Icahn Trumps Yahoo Board: “You’re Fired!”


Yahoo may need to fight off Carl Icahn Syndrome by Proxy today.

Munchausen syndrome by proxy (MSP) is a type of factitious disorder which appears strikingly similar to the Icahn strategy. MSP is a mental illness where a person acts as if an individual he’s caring for has a physical or mental illness when the person is not really sick.

Is Yahoo sick? No. That won’t stop dissident investors, though, from acting as if the company is.

Billionaire investor Carl Icahn, who’s invested more than a billion dollars in Yahoo, will initiate a proxy contest to oust Yahoo Inc.’s board of directors, according to the WSJ, a move designed to jumpstart the stalled MicroHoo merger.

Icahn (pictured here in a conservative blue suit) hasn’t won every proxy war he’s waged: Marvel Comics, for example, stands out as a success story after the superhero company defeated Icahn and his minions.

People with MSP assume the role of a sick person indirectly by lying about illness in another person under their care. We’re not calling Icahn a liar but we don’t think the Yahoo board is crazy for declining the Microsoft takeover bid.

In a proxy battle, Icahn would nominate 10 directors to replace Yahoo’s board before today’s deadline. The new slate of directors is said to include former Viacom Inc. CEO Frank Biondi, an Icahn proxy war ally.

Of course, the reason for the proxy battle differs from Munchausen Syndrome by Proxy, which is not done to achieve a concrete benefit, such as financial gain. For Icahn, it’s all about the Benjamins. In Sunnyvale, he’ll be known as the Yahooligan.

Like Baron von Munchausen, who rode a cannonball behind enemy lines then rode one back when he decided it wasn’t such a good idea, Icahn can enter enemy territory without suffering a scratch from Microsoft or Yahoo. His proxy board will wage the war for him.

Icahn has some big wins under his belt: he spurred Motorola’s decision to spin off its mobile phone business in March. He has also led a campaign by video-store chain Blockbuster to purchase electronics retailer Circuit City Stores.

If that deal doesn’t go through, Icahn has stated he’ll buy Circuit City.

No word on whether he’d buy Yahoo.

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