The Skype spin-off has become a core piece of evidence in Carl Icahn’s campaign to force eBay to spin-off PayPal into a separately traded company.
In response, eBay issued a letter today, titled “The Truth about Skype,” which breaks down the list of allegations point-by-point. In addition, eBay’s director Marc Andreessen, who is accused of having a conflict in the sale of Skype, also addressed the shareholder activist’s concerns in a separate statement.
Andreessen, who is also a partner at Andreessen Horowitz, one of the key venture capital firms in Silicon Valley, used the opportunity to get on his soapbox about venture capitalists and conflicts. In theory, they must happen all the time since so many different technology companies end up competing with each other, right? Nope, surprisingly, he calls that idea out-dated.
“Some people have floated a theory that today’s technology industry is more prone to potential conflicts because of the rapidly shifting nature of software. I don’t think that’s true,” he writes. “For example, in prior decades the conglomerate business model, in which companies would choose to acquire and operate in many unrelated industries, was more common — a dynamic that would easily lead to unpredictable potential conflicts among boards and directors.”
Taking it a step further, Andreessen then points a finger at Icahn and his potential conflicts. For instance, other companies Icahn has initiated proxy fights recently — with varying degrees of success — include Apple, Dell, Yahoo and Nuance Communications.
“Some people have also floated a theory that venture capitalists are more prone to potential conflicts than other kinds of directors due to their investments in multiple companies at once. I also don’t think that’s true,” Andreessen adds. “For example, activist hedge fund managers also tend to hold equity stakes in many companies at the same time, creating the exact same kind of potential conflict.”
Icahn has a list of complaints when it comes to eBay, but top on the list is its sale of Skype to Microsoft. Icahn says Andreessen orchestrated a “phenomenal payday” for himself after eBay sold a controlling stake in Skype to Silver Lake for $1.9 billion, and then 18 months later, sold it to Microsoft for $8.5 billion. At the time, Andreessen was a director at eBay and Silver Lake owner, which created the alleged conflict. EBay and Andreessen call those allegations false and misleading.
Icahn is planning on coming up with a detailed business case for the separation in the coming weeks, and is asking shareholders to vote for a new slate of directors.