Icahn starts proxy fight for Yahoo and proposes dissident board

May 15th, 2008
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The billionaire investor, Carl Icahn, saying that the Yahoo board had acted irrationally in rejecting a $47.5 billion offer from Microsoft, started a proxy fight on Thursday to try and force Yahoo to restart talks to sellitself.

In a letter addressed to Roy Bostock, the Yahoo chairman, Icahn said that he would put up a slate of 10 directors and would seek antitrust clearance from the Federal Trade Commission to acquire a stake of about $2.5 billion in Yahoo, which would be about a 6 percent stake. He already has about 59 million shares ofYahoo.

“It is clear to me that the board of directors of Yahoo has acted irrationally and lost the faith of shareholders and Microsoft,” Icahn said in the letter. “It is quite obvious that Microsofts bid of $33 per share is a superior alternative to Yahoos prospects on a standalonebasis.”

Saying that he was perplexed by the boards actions, Icahn told the Yahoo board that “It is unconscionable that you have not allowed your shareholders to choose to accept an offer that represented a 72 percent premium over Yahoos closing price of $19.18 on the day before the initial Microsoftoffer.”

The result, he said, was that “a number of shareholders have asked me to lead a proxy fight to attempt to remove the current board and to establish a new board which would attempt to negotiate a successful merger with Microsoft, something that in my opinion the current board has completelybotched.”

Yahoos shares closed up 2.3 percent at $27.75.

Icahn received some support Thursday afternoon. John Paulson. the hedge fund manager, said he had acquired a 3.6 percent stake in Yahoo and would back the push to get the company back into takeover talks withMicrosoft.

Besides Icahn, the slate of dissident directors includes Lucian Bebchuk, a law professor at Harvard; Frank Biondi Jr., a former chief executive of Viacom and Universal Studios; Mark Cuban, the owner of the Dallas Mavericks basketball team and a founder of Broadcast.com; Keith Meister, an executive at Icahn Enterprises; Brian Posner, the chief executive of the equity firm, ClearBridge Advisors; and Robert Shaye, a chairman and chief executive at New LineCinema.

The deadline for nominating a dissident slate wasThursday.

Even as Icahn moves ahead with his efforts to get Yahoo back to the negotiating table, the potential suitor, Microsoft has given no indication that it would be willing toreturn.

Microsoft withdrew its $33 a share offer about two weeks ago after Jerry Yang, Yahoos chief executive and co-founder, said Yahoo needed a bid of at least $37 a share. Microsoft, which had already raised its bid from $31 a share, refused and walkedaway.

Since then, many large Yahoo shareholders have accused the board of pushing Microsoft away. In recent days, Yahoos directors have received a deluge of letters criticizing the companys tactics during thenegotiations.

Icahns decision to try to oust the entire board ? as opposed to proposing only a couple of candidates ? is considered a high-risk maneuver, analysts said. He might have a better chance of winning a campaign by proposing a smaller slate, several analystsadded.

As part of his proxy contest, Icahn is taking direct aim at Yang, who is revered inside the company and has the support of many of its employees. Some analysts question whether ousting Yang would destabilize Yahoo if were not sold and had to remainindependent.

People included in Icahns proxy effort say he wants to propose a full slate so that he will have enough leverage to push the company into the arms of Microsoft. Getting Microsoft, or any other suitor, to make a bid for Yahoo would raise the share price and yield a profit forIcahn.

Still, Microsoft has given Icahn no assurance it will re-enter talks, these people said. Icahn has tried to approach Steven Ballmer, Microsofts chief executive, and his advisers through variouschannels.

Icahn has a made a career of agitating for change at some of the nations biggest companies. In the last three decades, he set his sights on companies as varied as TWA and TimeWarner.

While Icahn is often successful ? he orchestrated a deal between Oracle and BEA Systems last year ? he has also come up short. He was forced to abandon a proxy contest at Time Warner, and though he won seats on the board of Blockbuster, the companys value has fallen sharply since he joinedit.

Miguel Helft contributed reporting from SanFrancisco.

Detroit Had Top Foreclosure Rate in ‘07

May 15th, 2008
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(02-13) 03:28 PST Los Angeles (AP) —

The Detroit area, hit hard by the double-whammy of unemployment and a slumping housing market, had the highest foreclosure rate in the nation last year, with several cities in California ranked close behind, an analysis of foreclosure activity in the country’s largest 100 metropolitan areas shows.

Some 4.9 percent of the households in the Detroit metro area were in some stage of foreclosure in 2007 ? 4.8 times the national average, according to the study being released Wednesday by mortgage research company RealtyTrac Inc.

Stockton, Calif., ranked second with about 4.8 percent of its households in some stage of foreclosure, while the Las Vegas metro area was third with a 4.2 percent rate.

Irvine, Calif.-based RealtyTrac determines the ranking by comparing the number of households in a metro area with the number of foreclosure filings, which include notices of default, auction sale notices or bank repossessions.

In all, 72,616 filings on 41,273 properties were reported in the Detroit metro area, which includes Livonia and Dearborn. The foreclosure rate represents a 68 percent jump from 2006, RealtyTrac said.

Michigan has been in a protracted economic downturn and has led the nation in unemployment, a combination that has caused many homeowners to fall behind on mortgage payments.

Another Michigan metro area comprising Warren, Farmington Hills and Troy was ranked 17th, with 2.1 percent of its households facing foreclosure.

“As expected, the number of properties entering some stage of foreclosure in 2007 was up in the vast majority of the nation’s 100 largest metro areas, with 86 metros reporting increases from 2006,” James J. Saccacio, chief executive officer of RealtyTrac, said in a statement.

In California, where home values more than tripled since 1995, plunging home prices and tighter lending standards chilled the market, leaving many financially strapped homeowners ? some facing steep payment hikes from mortgage rate resets ? with few options.

The slump has been steepest in inland regions that experienced a run-up in home prices and new construction toward the end of the housing boom, so it’s not surprising that several of the six cities in the state that ended up ranked among the top 20 metro areas are located in the Central Valley and inland counties in Southern California.

In Stockton, 22,184 foreclosure filings were reported on 10,608 properties last year, up 271 percent from 2006, RealtyTrac said.

The Riverside-San Bernardino metro area east of Los Angeles was ranked fourth, with 102,506 filings on 51,739 homes, a rate of 3.8 percent.

Sacramento was ranked fifth, with 3.1 percent of its households reporting late payments.

The other California metropolitan areas in the top 20 were Bakersfield, ranked seventh; Fresno, ranked 14th; and Oakland at 16th.

The Las Vegas metro area, which also includes Paradise, Nev., reported a total of 59,983 foreclosure filings on 30,375 properties in 2007.

Ohio, which has also been wracked by high unemployment, had four metro areas among the top 20, including Akron at 12th, Dayton at 15th and Toledo at 19th.

The metro area comprising Cleveland, Lorain, Elyria and Mentor was ranked sixth, with some 2.9 percent of all households in some stage of foreclosure, RealtyTrac said.

Miami ranked eighth with a 2.7 percent rate, the highest among all metro areas in Florida. Fort Lauderdale was 10th and Orlando was 20th.

The other areas in the top 20 were Denver-Aurora, Colo., at No. 9; Atlanta-Sandy Springs-Marietta, Ga., at No. 11; Memphis, Tenn., at No. 13.; and Indianapolis at No. 18.

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On the Net:

RealtyTrac Inc.: «www.realtytrac.com»

To clean up your company’s bad credit profile, try these steps

April 30th, 2008
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How bad is your company’s credit? You may not think about it much, but you can bet your suppliers do. A bad credit rating can damage your company is several ways:

– Loss of eligibility for commercial credit. Bank loans are out of the question if you run afoul of your responsibilities.

– Having to pay cash for everything. Paying in cash ties up your working capital and impacts your cash flow. You’ll lose access to the 30-, 60- and even 90-day “loans” that trade-credit customers enjoy.

– Loss of early payment discounts. Many suppliers offer customers significant discounts to encourage payment before the official due date on their bills. If you’re a cash customer because of credit problems, you’re unlikely to get this discount.

To find out where you stand, order a credit report. See what it says about your company’s state of financial affairs. It’s a good idea to do this periodically to make sure the information is correct and current.

If you don’t like what you see, don’t panic. Bad company credit, like problems with personal credit, can be repaired. The best way to start is to talk with your creditors before your problems get out of hand. The goal is to arrange a payment schedule that is reasonable and fair to both sides.

If you find yourself awash in red ink and simply can’t pay your bills, act quickly to rebuild your credit. There are a number of steps to take, with bankruptcy as a last resort.

As soon as you realize that you cannot make your payments, contact your creditors at once. If you have paid your bills promptly in the past, creditors may be willing to work with you to set up an alternative payment schedule. Do not wait until your account is referred to a collection agency to take action.

You can ask creditors to extend the deadline for payment and to change the payments so that you can afford them. Expect to pay a “carrying charge” or higher interest on overdue accounts. The faster you act, the better terms you’re likely to get. If you can successfully complete a repayment plan, many creditors will continue doing business with your company.

Sometimes, credit problems aren’t due solely to a cash crunch. Mistakes, misunderstandings and structural issues within your company can tangle your credit accounts. If there is a snag, again, first try to deal directly with the creditor. Then look internally for problems that may have contributed to the situation.

Late payments are often linked to improper handling of paperwork, incorrect addresses, computer malfunctions or improperly trained employees.

A lot can go wrong on the paperwork front. Are you receiving your bills - are they being sent to the right address and to the right person? Are your checks being received by the right department and the right person? Is it clear when payments are supposed to be made?

Do you have someone in charge of paying bills at your office, or is there a chance they could slip through the cracks? Establish workable guidelines for handling bills, invoices and payments. And then stick to them.

The key to making it back to a good credit rating is to show an ability to meet commitments. Don’t take on more challenges than you can handle, even if it means sacrificing in other areas. Firmer credit

In general, these can help strengthen your business credit:

– Pay on time. Ensure that you pay within the terms set forth by your suppliers.

– Keep your personal finances in good order.

– Keep your business credit profile in good order.

– Keep your debt financing down.

– Contribute to your own profile. Communicate as much information about your business as you can to the company managing your business credit.

– Compare key financial indicators in your own report with other companies in your industry. Benchmark yourself to identify areas for improvement. How it helps

Good business credit allows you to procure larger loan amounts because banks see your business as financially stable and low risk. You can win new customers who feel secure that you are able to meet your commitments with them. And you can attract potential investors who feel confident about your business’ potential for future success.

AllBusiness.com provides information about products and services for entrepreneurs, small businesses and professionals to start, manage, finance and build a business. Visit «www.allbusiness.com».

Siemens’ 2Q profit slides, major business projects slump

April 30th, 2008
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(04-30) 03:52 PDT BERLIN, Germany (AP) —

German conglomerate Siemens AG said Wednesday that its second-quarter net profit slid 67 percent, weighed down by weaker performance in its major business projects, including a large number of turnkey projects that had accumulated since 2004.

The Munich-based company earned 412 million euros ($641.5 million) in the January-March period, compared with 1.26 billion euros a year earlier. That was better than the 351 million euros ($546.5 million) that analysts polled by Dow Jones Newswires had forecast.

The slip was no surprise. Last month Siemens warned that weaker-than-expected performance in its major business projects would trim its earnings by about 900 million euros ($1.4 billion). In February, Siemens said it would reorganize its corporate telecom unit as it prepares to get out of the business, eliminating 3,800 jobs while transferring another 3,000 to partners or other units ? its biggest cuts in years.

Sales rose 1 percent to 18.09 billion euros ($28.2 billion) in the quarter, compared with 18 billion euros a year earlier, as new orders rose 12 percent to 23.3 billion euros ($36.3 billion) from 20.8 billion euros in the same period last year.

“Our order growth in the first half has been excellent on a global basis, and our industry and health care sectors combined strong growth with higher earnings,” Chief Executive Peter Loescher said.

“Furthermore, our energy portfolio performed well in most areas, with very strong overall order growth. We have now concluded our project reviews in the fossil power business and, in total, we have a clear picture of the relevant risks.”

EU to release secret list of items banned from carrying on board airplanes

April 30th, 2008
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BRUSSELS: Thanks to a dogged airline passenger, some zealous security guards and a three-year legal battle, Europes travelers will soon find out whether a tennis racket really is a dangerous weapon.

The fight waged by the Austrian passenger, who had been ordered from a plane before takeoff because of his sports equipment, forced the European Commission on Thursday to agree to publish a secret list of banned items for air passengers.

The commissions pledge followed unusually blunt criticism of EU aviation security laws from a senior legal adviser at the European Unions top court.

The case arose from an episode in September 2005, when Gottfried Heinrich was stopped at the security control of Vienna-Schwechat Airport because his carry-on baggage contained tennis rackets.

Though he boarded the aircraft, security staff subsequently ordered him to leave the plane before takeoff on the grounds that his sports equipment could be used as weapons.

The list of banned objects was contained in an addendum to a European regulation, which Heinrich was not allowed to see.

Thursdays opinion refers to the rackets as “allegedly prohibited items,” leaving open the possibility that the tennis racket ban was an interpretation of a catch-all phrase.

EU legislation lays down minimum security standards but allows the national authorities to implement stricter policies at specific airports. That is why passengers in some locations are, for example, asked to remove their shoes, while in many airports they are not.

The criticism of the EU policy came in an opinion from an advocate general Eleanor Sharpston, a legal adviser to the European Court of Justice.

In unusually tough language, she attacked what she described as the “fundamental absurdity” in the position of the European Commission, which had kept the annex secret but had issued a press release describing some of its contents.

The adviser said the error was so big that EU rules on aircraft security should be declared “non-existent.”

A footnote to the opinion notes that tennis rackets do not appear as prohibited articles in the press release.

While not the final word, in the majority of cases, judges of the court follow the advice of the advocate general. So closely was the case watched that written comments were submitted by the Czech, Finnish, French, German, Greek, Hungarian, Polish and Swedish governments.

Responding to the criticism, the European Commission said that the annex would now be published in the EUs Official Journal in coming months.

“We are not changing the content of our regulation but what we are changing is the dissemination of the information,” said Michele Cercone, European Commission spokesman on transport issues. “We will make it much more open than in the past.”

The decision will mean that the public will have access to the list of what items they could be barred from carrying on planes, though this will not necessarily be circulated widely at airports.

However Cercone said that some parts of the legislation would still not be made public for security reasons. These include sensitive information such as the technical standards for screening machinery, he said.

Meanwhile the Commissions decision will not mean any changes to the regulations or to restrictions, for example, on the quantity of liquids that airline passengers can take onto aircraft.

The aviation law in dispute was originally drafted in 2002. An annex which was published then laid down in general terms the kind of items to be prohibited including “bludgeons, blackjacks, billy clubs, baseball clubs or similar instruments.” However when a new implementing law was drafted the following year its annex was not published.

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