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Fund wants board seats at New York Times -- Why?

In an act of admirable futility, Harbinger Capital Partners has informed the New York Times Co. (NYSE: NYT) that it will nominate directors to fill the four slots that are chosen by the company's public shareholders.

The other nine slots are chosen by the Ochs-Sulzberger family, which has effectively squelched any notion of shareholder democracy at the company with a dual-class voting structure.

I admire Harbinger for trying to have their voice heard at the company, but think about it: If the controlling family cared what outside shareholders think, they would let outside shareholders elect the whole board. Winning four board seats out of 13 will put Harbinger in a position of about as much power as members of the Iraqi Parliament held under Saddam Hussein.

Other activist shareholders have tried their hand at the company in the past and eventually thrown up their hands in frustration.

One way to fix the problem: The New York Stock Exchange should change its listing requirement to require that company's have only a single class of stock and give the Ochs-Sulzberger family an ultimatum: Let your shareholders run their company or change your symbol to NYTM.PK.

Does Yahoo! need an activist shareholder to shake things up?

The influential breakingviews column thinks that Yahoo! (NASDAQ: YHOO) could use a shareholder activist (subscription required).

Citing its "discredited management team, a corporate strategy in need of a makeover, stock-price underperformance, a large free float with no controlling shareholder, cash on the balance sheet and many moving parts whose values don't appear to be adequately reflected in the Yahoo share price," breakingviews believes that an independent shareholder willing to take on an entrenched management team could unlock considerable value for the company's shareholders.

The question is how many shareholder activists -- who frequently prefer to target companies with more traditional, less complex business models -- would feel comfortable diving into a company that's been getting hammered by Google (NASDAQ: GOOG).

But the potential for value to be unlocked makes Yahoo! shares seem more interesting. Perhaps institutional shareholders could put pressure on the company to take more drastic steps to unlock value.

Companies that are good targets for activists are often good investments in general, with or without activist involvement. The first step for an activist in finding a good target is finding an undervalued stock. As Ronald Orol writes in an excellent column for TheStreet.com, "Good activist investors, at their core, are great stock pickers."

Oh and, if you haven't already, go buy Orol's wonderful book about activist investors, Extreme Value Hedging. It's one of the best, most original books about the market to come along in recent years.

TWX holders finally able to buy some protection against Icahn sales

Here's a new term that every Time Warner investor should know: It's the "Icahn Hedge." Simply put, this is the mechanism for longer-term holders of Time Warner Inc. (NYSE: TWX) to be able to protect themselves from any major selling by Carl Icahn. Longer-term holders have been the beneficiary of his activism, but current holders could feel the selling brunt if Icahn decides to unload his TWX holdings in February.

Carl Icahn already forced some key initiatives including a leveraging of the balance sheet. You can argue cause and effect all day, but the company did end up selling a large bond offering and almost simultaneously announcing a $20 billion share buyback plan.

Now that shares are up roughly 30% from the summer-lows under $16, TWX may not need to keep doling out a billion dollars here and a billion dollars there to keep buying up shares. The company has done what Icahn wanted and then some. Icahn also wanted the cable unit spun-off, and TWX has been in the process of working toward an IPO of the unit. The trick is that TWX is not selling shares in the IPO, it is the old Adelphia creditors selling. Time Warner has also been making cost cuts to focus on the bottom line. Time Warner has also made other acquisitions and divestitures and the company has been quite vocal on cost cutting measures.

Continue reading TWX holders finally able to buy some protection against Icahn sales

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DJIA-74.9212,454.83
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S&P 500-2.861,317.82

Last updated: May 28, 2012: 01:01 AM

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