Saturday November 21, 2009
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JANA to CNET: Focus on Shareholder Value

A group of activist investors is allowed to nominate seven directors to the board of CNET Networks – one of the original online media companies – a court in Delaware ruled last Thursday

A group of activist investors isallowed to nominate seven directors to the board of CNET Networks – one of theoriginal online media companies – a Delaware court ruled last week, reports the New York Times. Since then, the so-called “tempest in the teapot,” as described by Delaware Court Chancellor William B. Chandler III, has spilled over into the media and with letters to shareholders.

The ruling by Chandler in Delaware’s Court ofChancery, opens the door for the investors, led by the hedge fund Jana Partners, to tryto take over CNet’s board.

In response to the court ruling,CNET Networks issued the following statement:

“CNET Networks and its directorsand executive officers may be deemed to be participants in the solicitation ofproxies from the stockholders of CNET Networks in connection with the upcomingannual meeting of stockholders. Information regarding the special interests ofthese directors and executive officers in connection with the matters to bevoted on at the annual meeting will be included in the proxy statement filed byCNET Networks in connection with the annual meeting.

 

“In addition, CNET Networksfiles annual, quarterly and special reports, proxy and information statements,and other information with the Securities and Exchange Commission (the “SEC”).These documents are available free of charge at the SEC’s web site at or fromCNET Networks. Stockholders are urged to read the proxystatement carefully when it is available, as it will contain important informationthat stockholders should consider before making any voting or investmentdecision.”

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