business.
Once the deal is closed, Yahoo will operate as an investment company under the Investment Company Act of 1940. The size of the board will be reduced to five directors. Tor Braham, Eric Brandt, Catherine Friedman, Thomas McInerney, and Jeffrey Smith will continue to serve as directors of the company following the closing. Yahoo also noted,
Each of David Filo, Eddy Hartenstein, Richard Hill, Marissa Mayer, Jane Shaw, and Maynard Webb has indicated that he or she intends to resign from the board effective upon the closing, and that his or her intention to resign is not due to any disagreement with the company on any matter relating to the company’s operations, policies, or practices.
Mayer's intention to resign from the board is a surprise move. In July 2016, while Yahoo and Verizon announced that the latter would be acquiring the former's core business for $4.83 billion in cash, she had sent an email to all of Yahoo's employees and noted,
For me personally, I’m planning to stay. I love Yahoo, and I believe in all of you. It’s important to me to see Yahoo into its next chapter.
As she hasn't yet issued an official statement on her blog or through her Twitter account, the circumstances and reasons for her resignation are unclear. While she may take on a new role at Yahoo, resigning from the board means that she won't have the voting rights or decision-making abilities she had as CEO.
Another interesting point to note is that the new Yahoo board will no longer include any of the original founders. David Filo, who co-founded Yahoo in 1994 along with fellow Stanford University graduate Jerry Yang has also resigned. Jerry had resigned from Yahoo in 2012.
From Yahoo to Altaba
To facilitate the transition following the closing, it was determined that, effective January 9, 2017, Brandt will become chairman of the board and Webb will become chairman emeritus of the board. The board also determined that, following the closing, it intends to change the company’s name to Altaba Inc.
About the remaining assets and the strange new name, the Wall Street Journal noted,
Altaba’s remaining assets include Yahoo’s stake in Alibaba Group Holding Ltd. and Yahoo Japan. The name is a combination of the words “alternate” and “Alibaba,” a person familiar with the matter said.
The Yahoo-Verizon deal has been in danger of falling out after by two huge hacks of Yahoo’s user data. In the filing, Yahoo said Verizon could terminate its purchase of Yahoo or renegotiate the terms because of the hacks.
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