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Investor criticizes Yahoo over Microsoft's takeover proposal

Billionaire activist investor Carl Icahn published a letter he submitted to Yahoo chairman Roy Bostock, officially confirming his intent to challenge Yahoo's board.

Ladies and gentlemen observing the tech world, meet the next potential Yahoo board, courtesy of Icahn and his recent acquisition of tens of millions of dollars of Yahoo stock. Icahn made it official, releasing a copy of the letter he dropped on Yahoo today.

"I have sought antitrust clearance from the Federal Trade Commission to acquire up to approximately $2.5 billion worth of Yahoo stock," Icahn said. This would go with his $59 million worth of purchases of Yahoo shares and equivalents to date.

"It is clear to me that the board of directors of Yahoo has acted irrationally and lost the faith of shareholders and Microsoft," he opined. "I am perplexed by the board's actions. It is irresponsible to hide behind management's more than overly optimistic financial forecasts."

In those forecasts, Yahoo's Jerry Yang and Sue Decker tried drumming up support for a predicted doubling of cash flow by 2010. A decided lack of enthusiasm met that effort.

Despite Icahn's efforts, an attempt to get Yahoo talking to Microsoft again, Microsoft remains a random element. CEO Steve Ballmer walked away from talks with Yahoo, declaring his company was done with the transaction and moving on to other things.

Icahn, however, has a lifetime of dealmaking experience and should be up to the effort of bringing the two sides together, assuming Yahoo can't stave off his proxy assault. Though Microsoft speaks otherwise publicly, privately it would seem the value they perceived in January in offering to buy Yahoo has not diminished in a few short months.

Our Doug Caverly noted Icahn's board nominees, one of which would be Mark Cuban. He's an interesting choice from a historical perspective; Yahoo bought Cuban's Broadcast.com during the dot-com bubble, giving him his billions.

(Kara Swisher's take on the Icahn letter is a must read. Go see it.