Search for: "CNET Networks, Inc."
Results 1 - 20 of 118
Sorted by Relevance | Sort by Date
7 Apr, 2008 10:55 am
... issued on March 13, 2008, the Delaware Chancery Court in JANA Master Fund, Ltd. v. CNET Networks, Inc. held that
CNET's advance notice bylaw applied only to shareholder proposals that are sought to be included ... states that "such notice must also comply
with any applicable federal securities law establishing the circumstances under which [CNET] is required to include the proposal in its proxy
statement…") makes it clear that the scope of the bylaw is limited to proposals that shareholders seek to ...
28 Apr, 2008 2:47 pm
The Delaware Court of Chancery recently held in Levitt Corp. v. Office Depot, Inc., that a bylaw restricting business that could be conducted at annual meetings to (i) matters
contained in the meeting notice and (ii) matters otherwise properly brought by the board or by stockholders (in accordance with advance notice provisions) did not preclude a dissident
who failed to give advance notice from nominating directors at the company's upcoming annual meeting. Vice Chancellor John W. Noble reasoned ...
21 Jul, 2007 9:00 pm
DMCA Safe Harbor Provisions: CNet wants to shut doors on photo re-posting; From: CNET Networks
To: Google, Inc. [Blogger] Date: 2007-05-07
21 Jul, 2007 9:00 pm
DMCA Safe Harbor Provisions: CNet objects to article re-blog; From: CNET Networks To: Google,
Inc. [Blogger] Date: 2007-05-07
19 Dec, 2007 8:33 am
... , whose face was not revealed, from the portion of the video that they viewed. We disagree....Finally, police had the lawful right to access the videos because, as analyzed
extensively above, appellant had abandoned any reasonable expectation of privacy in them. ©2007 CNET Networks, Inc. All rights
reserved. CNET , CNET.com , and the CNET logo are
registered trademarks of CNET Networks, Inc. Used ...
7 Jul, 2008 10:51 pm
In JANA Master Fund v. CNET Networks, Inc., 2008 WL 660556 (Del. Ch. Mar. 13, 2008), aff'd, 2008 WL 2031337 (Del. May ... .
Notwithstanding the foregoing, such notice must also comply with federal securities law . . . . CNET contended that this provision precluded
JANA from submitting a proxy because it had not held CNET ... JANA, holding that JANA could finance its own proxy statement despite not holding
CNET stock for a year prior to the Annual Meeting. Noting that the rule of construction "favor[s] . ...
13 Nov, 2006 9:00 pm
... a high-tech gadgets site and, in August, a job-postings site. Eventually, he hopes to amass a network of Web sites in addition to his main blog so that he can compete with
Web powerhouse CNET Networks Inc. TechCrunch had about a million global page views in September, compared with 13 million for
CNET ... 's numbers are actually higher, and he adds: "I want more page views than CNET in two
years." Michael Arrington, the founder and writer of TechCrunch, is a real good get for any Web ...
16 Mar, 2008 12:09 pm
In Jana Master Fund, Ltd. v. CNET Networks, Inc., 2008 WL 660556 (Del.Ch., Mar 13, 2008), read opinion here, the Delaware
Chancery Court ... SEC Rule 14a-8 and its relevance, or not, to notice and proxy provisions in CNET's bylaws. The court also discussed the
rules of interpretation for deciding disputes involving provisions ... proposals plaintiff JANA Master Fund seeks to put forth at the annual meeting of defendant CNET Networks. Consequently, I need not and do not address the hypothetical validity of ...
20 Feb 12:11 pm
... retain for a period of at least two years all records or other information pertaining to the identity of a user of a temporarily assigned network address the service assigns
to that user." Translated, the Internet Safety Act applies not just to AT&T, Comcast, ... , increase penalties for sexual exploitation of minors, and give the FBI an extra $30
million for the "Innocent Images National Initiative." By Declan McCullaghCopyright © 2009 CNET Networks, Inc., a CBS Company.
All rights reserved.
17 Mar 8:05 am
... Partners involving CNET Corporation (Jana Master Fund, Ltd. v. CNET Networks, Inc.,
954 A.2d 335 (Del. Ch.), aff'd, 947 A.2d 1120 (Del. Supr. 2008)), JANA successfully sued to confirm that CNET's ANBs establishing
minimum-holding-period and level-of-ownership requirements for shareholder ... the corporate defense bar seized on this opinion, as well as the opinion in Levitt Corp. v. Office Depot,
Inc. (2008 WL 1724244 (Del. Ch. 2008), as ominous shareholder-friendly developments in Delaware ...
24 Nov, 2007 12:06 am
... demand futility rather than to investigate misdeeds the stockholder would have no standing to assert. In Melzer v. CNET Networks,
Inc., plaintiff filed a derivative complaint in federal court. The District Court dismissed without prejudice for failure to ... of warm contention for a while until an aesthetic
of inspection for Caremark claims emerges. The Chancellor was clearly annoyed with CNET's resistance. He began the opinion by observing, "This
should have been a very easy case." With wonderful ...
7 Feb, 2008 11:00 am
"Stockholder value has fallen precipitously at CNet Networks, Inc. under current leadership." These are the opening words of Jana
Partners' brief in its lawsuit against CNet. Jana is seeking to replace a majority of CNet's
directors. But CNet is fighting Jana's coup attempt. The Internet company is refusing to accept Jana's nomination of two directors [...]
17 Apr, 2007 3:43 am
Judge Alsup of the N.D. of California issued a decision on April 11 in In re CNET Networks, Inc. Shareholder Derivative
Litigation. Judge Alsup reviewed the option grant practices at CNET. He noted that companies might ... new employees or in connection with a
merger, this is further evidence that the grants were not backdated. Judge Alsup noted that CNET's board appointed a special committee to
investigate allegations of backdating and that the company repriced some options and restated financials. ...
6 Jun, 2008 5:48 pm
... generally easily complied with and largely uncontroversial. In two recent cases, Jana Master Fund, Ltd. v. CNet Networks,
Inc. and Levitt Corp. v. Office Depot, Inc., the Delaware courts allowed activist stockholders to exploit potential drafting ambiguities to circumvent the well-intended
rationale of ... Our article describes the purpose, operation and functions of an advance notice bylaw and considers the CNet and Office Depot
decisions. Against the backdrop of these cases and in light of ...
14 Jun 6:42 am
... advancement provisions. Two of the most talked-about corporate opinions of 2008, JANA Master Fund, Ltd. v. CNET Networks,
Inc. and Levitt Corporation v. Office Depot, ... the SEC, also weighed in on the legality of proxy expense reimbursement bylaw provisions in CA, Inc. v. AFSCME Employees
Pension Plan, and the Delaware legislature thereafter approved ... . v. Black), "agent" (Jackson Walker LLP v. Spira Footwear, Inc. and Zaman), "proceeding" (Donohue v. Corning)
and "final disposition" (Sun-Times), ...
17 Apr, 2008 10:13 am
Levitt Corp. v. Office Depot, Inc., 2008 WL 1724244 ( Del. Ch., April 14, 2008), read opinion here. The Delaware Chancery Court was presented in this case with ... that was
addressed in a recent Chancery Court opinion in JANA Master Fund Ltd. v. CNET Networks, Inc., 2008 WL 660556 (Del. Ch. Mar. 13,
2008), expedited appeal granted, No. ... the shareholder franchise, see, e.g., Openwave Sys., 924 A.2d at 239, [ Openwave Sys., Inc. v. Harbinger Capital P'ners Master Fund I,
Ltd., 924 A.2d 228, 239 (Del. ...
4 Jan, 2008 7:26 pm
... rules applicable to fiduciaries." See link for longer summary and copy of opinion. --------------------------- In Melzer v. CNET
Networks Inc., 2007 WL 4146237 (Del. Ch., Nov. 21, 2007), the Chancery Court determined that a ... his wife's infidelity. See link for longer summary and copy of decision.
----------------------------------------------------- In Re Netsmart Technologies, Inc. Shareholders' Litigation, (Del. Ch., March 14, 2007). In this Chancery Court decision,
involving a private equity ...
19 Aug 6:25 am
... . The SEC's order is available here. The Perry settlement arose from the failed attempt by Mylan Laboratories, Inc. to acquire King Pharmaceuticals, Inc. in 2004.
Perry had a significant ownership stake in King and stood to benefit from the merger, ... and Sandell Asset Management reportedly used cash-settled swaps along with direct share
ownership to secretly accumulate 21% of CNet Networks, Inc.'s outstanding voting shares before announcing a proxy contest. The
SEC has been slow to respond to the ...
8 Jan, 2008 10:00 am
... Commercial Litigation Blog, a blog I consult on a regular basis. Thecomment takes issue with our list and offers a counter list. The comment also appears as a post onon his Blog.
Two of the cases that he mentions, Melzer v. CNET Networks Inc., 2007 WL 4146237 (Del. Ch., Nov. 21, 2007) and In re: infoUSA,
Inc. Shareholders Litigation, 2007 WL 2332543 (Del. Ch., Aug. 13, 2007) (revised on Aug. 20, 2007) (go here, here, here, ...
13 Mar, 2008 9:01 am
JANA Master Fund, Inc.v. CNET Networks, Inc., C.A. 3447-CC (Del. Ch. March 13, 2008) This is a useful decision on the
proper interpretation of a bylaw that governs stockholder proxy proposals in light of SEC Rule 14a-8. The Court held that the bylaw only applied to stockholder requests to have a
proposal included in the company's proxy materials under rule 14a-8. In that way the Court again emphasized that Delaware interprets bylaws so as to increase the ability of stockholders
to vote.
Search on: Blawgs.FM | BlawgSearch Google Co-op | Blawg.com | Bloglines | Feedster | Google Blog Search | Technorati | Google | MSN | Yahoo!