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If Barry Diller was hoping to mollify his troops on today’s hearing with the memo, well, the hearing itself has started off testy. Liberty Media (NSDQ: LINTA) Chairman John Malone took the witness stand in a Delaware court this morning, and said that the proposed breakup of IAC (NSDQ: IACI) into five units breaches a more than decade-long agreement between himself and Diller, he said, reports WSJ.
Then on to the easiest target: Diller’s exorbitant salary. Malone also said Diller has been “extremely well compensated” and that he had turned efforts to maximize use of the company jet into “a fine art.” More in the WSJ story.
Updated: Reuters has more from the hearing: Malone on Diller’s proxy voting rights on behalf of Liberty: “My opinion is it’s a breach of the stewardship that we granted him when we started this whole relationship,” he said. “I think he believed that basically it was his company.” Malone said he bore Diller no ill will and would still prefer a solution that benefits both sides. “I didn’t want to have to sue Mr. Diller anywhere,” he said.
Staci adds: One point to keep in mind: Malone voted with the rest of the IAC board to approve the spinoffs. The real trouble started with the fine print, when it became clear that Diller’s plans also included single-tiered voting that would dilute Liberty’s rights. Fortune: In a Jan. 16 IAC board meeting, “Malone says that he urged Diller to put the spinoff proposal up for a shareholder vote. Malone insists that Diller said he would do so but that he would vote Liberty’s proxy. Malone and another IAC director, William Berkman, took Diller’s statement to mean that the spinoff plan and its single tier voting structure was inevitable. “There was no conditionality to the statement,” said Berkman, when he was being cross-examined. “This was a classic challenge situation.”