CNET board on investment firm's radar

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An investment firm said Monday that it is looking to take over the board of CNET Networks by installing new members, including former AOL CEO Jon Miller and CAA senior executive Brian Weinstein.

Jana Partners, which owns 8% of CNET's voting shares and 8% of its nonvoting shares, said CNET management hasn't done enough to juice the company's stock price.

CNET, founded in 1992, controls such popular Internet brands as GameSpot, Chowhound, TV.com, ZDNet and MP3.com.

Jana said CNET shares rose less than 1% last year, compared with a 10% gain from the Nasdaq, and have fallen 19% in three years as the Nasdaq gained 22%.

Jana, a multibillion-dollar investment management firm, already has won the support of Sandell Asset Management, which owns 5% of CNET's nonvoting shares.

Jana is asking that shareholders insist that CNET changes its bylaws to allow its board to expand to 13 directors from eight, among other things. It also wants to replace two directors standing for re-election, one with Paul Gardi, a managing member of Alex Interactive Media, and the other with Santo Politi, a founder and general partner of Spark Capital.

Besides those two, and Miller and Weinstein, Jana wants board seats for Jaynie Studenmund, a former COO of Yahoo's Overture Services; Julius Genachowski, managing director of Rock Creek Ventures; and Giorgio Caputo, managing director of Jana.

CNET responded Monday by reminding investors it already is under fairly new management, having promoted Neil Ashe to CEO a year ago, and that the company has been disposing of underperforming assets while recruiting executives.

Shares of CNET fell 1.4% on Monday to $8.44. They have traded from $6.90-$9.88 during the past 52 weeks.
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