CNET Networks (CNET) Issues Statement Regarding Delaware Court of Chancery Ruling
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CNET Networks, Inc. (Nasdaq: CNET) issued the following statement regarding the Delaware Court of Chancery ruling on a motion brought by a group led by hedge fund JANA Partners, LLC to nominate directors and to amend the Company’s by-laws:
We are reviewing the Court's written opinion and are considering an appeal. We are defending the litigation brought by JANA Partners because we believe that it is not in the best interests of our stockholders to undertake a costly and disruptive proxy contest initiated by JANA Partners that does not comply with the Company's by-laws in place since the Company's initial public offering. We also do not believe that it is in the best interests of our stockholders for JANA Partners to seek to secure control of the Company without providing any premium.
If JANA Partners is ultimately permitted to submit its proposals for consideration at the Company's annual meeting this summer, we would look forward to continuing to discuss the Company's plans to focus on driving long-term growth and realizing the full potential of CNET Networks' brands for the benefit of all stockholders. Notably, for JANA to secure the election of more than two directors, it would require a super majority vote of 66.67%. The CNET Networks' board and management team will continue to act in the best interests of the Company and all stockholders.
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