A cursory viewing of “Mamma Mia!” or “Xanadu” is enough to teach anyone that you really can dance your troubles away. Yahoo employees apparently have discovered this too, and engaged Matt Harding to show them how to shuffle off the blues with the old soft-shoe.

Harding is the star of Where the Hell Is Matt, a website that chronicles the hoofer’s travels around the globe as he sets up a camera and dances in a variety of parks, seasides and cities from Sao Paulo to the demilitarized zone between the two Koreas — often . He showed up at Yahoo not long ago to teach the gang there what Johnny Cash told us years ago: Get rhythm when you get the blues.

Still, when you want a song to cheer you up, you’d think that a more uptempo number would generally be the thing (Certain media reporters reserve alone time with the Pet Shop Boys for exactly this purpose). (Editor’s note: Not all media reporters here do this.)

Harding’s theme song, by contrast, features lyrics that accentuate the positive — “Stream of Life” by Nobel Prize-winning Bengali writer Rabindranath Tagore, but music that struck us at doleful enough to actually be the theme song of Yahoo’s troubles of late with Microsoft Corp and billionaire agitator Carl Icahn.

Then again, who are we to quibble with the tone of the music? At least it’s not “Disintegration.”

(Photo: Reuters)

Hey, did someone mention hanging chads?

Not yet, but one of Yahoo Inc’s largest and most critical shareholders, Capital Research Global Investors, has asked for a probe of last week’s shareholder vote, which was widely seen as a pat on the back for Chief Executive Jerry Yang.

Yang, who has been under pressure since Yahoo and Microsoft failed to agree to a deal, received 85.4 percent support in the results announced on Friday, with the remaining votes withheld in protest.

“I guess Jerry Yang didn’t come out of the meeting as unscathed as it seemed,” Canaccord Adams analyst Colin Gillis said of the uncertainty raised by calls for a recount.

The New York Times describes the situation this way: “The recount was requested because the total number of votes cast appeared too low, according to a person with knowledge of the matter who asked to remain anonymous because he was not authorized to discuss it. The person said that Capital Research believed that any undercounting of votes was most likely due to a technical mistake, not any tampering with the vote.”

Questions over the vote – first reported by the D: All Things Digital blog – is the last headache Yang/Yahoo need. Yang’s position seems secure, even if the final vote count changes somewhat. But the point is that the company is still trying to put the Microsoft mess behind it, and would clearly rather avoid any more bad publicity.

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(Photo: Reuters)

Some Yahoo shareholders are mad, some are sad and some have a remarkable handle on the English language.

Despite the odds going into today’s annual meeting, Yahoo’s board and CEO Jerry Yang won a huge endorsement from shareholders. Yang alone won more than 85 percent of votes cast despite calls by some for his ouster.

But that didn’t dampen the festivities at the Fairmont Hotel in San Jose. Here are a few choice quotes from the meeting, where investors were invited to lament over failed deal talks with Microsoft, rich compensation for executives and Yahoo’s stance on Internet censorship.

“I’d like to see timesheets posted on the Internet for the work of the directors as well as the executives of the company,” said Dirk Neyhart, a retired stockbroker from Berkeley, California, who said he holds less than 1,000 shares of Yahoo.

“I would be more than happy to submit timesheets for the work that I have done in the last 6 months. It’s been about 26 hours in the course of a 24-hour day,” said Yahoo Chairman Roy Bostock.

“There was never a compelling offer put on the table. That never occurred in this process,” Bostock said on Microsoft.

“Carl is a smart guy. He is a good guy despite some of the things that are written about him,” Bostock said on billionaire activist investor Carl Icahn.

“I think you have overpaid in terms of executive compensation, overplayed your hand with Microsoft and overstayed your welcome on the board,” said Eric Jackson, holder of 250 Yahoo shares and head of a coalition of investors with 3.2 million shares.

“I think the board’s decision was a correct one (on Microsoft). As an investor, I was kind of sweating along with them as they went through their deliberations …  I think Microsoft is the wrong corporation (for Yahoo),” said Richard Lammerding, 71, of Cloverdale, California, who with his wife, says he owns 1,200 shares.

Lammerding also labeled Microsoft an “over-the-hill, green-tentacled octopus from Redmond. My support and my wife’s support is with this board and this management team.”

(Photo of Yahoo investor Henry Lee leaving annual shareholder meeting: Reuters)

The following is a timeline of key events leading up to Yahoo’s Aug. 1 annual meeting.

2006 January - Yahoo Inc begins to report a string of weak quarterly results, reflecting competitive missteps by the company, market share gains by rival Google Inc, changes in the online advertising landscape and weakening spending in some ad segments.

2006 - Microsoft Corp and Yahoo begin preliminary talks on various partnerships, including a merger.

2007 February - Yahoo, under the leadership of previous Chief Executive Terry Semel, tells Microsoft it is not the right time to discuss a takeover, as the Yahoo board sees great potential in its new advertising technology and by making internal organizational changes.

2007 June 12 - A strong minority of Yahoo shareholders challenges the company’s direction, as CEO Semel comes under fire. Nearly a third of votes cast at the company’s annual shareholders’ meeting oppose some of Yahoo’s directors.

2007 June 18 - Yahoo co-founder Jerry Yang takes over as chief executive as Semel steps aside. Semel remains Yahoo chairman.

2008
Jan. 31 - Microsoft CEO Steve Ballmer makes a $44.6 billion, $31-per-share, cash-and-stock takeover offer to Yahoo’s board. Semel resigns as chairman and is replaced by Roy Bostock.

Feb. 1 - Microsoft makes the offer public. Its shares fall 6.6 percent to $30.45; Yahoo shares rise 48 percent to $28.38.

Feb. 11 - Yahoo rejects the Microsoft offer as too low.

Mid-February - Yahoo begins talks with Time Warner Inc on a deal to combine the media conglomerate’s AOL unit with Yahoo in exchange for Time Warner taking a stake in the merged company. MySpace owner News Corp and Yahoo also discuss a tie-up.

March 18 - Yahoo releases financial forecasts until 2010, in an effort to prove it is worth more than Microsoft bid.

March 28 - One of seven face-to-face meetings takes place between the “senior-most” executives of Microsoft and Yahoo to discuss the bid. Yahoo asks how Microsoft would handle regulatory issues, including antitrust concerns, in a merger.

April 4-7 - Microsoft reevaluates its bid for Yahoo because the Internet company may have lost value since the offer was first made. Microsoft sets a three-week deadline for Yahoo to reach a deal or possibly face a proxy fight. Yahoo again rejects Microsoft’s bid.

April 9 - Yahoo says it will test Google search ads on its site, which could be more lucrative than selling its own search ads. Talks between Yahoo and Time Warner/AOL heat up.

April 15 - At another meeting between between Yahoo and Microsoft executives and their financial advisers, Yahoo asks about Microsoft’s integration plans and Yahoo raises a list of “key non-price deal terms” it believes are critical.

May 3 - After several earlier meetings, Yang meets Ballmer in Seattle. Microsoft verbally raises its offer to $33/share, or $47.5 billion, from its original $31/share bid. Yahoo wants $37/share, or about $5 billion more. Late in the day, Ballmer calls off the talks.

May 15 - Carl Icahn proposes a full dissident board slate for election at Yahoo’s annual shareholder meeting in July. Icahn says he now holds a 4.3 percent stake in Yahoo, including 9.9 million shares and 49 million call options. Yahoo Chairman Bostock replies to Icahn that “none of the alternatives we are considering would preclude us from entering into a transaction with Microsoft or any other party.”

May 18 - Microsoft says it has raised with Yahoo an “alternative” deal that would not involve the software maker buying all of the web company but says it could reconsider pursuing a full acquisition. Microsoft proposed buying Yahoo’s search business and as part of the deal Microsoft would buy a stake in what remains of the company.

June 6 - Icahn says Yahoo should offer to sell itself to Microsoft of $34.375 a share. Throughout June, the two sides exchange a series of letters in an acrimonious war of words.

June 12 - Yahoo announces search advertising deal with Google for up to 10 years, and says talks with Microsoft have ended. U.S. lawmakers promise to scrutinize the deal on antitrust concerns. The companies say they will wait up to three-and-a-half months to put the deal into effect.

June 13 - Microsoft says it had offered to pay $8 billion, or $35 a share, for a 16 percent equity stake in Yahoo, and $1 billion in up-front payments to acquire Yahoo’s search advertising assets.

June 26 - Icahn says in a proxy filing that if his slate is elected, it will seek to hire a “talented and experienced CEO” to replace Yang, eliminate a severance plan, and sell Yahoo to Microsoft for at least $33 a share.

July 7 - Microsoft says it is interested in discussing a major transaction with Yahoo, such as the purchase of all or part of the company, only if Yahoo elects a new board. Microsoft says it has concluded that it cannot reach an agreement with Yahoo’s current management.

July 21 - Yahoo reaches settlement with Icahn that will put the billionaire activist investor and two other nominees on an expanded 11-member board in August, defusing a proxy battle showdown and making an immediate deal with Microsoft less likely.

July 22 - Yahoo’s second-quarter net profit fell 19 percent but investors took heart that it did not change its outlook despite a weakening U.S. economy and the distraction of Microsoft’s failed takeover bid.

Aug. 1 - Yahoo’s annual shareholder meeting.

Sources: Statements from Microsoft, Yahoo, Google and Icahn; Reuters stories and data.

Photos: Reuters, Yahoo and Microsoft company materials, Google Maps.

Compiled by Eric Auchard, Peter Henderson and Tiffany Wu.

Quarterly results arrived today from Interpublic Group and Publicis. Guess what? Advertising spending held up in the second quarter, at least for the two ad companies.

You would think — given all the doom and gloom — that corporations would have sharply cut back on spending in the second quarter. Indeed, just about every expert out there has cut spending forecasts.

Yet Interpublic, home of DraftFCB and McCann-Erickson, posted revenue that raced right past expectations and said it was well on the way to achieving its goals for the year.

And the economy? They said they’re watching it and keeping an eye on costs.

“While the growth that we posted during the first half demonstrates that we have yet to see retrenchment on the part of clients, we will continue to monitor the broader economic situation closely,” CEO Michael Roth said in a statement.

French advertising group Publicis also seemed to weather the storm in the second quarter, increasing organic sales in all areas, including the United States. It did say, however, that it expected marketing investments to fall in some areas, citing the automotive and financial sectors, because of the credit crisis and rising commodity and food prices.

Of course, solid spending by clients in the second quarter may not tell us much. Many see advertising spending as a trailing economic indicator, meaning that we could very well see clients cutting budgets for the second half of the year.

“We are not immune to the macroeconomic environment. We will certainly see some client areas affected,” IPG’s Roth said on a conference call. But so far clients see the downturn as an opportunity to build brand, he added.

“We haven’t seen a major pullback.”

On the other hand, clearly everything isn’t sunshine in the advertising world. Just check out Meredith, whose earnings fell because of lower advertising revenue at its magazines. Or take a look at Viacom Inc, whose earnings showed weakness in retail and automotive advertising crimped hurt sales for its cable TV networks.

Keep an eye on:

(Photo: Reuters)

So often with these things, there’s a lot of PR-speak and dancing around. But let’s give Microsoft’s top brass some credit –  they pretty much addressed the whole Yahoo thing head on during the annual meeting with Wall Street analysts up in Washington state.

Finance chief Chris Liddel was particularly clear on the subject. Take it from his boss, Steve Ballmer.

“I think Chris was just about as black and white on that topic as we’ve ever been,” Ballmer said shortly after Liddell finished speaking.

So what did the CFO say? Have a read. Oh, and we bolded a couple of key points if you don’t want to read the whole thing.

 As Ballmer said, that’s pretty black-and-white. 

Microsoft’s president of platforms and services Kevin Johnson, who spearheaded the company’s pursuit of Yahoo, plans to bolt for the top job at nearby Juniper in a move that deals a setback to the software giant’s online chase after Google.

AllThingsD’s Kara Swisher comes up with a shortlist of candidates from her sources that include a roster of insiders, led by aQuantive’s Brian McAndrews, with SVP Satya Nadella, who will run search, MSN and ad platform engineering efforts in a new reorg, and Strategic Partnerships SVP Yusuf Mehdi, who has previously led online businesses at Microsoft, considered long shots.

Heading the list of external candidates is former AOL Chief Jon Miller, who also happens to be a candidate for Yahoo’s board after activist investor Carl Icahn settled with Yahoo this week.

For a guy who was unceremoniously ejected out of Time Warner, Miller, now a partner at tech investment firm Velocity Interactive Group, is emerging as the prettiest girl at the dance.

(AllThingsD)

Keep an eye on:

(Photo: Reuters)

As volte faces go, the Yahoo-Carl Icahn slugfest-turned-lovefest is a definite keeper for some future annal of corporate history. Until last week, Yahoo couldn’t slam Icahn enough, mocking the activist investor’s knowledge of technology, calling his agenda risky, and pointing to his failure to articulate clear alternatives to a Microsoft deal.

But since they made nice on Monday, rest assured we’re going to hear nothing but a din of welcome notes from Yahoo, as they sell to shareholders the idea that Icahn and his two designees are good for the board.

Yahoo Chairman Roy Bostock set the sweet, full-of-possibility tone about Icahn on Monday, and Yahoo President Sue Decker picked up where he left off in a CNBC interview today:

Yahoo shareholders may buy into the company’s new attitude and vote accordingly at next Friday’s annual shareholder meeting. But proxy advisory firm Glass Lewis, which recommended that shareholders vote against three directors, did issue a word of caution about Icahn: “Shareholders should monitor Mr. Icahn’s ability to devote sufficient time and attention to the company.”

And The Wall Street Journal too wondered, in a recent story, if Yahoo might come to regret its move.

(Photo: Reuters)

If for some reason you assumed that Yahoo’s deal with Carl Icahn would quiet the chatter about a deal, you were mistaken. The conference call to discuss quarterly earnings made that clear.

Past distractions, future possibilities, it was all there for listeners. The only problem is that for all the chatter on the call about deals, there was no real insight offered about what Yahoo might do.

Here’s a look at what Yahoo’s executives said about M&A during the call:

OK, we get it. Yahoo wants to maximize shareholder value … whatever that means.

Is Yahoo letting the fox in the hen house or did activist investor Carl Icahn settle after eyeing weakness in his campaign?

Whatever the case, Yahoo’s settlement with Icahn, who had planned to run a rival board slate but now gets three board seats including himself and possibly former AOL Chief Jon Miller, averts what was expected to be a bloody battle on Aug. 1.

Miller, who was pushed out of the Time Warner division, was responsible for turning the subscriber-losing AOL into an Internet company after dismantling its walled garden.

Left unanswered: What will Microsoft say later today? Did Icahn get assurances from the software giant that it would be willing to negotiate any deal with Yahoo in the new board configuration?

(Reuters )

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