×

Yahoo buyers welcome 'rational' new board members as second round of bidding proceeds with mega-meetings

Marissa Mayer, Yahoo
Elijah Nouvelage | Reuters
Marissa Mayer, Yahoo

The second round of bidders in the sale of Yahoo have begun holding all-day meetings with Yahoo's top management, including CEO Marissa Mayer, who has been taking front and center stage of the proceedings, according to sources. Long meetings have taken place over the last two weeks and continue this week.

Along with talking about her tenure and experience as a Google exec, as well as the difficulty of the job Mayer inherited turning around the company, several people in attendance at meetings said that her initial recalcitrance to the sale seems to have disappeared and that she is participating actively.

Read more from Recode:

Inside Evan Spiegel's very private Snapchat Story
Dear YouTube: An open letter from Irving Azoff
25 years later, Walt Mossberg says technology is still too hard to use

"She is the one in clear charge of the sale now, if you judge by the new presentations," said one person about Mayer. "It's her show."

That is in contrast to how most have been characterizing the process that has been run so far. Most have said they had been struck by the disorganization of the initial sale efforts, including what many said seemed like foot-dragging by Mayer, both in previous meetings and in public inside Yahoo.

In contrast, sources close to the bidders — which include front-runner and telco giant Verizon, as well as private equity firms TPG and a combination of Bain Capital and Vista Equity Partners — said Mayer is now much more voluble in answering questions and explaining Yahoo's business units.

Unfortunately, that business is in pretty bad shape, with revenue in a downward spiral, efforts to grow it back stillborn and very little in the way of innovative new products since she took over four years ago. To counter those clear trends, Mayer has focused on what she has dubbed its MAVENS businesses -— those include mobile, video and native advertising — which she is telling buyers she has drastically improved.

It is pretty much the same story Mayer and the rest of the management team have been saying publicly, too. (In essence: We have done our best cleaning up this internet Superfund site, so don't blame us for the mess (even though we have been in charge for a long time!)

Mayer has also been touting her major efforts in mobile search, which is called Index. It's also the main focus of Enrique Muñoz Torres, who is in charge of product and engineering in advertising and search, as the only true path for Yahoo. After Mayer, sources said, Torres has been second-most chatty at the meetings, which also include: Communications head Jeff Bonforte; publisher products head Simon Khalif; video, design and emerging products head Adam Cahan; and corporate development head (and sale wrangler) Ian Weingarten. CRO Lisa Utzschneider — who is on maternity leave — has been calling in. Also around at the six- to seven-hour meetings is how-am-I-still-here? CFO Ken Goldman.

All kidding aside, the fates of all those execs in this process is still unclear. Most are remaining at Yahoo due to unusually high pay packages and also to see what happens to their own careers, although it is expected most would be replaced with a new owner. That includes Mayer, although most think she would likely stay through any transition.

But after that, not so much. "I cannot imagine a scenario where we keep her," said one potential buyer, in sentiments echoed by several others. "Yahoo will need a clean slate." At Verizon, of course, there is AOL head Tim Armstrong to take over and Bain/Vista has a passel of ex-Yahoos it is working with including former interim Yahoo CEO Ross Levinsohn.

In the weeks ahead, those buyers will also crank through a lot more detailed due diligence calls with Yahoo execs, with the next round of bidding expected to come around June.

One bidder not expected to proceed is Silver Lake, which unbeknownst to many, sources said, submitted a non-binding letter of indicative interest in the final hours before the first bidding deadline on April 18. But sources said it was an exploratory probe more than anything and that the investment firm is not likely to participate in the next round.

Still, the sale effort cranks on, made easier with a lot of pressure off the process due to the settlement of Yahoo's proxy battle with Starboard Value. Several bidders said they were relieved that the company had settled the fight, with most of those whom I spoke to expressing relief that the investment firm has four new members on the Yahoo board.

"It makes it clearer," said one person, who described Starboard's CEO Jeffrey Smith as "rational" and "realistic."

"He'll want the most money for his investors, but he will not be playing games," said another bidder, who was worried that the sales effort would be blown up in the event of a proxy battle.

No longer. "Smith is someone we can deal with," said yet another possible acquirer of Yahoo. "And he will make sure Mayer does not try to throw a wrench into the sale."

Apparently, it's already working.

By Kara Swisher, Recode.net.

CNBC's parent NBC Universal is an investor in Recode's parent Revere Digital, and the companies have a content-sharing arrangement.