JANA Partners disclosed today it has amassed a 10.5% voting stake in CNET Networks, up from the 8.1% it disclosed last week, strengthening its bid to launch a management coup by nominating seven new members to CNET’s board. JANA is joined with Sandell Asset Management Corp., which holds a 1.5% voting interest and 3.5% non-voting interest in CNET.
JANA launched a hostile takeover bid last week, saying it would nominate two members to CNET’s board to replace those whose terms are expiring, and would seek to amend CNET’s bylaws to increase the size of the board to 13 so it can add five more members.
CNET responded by saying JANA’s bid to change the bylaws was “improper,” and that “no person or group of persons should be able to gain a majority of the Board and control of the Company without offering sufficient value to all stockholders.”
JANA’s tit for CNET’s tat: “We have proposed highly qualified Board nominees with significant operating and board experience and who have substantive proposals to address CNET’s ongoing underperformance. We find it outrageous that CNET’s response is to hide behind a clearly invalid interpretation of the bylaws to prevent stockholders from exercising their legitimate rights, which we believe will be futile.”
Business Insider Emails & Alerts
Site highlights each day to your inbox.