In light of the developments at CNET–senior management responds to the takeover play by adopting poison pill and severance agreements–we feel it is only prudent to adopt a Shareholder Rights Agreement of our own.
A few weeks before Jana launched its hostile CNET takeover, we made a friendly offer for CNET, in which we offered to let CNET buy us for, say, $50 million, so we could fix the company. Given that the CNET situation has now gone hostile–Jana’s offer has caused CNET’s senior team to defend their jobs with the legal equivalent of machine guns and laser canons–we are announcing the following initiatives:
- Shareholder rights agreement. In the event CNET chooses to buy us, we will accept the purchase price and CNET will be issued a special class of SAI stock that immediately converts to the common-stock equivalent of one one-millionth of a share.
- Severance agreements: If we get bored of trying to fix CNET, we will probably resign, but only after we get lifetime health benefits, $7 million-a-year consulting agreements, and lifetime use of a jet (The G5, please–we’re sick of bending over in Hawkers).
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