Cnet Networks Inc - Additional Proxy Soliciting Materials - Non-Management (definitive) (DFAN14A)
April 01 2008 - 5:10PM
Edgar (US Regulatory)
UNITED
STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 14A
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Proxy
Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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Filed by the Registrant
o
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Filed by a Party other than the
Registrant
x
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Check the appropriate box:
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o
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Preliminary Proxy Statement
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o
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Confidential, for
Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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o
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Definitive Proxy Statement
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o
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Definitive Additional Materials
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x
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Soliciting Material Pursuant to
§240.14a-12
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CNET Networks, Inc.
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(Name
of Registrant as Specified In Its Charter)
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JANA Partners LLC
Spark Management Partners, L.L.C.
Velocity Interactive Management, LLC
Alex Interactive Media, LLC
Sandell Asset Management Corp.
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(Name
of Person(s) Filing Proxy Statement, if other than the Registrant)
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Payment of Filing Fee (Check the
appropriate box):
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x
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No fee required.
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o
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Fee computed on table below per
Exchange Act Rules 14a-6(i)(4) and 0-11.
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(1)
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Title of each class of securities to
which transaction applies:
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(2)
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Aggregate number of securities to
which transaction applies:
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(3)
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Per unit price or other underlying
value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth
the amount on which the filing fee is calculated and state how it was
determined):
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(4)
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Proposed maximum aggregate value of
transaction:
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(5)
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Total fee paid:
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o
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Fee paid previously with preliminary
materials.
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o
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Check box if any part of the fee is
offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing
for which the offsetting fee was paid previously. Identify the previous
filing by registration statement number, or the Form or Schedule and the date
of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration
Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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Various materials have been posted to
http://www.JANAGroupInfo.com. Copies
of such materials are filed herewith as Exhibit 1.
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On April 1, 2008, JANA Partners LLC
issued a press release, a copy of which is filed herewith as Exhibit 2.
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Information regarding the
Participants in a solicitation of proxies with respect to the Issuers 2008
annual meeting of shareholders is filed as Exhibit 2 to the Schedule 14A
filed with the SEC on March 13, 2008.
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