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CBS Interactive To Change Its Colors. And Cnet Tests A New Design With Blogs Top And Center.

It’s been just a little over a month since CBS completed its acquisition of Cnet and some of the first outward signs of the deal can be seen in a forthcoming logo for CBS Interactive that we obtained and a new design for Cnet’s Websites that it is testing in random batches. Judging purely by the design shifts, it appears that the cultures of the acquirer and the acquiree are moving towards each other. CBS Interactive is ditching its corporate black-and-blue logo for a friendlier orange and white one. (Assuming the version shown here is the one it ends up going with).

At the same time, Cnet is testing a new design in beta that is much sleeker, and replaces the familiar hippy-school-bus-yellow backdrop with a more serious CBS black. (I was randomly selected to see the sneak peek, which is how I found out about it). The new design is an improvement. The site is less cluttered, and on News.com blogs are featured prominently throughout.

The blog-centric approach is a direction News.com has been going in ever since it named blogging journo Dan Farber editor in chief last February. But now the navigational tabs on top all link directly to blogs such as Crave and Webware.

How do you like the new look? Check out the screen shots below. Here’s the old nav bar:

Update: And of course, CBSNews.com is already republishing stories from Cnet’s News.com. (Kind of makes you wonder whether those two brands will just merge at some point).

Here is the beta design:


And here is a Cnet story on CBSnews.com:

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1938 Media Inks Verizon Deal, CNET Gets Cold Feet

1938 Media, the controversial (and hilarious) video blogging site founded by Loren Feldman, has been the center of attention over the last few days. Now big partners are starting to take notice, and Feldman is inking some interesting distribution deals.

The site grew in popularity after Feldman began mixing puppet parody shows into his usual punditry, specifically targeting hyper-sensitive tech industry insiders who were sure to fire back. But those parodies have drawn significant criticism from those targeted as well as a few sympathetic bloggers. In response Feldman agreed to stop some of the harder hitting stuff aimed at social media consultant Shel Israel.

The puppet videos are definitely a hit, however, drawing sponsors and, earlier this month, a distribution deal with CNET.

The CNET deal has yet to go live, and chances are it never will. The recent controversy may have given CNET cold feet. Feldman says the deal is “on hiatus” for now.

But starting today Verizon Wireless’ 3 million mobile VCast users will have access to Feldman’s video content on their phone, as well as 1 million Fios broadband cable subscribers via video on demand. The deal, which will pay Feldman an undisclosed license fee, puts the 1938Media brand next to YouTube, Break.com and other high profile partners.

Effectively Verizon has created a 1938Media channel and has given Feldman the ability to bring in third party video content as well. To start, Mahalo Daily, Revision3, Ze Frank and Jay Grandin content will be included.

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CBS Finishes Acquisition Of CNET; Leslie Moonves, Quincy Smith And Neil Ashe Address The Troops

CBS announced the closing of its acquisition of CNET today. The deal, first announced last month, will bring CNET under the control of Quincy Smith’s CBS Interactive division, “the premier online content network for information and entertainment.”

An email to all CNET employees from Smith and CNET CEO Neil Ashe (now CBS Interactive President) is below. It’s interesting that there’s no mention of Dan Farber, CNET News.com’s editor-in-chief, in the leadership section. Just an oversight, or is CBS just making it clear that they don’t think much of CNET’s newsroom?

Read the full email below.

Update: We’ve added a second email from CBS CEO Leslie Moonves to all CBS employees. He at least mentions that CNET is in the news business, listing “news” before business but after technology, entertainment and sports.


From: “Smith, Quincy”
Date: June 30, 2008 9:52:41 AM PDT
Cc: “Ashe, Neil” , “Moonves, Leslie”
Subject: A Message from Quincy and Neil

Hello Team:

Welcome to the new CBS Interactive: the premier online content network for information and entertainment.

As announced a few minutes ago, CBS is thrilled to welcome the employees of CNET Networks to CBS, and to introduce its new Interactive business to the world.

Together, CBS and CBS Interactive represent an unbeatable combination of premium content online, premium content on air, and premium audiences. As a leading online media network, CBS Interactive has an impressive portfolio of brands, including CNET, CBSSports.com, CBS.com, GameSpot, TV.com, BNET, and Last.fm, to name a few. Together, we cover just about every major category that advertisers care about: technology, entertainment, sports, news, and business, and we have the ability to offer advertisers access to active and engaged audiences, across all platforms – on air (radio and TV), online, mobile and outdoor.

Over the past several weeks, the integration team, which includes leaders from both organizations, has been working aggressively on the organizational structure and our go-to-market strategy. Now that we’re officially closed, we’re excited to tell you about some of the progress we’ve already made in the past 30 days. This progress is a direct tribute to the core team who has been working on integration, and also to the fact that we have two businesses that complement one another so well. We have a lot more work to do and will be making a lot more announcements over the coming weeks. But, to have the organizational structure, brand and mission established on Day 001 is unprecedented.

Branding
Starting today, we are all part of CBS Interactive, a division of CBS Corporation. CBS Interactive is the premier online content network for information and entertainment.

Leadership
We are fortunate to have a group of world-class leaders that are familiar with both organizations. As a team, we are focused on one thing – growth. We will achieve this by combining the best of Interactive with the resources and relationships of CBS. We are also committed to the architecture in which dedicated sales management reports to the leaders of each business unit. Following is the CBS Interactive leadership team with a little background introducing each person for the benefit of those who don’t yet know each other but will be working together soon:

· Chief Financial Officer: Zander Lurie will take on the role of CFO for CBS Interactive. Zander joined CNET Networks in 2006 as Senior Vice President of Strategy and Development. In 2008, he took on the role of Chief Financial Officer, where he was responsible for planning and managing the company’s financial activities in order to help the company expand its business, including overseeing the pivotal advertising and content partnership with Yahoo!. Bryon Rubin will be instrumental in the vast amount of integration – financial and otherwise – that needs to be done in the coming weeks and months. After the lion’s share of the integration is complete, Bryon will return to head up CBS Corporate Development for Joe Ianniello.

· News & Technology: Joe Gillespie will be responsible for overseeing the news and technology brands, which include CNET.com, News.com, and CNET Download.com, as well as CBSNews.com. Tom Jones continues to report to him as head of sales. Together, these brands represent the leaders in both the technology and news categories. Joe joined CNET Networks in 2004, and brings more than 20 years of operations, sales, and marketing experience, spanning online, television, events, and print media. There is no one better suited to lead these important brands into the future.

· Entertainment: With sites spanning music, gaming, television, film, and lifestyle, the entertainment properties are divided between Stephen Colvin and Anthony Soohoo. Stephen and Anthony will work closely with Quincy to take advantage of the incredible opportunity this large category presents.

o Stephen Colvin is leading our games, music and lifestyle brands, including GameSpot.com, Last.fm, MP3.com, CHOW, UrbanBaby, and Metacritic. Jaci Hays will continue as head of Sales, with Amy Venier filling in during her maternity leave. Kevin Menard retains responsibility for sales at Last.fm. We’re particularly excited about the opportunity this presents for Last.fm, which will benefit from the cross promotional opportunities available with these other sites. Formerly president of Dennis Publishing, Stephen has a keen understanding of how to build brands that captivate people.

o Anthony Soohoo will run TV.com, the CBS Audience Network, its hub CBS.com, TheInsider.com and the Wallstrip team. Ken Lagana will continue as head of Sales. Anthony, who previously worked at Yahoo! and Inktomi, will also be responsible for existing CBS online content, cross platform content production, as well as original Web content in Entertainment.

· Sports: Jason Kint, who led this years’ record March Madness on Demand, will oversee our diversified sports portfolio, which includes top destinations like CBSSports.com, CBSCollegeSports.com, OAS Group, NCAA.com, MaxPreps.com, and the CBS Collegiate Sports Properties, and is a great example of how an interactive property can be complementary to its Network partner. Rich Calacci continues as head of Sales. Jason and the CBSSports.com team will still be based in Ft. Lauderdale.

· Business: Greg Mason, who joined CNET Networks in 2000, will oversee the Business portfolio, which includes BNET.com, the cornerstone of the business category, and leading sites like ZDNet and TechRepublic. Wayne Silverman continues to report to Greg as head of Sales. We are excited about the potential of BNET.com, which is the fastest growing business site and the go-to resource for managers who are looking for information that helps them succeed in their careers. We look forward to continued growth of these brands under the leadership of Greg and Wayne.

· International: Adam Power continues to lead our international operations, as he has for the past 12 years. This includes our very successful business in China, where we have dynamic and growing leadership positions online in technology, autos and women’s lifestyle. We will continue to look for ways in which we can scale this business more quickly.

Go-to-Market Strategy
As part of the integration process, our sales and marketing teams have been working on developing our go-to-market strategy and the branding of this new division. Jo Ann Ross will remain closely involved, working with Dave Morris initially on the integration of the CBS and CNET Networks Sales team. Jo Ann and Dave will also work to optimize the coordination between the powerful CBS Network Sales organization and our growing Interactive group in order to best meet the need of our customers. Morris, a 20 year veteran of Time, Inc. where he was publisher of Entertainment Weekly, EW.com and Sports Illustrated, will continue as Chief Client Officer at CBS Interactive, and will drive the revenue strategy for CBS Interactive, including management of partner accounts and advertising programs across CBS Interactive. Interactive Sales leaders will report directly to the heads of each business unit.

Patrick Keane and Mickey Wilson will work together on integrating marketing, focusing on strategy, processes and structure. Drawing on their experience in sales development, analytics, marketing and communications, Patrick and Mickey will inform our positioning, marketing programs, research, and ensure a smooth transition for both organizations.

Operations
In order to be successful, we need to take advantage of our combined scale and best in class systems across our business. We are fortunate to have the team of Sam Parker and Steve Snyder leading the integration effort and developing combined operations. We couldn’t ask for two better people to be leading this effort, as both of them have a keen understanding of how to scale our systems to achieve success.

CBS Mobile
Led by Jeff Sellinger, the Mobile team will work across all categories and online brands to support each business unit in developing their mobile strategy and business plan. This structure allows us to tap into this team’s expertise in developing content and advertising strategies for the mobile platform. Before joining CBS, Jeff was a founder of GoldPocket Wireless.

Corporate functions
Finally, each of the corporate functions will now have dual reporting into Neil as well as into CBS Corporate to make sure that the interests and strategies of CBS Interactive are aligned with the company as a whole. Mike Marquez, who previously worked at Yahoo in corporate development, will work closely with Quincy, Neil and Zander on Corporate and Business Development for CBS Interactive, as well as with Joe Ianniello for CBS Corporation; Andy Sherman, who joined CNET Networks in 2007 from Sybase, will lead legal, interfacing with Lou Briskman; Jose Martin, who joined CNET Networks in 2007 from Electronic Arts, will lead HR, working with Tony Ambrosio; and Sarah Cain will work with Gil Schwartz and Dana McClintock of CBS Corporate Communications.

We are very excited about the opportunities that lie ahead for us. We’ve got an incredible group of people with unmatched experience, the best brands on the Internet, and the power of the entire CBS Corporation to propel these properties to new levels of success and awareness. With all of our efforts combined, and the commitment and support of the CBS leadership team, including Leslie, Fred Reynolds and Joe Ianniello, we will be bigger, bolder and better.

- Quincy Smith (-q)
Chief Executive Officer, CBS Interactive

- Neil Ashe (Best, NA)
President, CBS Interactive


To: All CBS Employees
From: Leslie Moonves
Date: June 30, 2008

Today we announced the completion of our acquisition of CNET Networks, Inc., which makes CBS the eighth largest web network worldwide in unique monthly users. I couldn’t be more pleased to have these incredible assets as part of our portfolio, which now rivals any of our peers competing in the digital space. And as we move to integrate these properties into the CBS framework, I am announcing the expansion of CBS Interactive, which will now incorporate all of the premium online brands of both CBS and CNET Networks into one business unit.

From entertainment, news and sports to technology, games and business, the combination of CBS and CNET Networks gives us the content and scale to be leaders on a platform that is gaining audience share faster than any other. In addition to greatly expanding our size, CBS Interactive is now a top five premium content ad supported network; the number one technology network, led by CNET.com; and the number two entertainment and sports network for men 18-34. Our unparalleled collection of sites will be an extremely powerful vehicle for advertisers to reach highly attractive demographics.

At the same time, CBS Interactive will extend and leverage the power of our traditional businesses, as well as serve as a platform to launch the next generation of leading interactive properties that will play a central role in CBS’s future. I couldn’t be happier to welcome all the people of CNET to the new CBS Interactive group. I know we’ll all do great things together.

As part of this merger, I am pleased to announce Quincy Smith will now be Chief Executive Officer, and Neil Ashe will be President of the newly expanded CBS Interactive. Quincy has headed our interactive businesses since joining CBS in November 2006, while Neil has headed CNET Networks since October of the same year.

Quincy’s unique understanding of the interactive space has pushed CBS to the forefront of new media. There are so many more promising market opportunities before us and I greatly look forward to his continued leadership as we evolve our company at this exciting time.

And Neil brings a broad range of experience to this important new role. His strong background as both a strategic executive and a results-oriented operator will add significant energy to this increasingly vital part of the CBS Corporation.

We have also identified five vertical categories to distinguish our interactive assets, which are designed to appeal to like-minded audiences and offer advertisers scale across targeted demographics. They are:

· Technology: CNET.com is the number one Web site in the computer and consumer electronics category, reaching more than 18 million people every month with daily offerings of premium content. From the latest product reviews to breaking news from the digital world, as well as video and program downloads, CNET.com has become the leading destination for people looking to navigate today’s digital world.
· Entertainment: Representing the third largest online entertainment group on the web, the collective reach of CBS Interactive’s entertainment portfolio will now exceed 24 million users each month, and include many of the leading brands on the web today, including: TV.com, CBS.com, The CBS Audience Network, theInsider.com, GameSpot.com, Last.fm, and CHOW.com, among others. These are among the most visited entertainment destinations on the web today, each with their own identity and audience profile, and they continue to grow in users and time spent visiting. This past year, for instance, CBS.com market share grew a category-leading 41 percent. Combined with the power of America’s most watched network — CBS Television — CBS Interactive offers unparalleled consumer reach online and offline.
· Sports: CBS Interactive is a leader in athletic coverage, from sites devoted to professional sports to the largest collection of collegiate brands. Among its top destinations are CBSSports.com, CBSCollegeSports.com, NCAA.com, and MaxPreps.com, representing one of the digital world’s largest sports footprints. Working with CBS’s leading broadcast and radio properties, CBS offers the unique opportunity to reach a wide group of people who are passionate about sports across the internet, television and radio.
· News: Two of the strongest news sites in their own right, CBSNews.com, a leader in world news, and CNET News.com, the leader in technology news, combine to create the sixth largest property in the Current Events/Global News category. From breaking news and international reports to coverage of business, politics and technology, the combination of these two destinations gives users a global perspective they cannot find anywhere else.
· Business: Eighteen million users each month have come to rely on CBS Interactive’s business properties, which include BNET.com, the cornerstone of the business category, and leading sites like ZDNet and TechRepublic. Collectively, these assets are among the fastest growing destinations in the expanding business category and offer users the latest and most insightful business coverage, with unique perspectives on management and technology.

Today marks Day One for the newly expanded CBS Interactive division. The combination of all these phenomenal properties elevates CBS Corporation among the best players in the digital space, and I’m confident under Quincy and Neil’s leadership our competitive position will only get better.

Please join me in congratulating Quincy and Neil on their new roles, and welcoming all the talented employees of CNET Networks, Inc. into the CBS Corporation family.

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CBS President Leslie Moonves Drops By CNET HQ

CBS President & CEO Leslie Moonves paid a visit to CNET headquarters in San Francisco today, we’re hearing.

He came alone. No Quincy Smith, No Michael Marquez (the guys who did the deal). No entourage of any kind. The goal? Address the troops (all of CNET, in person and via a webcast) and let everyone know how this $1.8 billion merger is going to play out.

The main message: CNET is now the cornerstone (or one of the cornerstones of CBS’ online strategy. Neil Ashe, CNET’s CEO, will report to Smith, and CBS Interactive’s various properties (such as Last.fm, CBSSports.com, etc.) will all become one big family, moving traffic and leveraging “deep relationships with big advertisers (auto, pharma, tech, etc.).” Expect lots of interaction points between the the TV and online properties.

Will they succeed in their grand integration plan? First they have to close the merger, which isn’t a done deal. This was a hurried negotiaton, in reaction to the looming threat from a activist shareholder group, led by Jana Partners, with ambitious goals of overhauling the company.

CNET signed a confidentiality agreement with CBS on May 7, according to the merger agreement (Section 8.02(c)), just one week before the deal was announced. CNET’s investment bank, Morgan Stanley, certainly didn’t shop the deal much to other likely buyers before CNET signed.

Other bidders may still come to the table. And if they bid more, CNET has to pay a relatively paltry $35 million breakup fee (good analysis of this here). Perhaps now that CNET is engaged, other suitors (see Microsoft) may suddenly find it a lot more attractive than it was a couple of months ago.

Still, all signs are positive for CNET right now. The merger price, which works out to $11.50/share, is, coincidentally, $.50/share more than Jana Partners said they could expect to get for the company by 2009. So the only question left is, does anyone want CNET more than CBS does?

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Why CBS Bought CNET, And Not The Other Way Around

  • 1999: CNET is a $12 billion company
  • January 2000: CNET Aquires MySimon for $700 million
  • October 2000: CNET Acquires Ziff Davis (ZDNet) for $1.6 billion (after the March 2000 stock crash)
  • July 2004: CNET Acquires Webshots for $70 million
  • October 2007: CNET Sells Webshots for $40 million
  • May 2008: CBS Acquires CNET For $1.8 billion

CNET announced its sale to CBS, a $16.5 billion company, today for $1.8 billion. In late 1999, though, CNET was a $12 billion company. They subsequently acquired MySimon for $700 million and ZDNet for $1.6 billion, and it’s been all downhill for CNET’s market cap since then.

So why didn’t CNET continue to grow and ultimately take over a media dinosaur like CBS, instead of the other way around? Perhaps it was because they did deals like buying Webshots for $70 million and then a couple of years later selling Webshots for $40 million. Or perhaps it was because they failed to realize the importance of blogs until 2007. Whatever the cause, or causes, CNET failed to disrupt the old guard, and will find itself to be a footnote in Internet history rather than the headline it should have been.

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CNET CEO: “This Is An Exciting Day For Us”

CNET CEO Neil Ashe, who has been accused of “presiding over massive value destruction” will go down in history as the guy that was forced to sell CNET out to an old media dinosaur. But at least he’s given CNET’s stockholders back all of the losses they’ve sustained under his watch with the $1.8 billion sale to CBS. Ashe’s email to CNET staff this morning is below.


Hello Everyone,

This is an exciting day for us. Today, CBS and CNET Networks announced a definitive agreement under which CBS will acquire CNET Networks. This announcement represents an important strategic step for both of our companies. We expect to complete this transaction by early Q3 of this year.

You can read the full release formally announcing this acquisition here.

Together CBS and CNET Networks represent an unbeatable combination of premium content online, premium content on air and premium audiences. As a leading online media network, we will have an impressive portfolio of leading brands, including CNET, CBS.com, CBSSports.com (formerly Sportsline.com), GameSpot, BNET, and TV.com to name a few. Together we will be bigger, bolder and better than we could be apart.

Both CBS and CNET Networks share a common vision about interactive media, the importance of category defining brands and how to build online destinations that give people more of what they crave. CNET Networks brings unique skills and assets to CBS including our ability to build, operate and grow interactive brands, our flexible technology platforms as well as some of the most talented interactive media professionals in the industry today.

There will be significant promotion opportunities for our brands online across CBS’s Interactive portfolio, as well as offline across CBS’s leading media properties.

CBS’s brands complement our existing categories, giving us quality reach across premium audiences. On the sales side, we now have the ability to offer advertisers a larger audience, more brands, and more page views – providing marketers more scale. For example, we can now build the ultimate men’s network with sites like CNET, CBS Sports, GameSpot and BNET.

On Tuesday, May 20th, I will host a Company All Meeting in San Francisco. We’ll talk about the transaction and the exciting opportunities that it creates for both NCAA and CNET Networks and we’ll answer your questions. Stay tuned for details and logistics on that meeting.

So what now? We must remain focused on our day-to-day responsibilities. We still need to deliver on the commitments and promises we made to our users, our advertisers, our shareholders and our fellow employees.

In the weeks ahead, as we work to ensure the smooth integration of our two companies, we will continue to provide you with regular updates. If you have specific questions, please feel free to submit them through offline. We will aggregate your questions and incorporate answers into our communications.

Finally, I want to thank you for your continued hard work and support. It is because of you that 160 million people show up each month to interact with some of the best websites in the world. It is because of you that we have been recognized as a leading company with a unique culture and exceptional employees. It is your dedication to our users, our brands and each other that have enabled us to take this exciting step.

Today, the next chapter in our story begins.

Best, NA

*****************
Neil Ashe
CNET Networks, Inc.

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CBS To Acquire CNET For $1.8 Billion

“The core businesses of CNET Networks and CBS Interactive represent near perfect category symmetry in premium online content,”
Quincy Smith, President, CBS Interactive.

And that symmetry is apparently worth about $1.8 billion, which is what CBS just agreed to pay for CNET. The deals values CNET at $11.50/share, and puts a 45% premium on stock from their closing price yesterday. CBS, which is worth a little over $16 billion, is down just over 3% on the news as of 7:45 am PST. Silicon Alley Insider was among the first to break the news.

The deal is about increasing CBS’s reach, as noted in the press release: The acquisition will make CBS one of the 10 most popular Internet companies in the United States, with a combined 54 million unique users per month, and approximately 200 million users worldwide.

The deal also likely ends the months-long fight between CNET and the activist investor group led by Jana Partners. Jana had accused CNET’s board and management of “presiding over massive value destruction” and were trying to oust much of the CNET board of directors.

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Jana Consortium: CNET leadership has “presided over massive value destruction”

cnet.pngThe battle over the future of CNET continues. This morning the Jana consortium, which announced an attempt to take control of the CNET board of directors in January, published a website and white paper (embedded below) to support their effort.

Jana and its co-investors now own 14.9% of CNET, plus another 8% in non-voting derivatives. Their primary goal is to get voting control of the board to push through a broad agenda to reform the ailing company. But that hasn’t gotten them much face time with CEO Neil Ashe and the rest of the executive team. From reports, CNET has treated Jana as an outsider, despite the fact that they are the largest or second largest shareholder in the company. CNET sued to throw out Jana’s claims for board seats based on a technicality. That suit was dismissed quickly, but an appeal was filed last week.

At this point, the CNET team is trying to firm up the financial status of the company in advance of their annual shareholder meeting in June to have any chance of staying in control (and keeping their jobs). Jana, meanwhile, will be attempting to win points with the other stockholders to get their votes for the board slate they are proposing at that meeting.

The CNET board currently consists of eight directors. Two are up for election at the upcoming meeting (Peter Currie, Elizabeth Nelson). Jana wants to replace those two directors, and add five new seats, giving they 7 of 14 directors and voting control of the board.

The message Jana is sending to the CNET stockholders is straightforward and blunt:

Despite premiere brands and content, CNET Networks Inc. (”CNET”) has consistently underperformed peers and destroyed enormous shareholder value. We believe there is still time to reverse course and unlock value, but in order to do so CNET must undertake transformative change to strengthen its core assets and move from its “Web 1.0″ roots to the modern Internet industry. We believe CNET’s current leadership has failed to offer shareholders any evidence that it possesses either the necessary sense of urgency or the experience and expertise needed to lead this change successfully.

and

Despite owning leading web properties, over the past few years CNET has consistently underperformed its peers due to a failed strategy and an inability to proactively seize upon new opportunities and challenges in an effective manner. The majority of the current Board has overseen a 45% decline in shareholder value since 2005.

The white paper is an even broader condemnation of the management team. It begins with “The leadership of CNET…has presided over massive value destruction…CNET’s current leadership now claims it can reverse course and begin creating shareholder value, but we believe they have offered no evidence that they can do so.” They also point to data showing a three year, 25% decline in CNET stock v. a 40% gain in the Morgan Stanley Internet Index.

Jana’s plan: Bring in “new leadership” to CNET to execute on a new strategy focused on “strengthening core assets.” The plan is centered on improving advertising technology and organization, improving navigation and SEO strategies, and leveraging social media to boost growth. They also call for an improved content management system and significant cost reductions. Revenue per employee in 2007, they say, was dead last compared to CNET’s peers.

Starting on page 31 of the document below Jana also provides a timeline of events showing an increasingly hostile relationship between the parties.

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Read this doc on Scribd: White Paper
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CNET Cuts 10% Of Workforce, Effective Immediately (Updated With Internal Memo)

CNET has announced that it will cut 10% of its workforce, or 120 people, effective immediately, in a move said to help it “focus on long-term growth amid complaints from some investors.”

CNET has had no shortage of headlines recently, from changes at the top through to an ongoing battle for control against largest shareholder Jana Partners.

According to an internal memo from CEO Neil Ashe, the restructure will include stronger emphasis on centralized services in areas like IT architecture, SEO, yield monetization, Facilities, Legal, HR and Communications.

Business Unit Realignment: with the introduction of an open API, “CNET will move its services, catalog, content management system onto one platform, making content development, syndication and content import easier and more open.” CNET has realigned its investments in TechRepublic and ZDNET “to improve monetization,” although exactly how and in what form was not specified. TV.com will be abandoning its emphasis on video for more (we presume low cost) content such as “entertainment features, breaking news, trivia competition, and polls.”

International: CNET is considering raising local capital to expand in China, but the rest of the international business operations appear to be subject to a review with an announcement in weeks, by that we presume that CNET may be closing some international sites.

Restructure costs: $3.5 million and $4 million to be accounted for in Q1, 2008.

More when we have it. Staff being terminated were to be informed at 2pm PST.

Update: Programmer Robert Balousek is one of the first reported casualties.

Update: Here’s the full text of the internal memo from Ashe:

Hello Everyone,

We all recognize that we must continuously change to be successful, and we embrace change. At the beginning of the year, we talked about our focus on category defining brands and the need to drive greater efficiencies in the business. As part of that process, in late January, I asked Zander to lead a task force to evaluate our current organization and resource alignment.

The task force evaluated the following areas of our business: organizational construct, technology infrastructure, editorial development and go-to-market strategies. Our focus was on creating a leaner centralized organization that provides expertise and best practices around areas of excellence, efficiency, and governance such as IT architecture, SEO, yield monetization, facilities, legal, HR and communications; evolving our editorial teams so everyone is focused on content creation; innovating our technology infrastructure to embrace open APIs and drive more efficiencies throughout the organization; and finally, simplifying our sales approach by building on the traction of our partner account strategy.

Based on that business analysis, today, we are making significant changes to the organization. This includes the very difficult decision to make a workforce reduction that will affect 10 percent of our U.S. workforce or about 120 people. These changes allow the company to put greater focus on its leading brands, as well as help drive efficiencies throughout the business.

CNET Networks is made up of great employees who have all contributed to the success of the company. While the changes we are making are part of our long-term growth strategy, I understand that it doesn’t make it any easier to see our friends and colleagues leave us.

Today, employees have been meeting with their managers to hear more specifics on how these changes impact their individual roles. Anyone who is impacted will be informed by 2 p.m. Pacific Time. Resources will be in place to help all employees manage through this transition, including outplacement assistance services and support from employees’ managers and HR.

Let me provide you with an overview of the changes we are making.

Refocusing Central Services are realigning our centralized services. We will look to central groups to provide expertise and best practices around areas of excellence, efficiency, and governance. This includes areas like IT architecture, SEO, yield monetization, Facilities, Legal, HR and Communications.

Operations

Operations is a newly formed organization led by Sam Parker that covers the full breadth of our shared IT and product services. This group integrates our enterprise business systems and network groups into one team.

As part of this change, I’m pleased to announce that Ned Rhinelander is taking on the new role of VP of IT Architecture. In this new role, Ned will track technology choices and adoption across the company, identify opportunities for efficiencies and innovations, and work closely with business unit engineering leaders to set shared standards and directions. Sam and his team will work to continue to find ways to drive efficiencies, ensuring we get the full benefit from our scale, and our brands have an advantage in the markets in which they compete.

Sales

Dave Morris will take on the role of Chief Client Officer reporting directly to me and joining the executive committee. In this role, Dave will drive our revenue strategy including our management of partner accounts, network-wide advertising programs, and the Detroit auto market. Dave will also oversee a go-to-market sales strategy that supports the company’s revenue plan, as well as business operations and network product marketing.

We are making these changes to simplify our sales organization and to build on the early traction of our partner account strategy. The existing corporate accounts will become part of the partner accounts program. The partner accounts program allows the company to have an integrated sales approach that benefits from the expertise and talent we have throughout the organization, while at the same time allowing key marketing partners to realize the power of all of our leading brands.

Dave will be the Chairman of the Revenue Council and have the authority to create and drive company-wide revenue initiatives. Dave will also have a small team that will leverage the BU marketing organizations to support the company’s network initiatives. Finally, Jack Haire will be returning to his Special Advisor role and will continue working with me, Dave, and the executive committee.

Corporate Communications

Centrally, we will have a global corporate communications team focused on public relations and internal communications. Managed by Sarah Cain, this team will be responsible for building strategic plans and programs to effectively communicate our messages externally and internally. All other marketing will be handled at the BU level. Sarah will report directly to Mickey Wilson as they determine how this organization evolves.

Business Unit Realignment

At the BU level, resources are being realigned to support key strategic initiatives that represent the biggest opportunities and drive greater efficiencies. Here are some highlights from those changes:

With the move to an open API, CNET will move its services, catalog, content management system onto one platform, making content development, syndication and content import easier and more open

Within the business group, we have preserved our core investments in BNET, while aligning more of our resources to accelerate the brand’s growth. At the same time, we have realigned our investments in TechRepublic and ZDNET to improve monetization.

TV.com will put more emphasis on areas of most interest to their audience including entertainment features, breaking news, trivia competition, and polls, rather than original video programming

Stay tuned for more information about specific changes to your BU from your business unit leaders.

International

Lastly, as I talked about during last quarter’s earnings call, to further accelerate growth and leadership in China, the company is considering raising capital from local partners. We are also in the process of making additional decisions about our international business. I will be sharing more information about that in the coming weeks.

Today, difficult decisions were made. Each individual that was affected by these changes deserves our respect and gratitude for helping to make CNET Networks into the company it is today. And, while it is never easy to see our friends and colleagues leave us, together, we will work through this transition and stay focused on our goal to grow the company’s brands, revenues, and profits.

Best, NA

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Battle Of The Podcasting Geek Chicks

A long weekend usually means less news, but for those looking for a new and quite often attractive take on news, the ongoing battle for geek chick supremacy offers a bountiful choice.

Webb Alert

Michael discribed Morgan Webb’s daily tech show as “a winner” and even stays up till 2am to catch new episodes. Occasional mens mag model Morgan Webb delivers tech related news from across the world. Our August 2007 review here.

(more…)

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CNET Soap Opera Continues; CEO Neil Ashe May Be Fighting For His Job

cnet.pngDespite CNET’s unexpected legal setback last week in their fight against what is now their largest stockholder (a consortium of investors led by Jana Partners), the board and management team continue to fight on. Previous meetings between Jana and the CNET board were already “tense and uncomfortable.” I can only imagine they’re getting more so.

So far, the Jana consortium has not demanded an ouster of CNET CEO Neil Ashe as part of their proposed reforms of the ailing company. But that may be changing, says a source close to the drama. “Jana’s patience with Neil has run out, they’re now looking to get rid of him,” said the source. When a company’s biggest stockholder (holding nearly 25% of the outstanding stock) wants you to resign as CEO, it becomes difficult to both fight for your job and simultaneously “maximize shareholder value.”

If Ashe is forced out, who might step in as CNET’s CEO?

There are no shortages of rumors here, either. One insider says former CEO Shelby Bonnie may be right for the job. Bonnie resigned as CEO in October 2006 following an options backdating scandal. Later, though, the SEC completely exonerated Bonnie and CNET and dismissed the charges. He is still a major shareholder in CNET and owns about 7% of the outstanding stock. And so far Bonnie hasn’t taken a side in the fight - most other major shareholders are backing current management.

Bonnie, however, has moved on to his new venture, PoliticalBase, and hasn’t shown any outward desire to return to CNET.

Another name that has come up as a possible CEO candidate is Dan Rosensweig, the former COO of Yahoo and who’s currently a partner at private equity firm Quadrangle Group. Rosensweig was formerly the President of CNET, a position he took on following the merger of ZDNet and CNET in 2000. Rosensweig would likely be interested in the job, said someone who’s familiar with the situation, but only if the board of directors invited him to come on board. From what we hear, the Jana consortium might also be interested in pushing him as an alternative to Ashe.

Rosensweig would find himself in a familiar situation. Not only did he previously work at CNET, his right hand Editor-In-Chief at ZDNet, Dan Farber, recently took the top spot at CNET News as well. They remain friends - when Rosensweig left Yahoo, he only gave one personal interview - to Farber. Perhaps they’ll get the old band back together for an encore.

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Why Is Natali Del Conte Speaking Spanish?

I’m pretty sure that’s former TechCrunch writer Natali Del Conte speaking Spanish. Yep, that’s definitely Spanish all right.

Natali, who recently launched a new show on CNET TV called Loaded, is now creating Spanish versions of the show, covering product reviews in five popular categories including cell phones, MP3 players, televisions, computers, and digital cameras.

The show is created for Univision, which targets Spanish speaking U.S. residents. If you’re a Natali fan and couldn’t care less what language she’s speaking, tune in here.

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A Funny Moment At The Flickr Party Tonight

I was at Flickr’s fourth birthday party tonight in San Francisco with a few hundred Flickr fans, tech geeks, press and Yahoo/Flickr employees.

At some time around 8 pm Dan Farber, the new Editor in Chief of CNET, says, “huh, I just got an email that says, according to [blogger] Robert Scoble, we bought Revision3 for $58 million.” Uh-oh, I thought. I’m in San Francisco, an hour away from my computer. We’re going to be very late to this story.

I asked Farber if it was true. He said if it was this was the first he’d heard of it. A few moments later, after a couple of phone messages back and forth with his team, he said CNET had posted on the rumor (he was joking with me, but I couldn’t read him and thought he was serious). I emailed our team to look into it and cover the story, pulling Mark Hendrickson away from dinner and back to his computer.

I then called someone at Digg, who said something along the lines of “it’s complete bullshit.” After that call I did two things. I told our team to back off the story, and then promptly lied to Farber and said that Digg confirmed the rumor - Revision3 had definitely sold to CNET. Farber (damn him) didn’t bite - he typed a message or two on his phone, then looked at me and said “no, we didn’t.” At that point I laughed and told him what Kevin really said.

Scoble, meanwhile, sheepishly retracted his original Twitter message and the whole ordeal came to a end.

My guess is that 7 or 8 people between CNET and TechCrunch had their evenings at least partially throw into chaos over this. But my only disappointment was that I couldn’t trick Farber into writing a post on CNET that they had acquired Revision3, when it was nothing more than a figment of Robert Scoble’s imagination.

Update: Loic Le Meur gets Farber on video:

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Judge Throws Out CNET’s Objections to Investor Lawsuit

The showdown between CNET and its largest shareholder, Jana Partners, may be entering a new phase. Following a tense meeting last week with Jana representatives, there is now a good chance CNET’s hard stance against giving Jana any board seats (despite the consortium owning a 21 percent share in the company) is about to vaporize. According to a source close to the situation (updated below, now confirmed), CNET was trying to block a lawsuit Jana has filed to fill the board with its proposed slate of directors. Jana wants to increase the number of board members from 8 to 13, and have the right to name 7 of them.

CNET was trying to block the suit on a technicality—apparently there was some question as to whether it had been filed properly. CNET was advised that it had a pretty strong case. So strong, in fact, that CEO Neil Ashe earlier this week offered Jana only one board seat because he was so confident the lawsuit would be blocked. But the judge didn’t agree.

So now his hand has been weakened considerably.

Update: Reuters has more here

Update 2:
The text of the Delware court ruling:

DELAWARE COURT RULES IN FAVOR OF JANA PARTNERS’ RIGHT TO NOMINATE SEVEN DIRECTORS FOR BOARD OF CNET NETWORKS

NEW YORK, March 13, 2008 – JANA Partners LLC (“JANA”) announced today that the Delaware Court of Chancery has upheld the rights of an affiliate of JANA to nominate seven directors and propose other business at the 2008 Annual Meeting of Stockholders of CNET Networks, Inc. (Nasdaq: CNET). Following today’s ruling, JANA Managing Partner Barry Rosenstein issued the following statement:

“This is the first step towards putting aside the legal mechanisms CNET has relied on to fight our effort to create stockholder value, which have included a poison pill, golden parachutes and an attempt to prevent us from proposing new directors, an attempt which the court today rejected. We look forward to moving on to a substantive discussion of the need for change at CNET, and why we believe our nominees have the expertise and experience needed to reverse CNET’s ongoing underperformance. We hope that the company will now put aside their efforts to thwart this debate with technicalities and instead engage stockholders in a dialogue about the company’s future.”

On January 7, 2008 CNET claimed that the efforts of a JANA affiliate to nominate two directors for election to the open board seats at CNET’s 2008 Annual Stockholders Meeting and to add five additional nominees to the board of directors were “improper” under its bylaws and sought to deny its right as a stockholder to do so, after which this affiliate of JANA filed suit in Delaware challenging the company’s interpretation of its bylaws. The Delaware Court of Chancery today rejected CNET’s arguments and affirmed JANA’s affiliate’s right to have its nominations and proposals considered by stockholders at CNET’s Annual Meeting.
Background
JANA has joined with Sandell Asset Management Corp. (“Sandell”), Paul Gardi of Alex Interactive Media, Spark Capital and Velocity Interactive Group in seeking to elect two individuals to replace the board members who are up for re-election at CNET’s 2008 stockholders meeting and to expand CNET’s board by five members and nominate individuals to fill those vacancies.
JANA Partners LLC is a multi-billion dollar investment management firm founded in 2001 by Barry Rosenstein. JANA has on numerous occasions, alone or with other shareholders, challenged management to focus on creating shareholder value, including with respect to Kerr-McGee Corporation, Time Warner, Titan International, TD Ameritrade and The Houston Exploration Company.
Alex Interactive Media, LLC (“AIM”) is a private company focused on leveraging its domain expertise in digital media and related industries.
Spark Capital is a venture capital fund focused on building businesses that transform the distribution, management and monetization of media and content, with experience in identifying and actively building market-leading companies in sectors including infrastructure (Qtera, RiverDelta, Aether Systems, Broadbus and BigBand), networks (College Sports Television, TVONE and XCOM) and services (Akamai and the Platform). Spark Capital has over $600 million under management, and is based in Boston, Massachusetts.
Velocity Interactive Group, LLC is an investment firm that focuses on digital media and communications. Velocity Interactive Group has offices in Palo Alto, Los Angeles and New York.
Sandell Asset Management Corp., is a multi-billion dollar global investment management firm, founded by Thomas E. Sandell, that focuses on global corporate events and restructurings throughout North America, Continental Europe, the United Kingdom, Latin America and the Asia-Pacific theatres. Sandell frequently will take an “active involvement” in facilitating financial or organization improvements accruing to the benefit of investors.

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CNET Board Has “Tense, Uncomfortable” Meeting With Jana Corsortium

Last Thursday, March 6, multiple sources say, the CNET board of directors and CEO Neil Ashe met with representative from the Jana Partners investor consortium that has amassed a 21% ownership stake in the troubled company. The goal of the meeting was to negotiate a settlement that would avoid a proxy fight and a potential hostile takeover attempt.

Jana Partners’ founder Barry Rosenstein was the lead representative from the consortium’s side, which also includes investments from Sandell Asset Management, Spark Capital, and entrepreneur Paul Gardi.

From what we hear the meeting didn’t go so well. “It was tense and uncomfortable,” said one source. The CNET board “is in a state of denial” about the seriousness of the situation, said another. The consortium wants the company to focus on technology, including an overhaul of the dated CNET content management system and ad serving platform. The CNET board instead wants to “aggressively expand” their business internationally and focus less on infrastructure improvements.

For now the two groups are mostly talking about high level company strategy. But at some point the consortium, which is the largest CNET stockholder, will want a significant board presence. That might mean as many as 3-4 board seats out of the 8 that exist now.

CNET stock continues to slump - it’s worth about half as much as it was two years ago. The company has recently made a few high profile management changes (all for the better, in my opinion) and has sold off assets. But deeper changes are clearly needed.

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CNET Changes Quarterbacks: Dan Farber Takes Over As Editor In Chief

Big news at CNET today - editor in chief Jai Singh is out, and Dan Farber, most recently the editor in chief of CNET-owned ZDNet, is taking over. In his new role, Dan will oversee the editorial content and user experience for CNET News. Dan has posted a brief note (and his last on that blog) about his new position on Between The Lines.

Dan has been a tech journalist since 1981, so he’s seen it all. But he’s also now a prolific blogger (and he runs the ZDNet blogging network), so he knows all about new media, too.

He takes the reigns at CNET during a troubled time for the company. Traffic, at least according to Comscore, has slumped for their news properties. Private equity firms have made an effort to take control of the board of directors, and their CFO was fired earlier this month (Update: CNET is asking for a correction, saying he resigned, although our sources say he was fired).

It’s clear the housekeeping is ongoing, and they could not have hired a stronger editor in chief than Dan Farber (their new CFO, Zander Lurie, is also a very strong deal and finance guy). CEO Neil Ashe may finally be putting together an executive team that can turn CNET around.

I count 36 people writing content for CNET. Just for the record, they all now report to a blogger.

Dan, who describes himself as a “player/coach” says he will continue to write as well as manage the team.

Update: email to CNET staff from Joe Gillespie, EVP of CNET:

As you all saw from Jai’s email, our long-time friend and colleague is leaving CNET to focus on restoring his health and to “ponder what’s next.” It is always hard to say farewell to one person while welcoming another, so I’ll do my best here to give both our colleagues the recognition they deserve.

First of all, I’m very excited to announce that Dan Farber has been appointed the new Editor-in-chief of CNET News.com. As many of you know, with more than 20 years of experience as an editor and journalist, Dan is one of the most insightful and articulate observers out there today on the world of technology and new media.

I also want to recognize Jai and his countless contributions to our organization as well as CNET Networks. For 12 years, the name Jai Singh has been synonymous with CNET. His dedication to building a world-class news organization has made News.com one of the most credible and well-respected media entities today, with many of the industry’s most talented reporters and journalists under its roof. In addition, at the time of the Redball reunion, Jai took over as Editor-in-Chief of CNET Reviews. Over the past two years, his achievements have included the creation of the SLA, the launch of Crave and Webware, and improvements to the timeliness to the CNET product reviews process. Beyond CNET, Jai has been a trusted advisor and friend to many people in this company, and his leadership and integrity have contributed to CNET Networks’ growth into a leading online media company with some of the world’s most important and influential brands.

On a personal note, I want to thank Jai for his dedication, support and friendship during the past two years that he and I have worked together. I wish him all the best in his future endeavors and continued success. I also hope he’ll stop by so I can take him out for a cheeseburger every once and a while.

At the same time, I could not be more excited to have Dan at the helm of News.com. There is no one better suited to take the great news organization that Jai has built into the future. During his time as vice-president of editorial at CNET Networks and editor in chief of ZDNet, Dan has built ZDNet into the biggest voice in business technology and developed the ZDNet Blog Network. With over 30 bloggers, the ZDNET Blog Network includes some of the most authoritative and well-respected voices in the IT community.

I am also very pleased to announce some additional changes within the organization. On the editorial side, Scott Ard has been appointed editor-in-chief of CNET Reviews. Scott has held a variety of roles at CNET, including news editor for News.com and VP of content for CNET.com. Scott has also helped streamline the publishing process and instituted the SLA that has resulted in full reviews for key products being posted within a day of release. Scott’s experience on both the news and reviews side will ensure that CNET continues to produce the most timely, credible and relevant product reviews in the industry.

In addition, Erik Weigel has been named vice president of content operations and Mark Larkin has been named vice president of programming. Both of these guys have played instrumental roles in the development of CNET over the years. On the operations side, Eric and his team will continue the great work he’s already done to ensure that we are optimizing our resources for success. Over the past two years, Mark has taken CNET TV from concept to reality. As we saw today with the launch of CNET TV 2.0 and the closed captioning feature, the site continues to be an industry leader in the development of original video programming. As VP of programming, Mark will expand his responsibilities beyond CNET TV to oversee the front door as well as community features.

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Consumating To Join The Deadpool

Tag based dating site for geeks Consumating is to shut March 15, according to a notice posted to the Consumating forums.

Consumating was acquired by CNet in December 2005 and was later relaunched in June 2006. The sites traffic remained strong in 2006 then fell away in 2007 according to Alexa (the site was too small to register on comScore). The site currently ranks at 149,238.

The code for Consumating went open source in March 2007 and is available as “clonesumating” on Google Code here for those who think they might be able to make a better go of the concept.

Consumating joins the TechCrunch Deadpool.

(via Paid Content)

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Google To Acquire Stake In CNet?