• Early April 2007: CBS management visited CNET's offices in San Francisco, met with members of CNET's management team, including Neil Ashe, Chief Executive Officer of CNET. No specific proposals resulted.
• December 2007: Mr. Moonves contacted Jarl Mohn, Chairman of the CNET Board.
• January 2008: Mr. Moonves contacted Mr. Ashe.
• January 30: the CBS Board reviewed CNET.On March 18, 2008, Moonves and Reynolds visited CNET in San Francisco.
• March 31: the CBS Board authorized CBS' management to pursue a business combination transaction with CNET.
• April 2: Reynolds called Ashe. Ashe indicated that the CNET Board might consider a proposal if properly valued. CBS was willing to consider an all-cash transaction at a 40% premium.
• April 9: Mr. Ashe called Mr. Reynolds. The CNET Board considered the CBS price indication to be too low. Reynolds reiterated that CBS' price indication did not reflect any value that might be uncovered in due diligence.
• April 24: Moonves contacted Mr. Ashe to continue discussions.
• May 1: Mr. Reynolds called Mr. Ashe reiterated a price of $10.50 per share and informed Mr. Ashe that CBS had acquired Shares.
• May 2: Mr. Ashe reiterated that CBS' proposed price did not reflect the value of CNET's agreement with Yahoo! Inc. and certain cost cutting efforts. Morgan Stanley called Reynolds and encouraged CBS to present terms in writing.
• May 5: CBS delivered a letter, which specified the terms at $10.75 per Share a 42% premium. Morgan Stanley called Reynolds and noted that CBS' price indication was too low.
• May 7: CBS and CNET entered into a confidentiality agreement allowing CBS to conduct a review of CNET.
• May 8: CBS' legal counsel commenced review of non-public information regarding CNET.
• May 10: Reynolds informed Morgan Stanley CBS was to increase to $11.25 per Share. Morgan Stanleyindicated that CBS would need to increase the purchase price.
• May 11: Mr. Reynolds indicated to the Morgan Stanley representative that CBS was willing to increase its proposed price to $11.50 per Share.
• May 12: Mr. Reynolds noted that CBS' proposed price of $11.50 per Share was CBS' best and final price, but that CBS could agree to a reduced termination fee.
• On May 14 and into the following early morning, CBS and CNET completed final negotiations.

An article on Friday about CBS's $1.8 billion deal to buy CNET Networks misstated, in some copies, the color of the sneakers worn by Quincy Smith, president of CBS Interactive, in an appearance last week at the network's upfront presentation for advertisers. As an accompanying picture showed, they were dark-colored — not his trademark white ones.

Reporters can take some solace in comments by CNET CFO Zander Lurie to analyst Imran Kahn dismissing the threat from tech blogs ("we do a lot of the things that the aforementioned bloggers don't do") and promoting original content ("You have to have (the) in-house editorial staff"). But will the San Francisco-based company even keep the name CNET? "At this time we don't know," says the employee FAQ. Just in case, save up that CNET schwag: Selling it on eBay could be a way to supplement severance packages. (Photo by Adam Buchen)

• Tim Hanlon, EVP-Ventures, Publicis' Denuo:

  It gives [CBS] credible content in tech that can be leveraged across CBS radio and news. It gives CBS broader reach online. Weather Channel/weather.com might be next.

• Alan Schanzer, managing partner, at WPP Group's MEC Interaction:

  It's not always going to be the case where people go home and turn on their TV to watch CBS. It will be much more about CBS going out to this mass audience of people and saying we have this content, come watch it.

• Greg Smith, COO of Neo@Ogilvy:

  CBS is primarily a TV company. The news division has been increasingly under-financed and this can provide a shot in the arm. Plus, CBS isn't getting any younger over there.

Quincy Smith: We like the logo. We may borrow it.

Valleywag: CNET in the eye? It's already yours. That was one of your new employees, Andrew Mager. So Quincy, what do you buy now? There's nothing left.

Smith: What are you talking about? Are you crazy? That's like saying the Internet has stopped.

Valleywag: Have you heard of Jonathan Zittrain? I'm told he's trying to stop the Internet.

Smith: Zittrain and I went to college together, but I don't think he knew me. He was much smarter. I don't want people to think this is one big deal. The Internet is a big new medium, not rebroadcast television. Hey, we have a platform to retaliate now!

Valleywag: What, do I have to watch out for Caroline McCarthy?

Smith: We're going to put the two of you on mixed martial arts. Until you have that platform to really build that out — you've got to make sure you have a footprint. Think about CNET and all the properties they have, not just CNET.com. That's like saying CBS Interactive is just CBSSports.com. There's MP3.com, there's Radio.com, there's Chow, there's UrbanBaby.

Valleywag: So you're saying all the acquisitions you did before CNET are pointless, and now that you bought CNET, you can do more?

Smith: Now I know why no one ever talks to you. No, we did Wallstrip, we launched MobLogic.tv, we bought DotSpotter, which you guys broke, which was really an acquire-hire — those guys are redesigning CBS.com. But we think we're getting a real asset in CNET, there's a real business there. Look, I'm getting the hook, good talking to you!

Sites like Engadget and Gizmodo (the latter published, like Valleywag, by Gawker Media) seemed too small to matter when they launched; by the time CNET got around to trying to compete with the tech blogs, it was too late. In the meantime, having deluded themselves into thinking they had conquered tech publishing, CNET managers pursued off-brand expansions into baby and food sites, areas in which it had no particular experience or other value to add.

CNET was at its sharpest when dueling with rival ZDNet, the online publisher of once-formidable tech publisher Ziff-Davis. Since it merged with ZDNet and became a conglomerate of online brands — hence the "CNET Networks" name — it has devolved into soft, bureaucratic mediocrity, a trend only accelerated by the departure of cofounder Shelby Bonnie in 2006. If buying CNET was Smith's one big idea, we'll gladly lend him another: Shuffle current CNET CEO Neil Ashe out the door as soon as possible.

(Image by Andrew Mager)

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.

In 2002, 86 percent of the revenue from IDG's publications came from print and 14 percent online. These days, 52 percent of the revenue is from online ads, while 48 percent is from the print side.

I don't buy the theory promulgated by self-interested rivals that blogs are nibbling away at CNET; it has always had rivals, and its sites' traffic has continued to grow as the general interest in gadgetry rises.

But if you look at CNET's income statement, the story is simple: revenues are nearly flat, while costs have soared. For that, the most likely culprit is CNET's diversion into content areas like food and babies, in which it has no expertise and its advertisers have no interest. Trying to expand horizontally has been a fruitless distraction. Rolling up smaller blogs to expand the inventory its salespeople can sell — that would actually make sense. CNET's deal with Yahoo to license its tech content and cooperate on ad sales is a positive sign of management focus, but it smacks of being too little, too late. Selling everything outside CNET's core expertise and spending the proceeds on a rollup strategy would be the right move, but I'm not sure CNET CEO Neil Ashe is brash enough to do that.

There you have it: Microsoft gets to produce an awesomely cheesy video to pump up the sales troops — but in a way that lets them pretend to be air-quotes cool, resistant to such straightforward come-ons. PR then strategically leaks it, lets the blogosphere react predictably, and finds a gullible square of a tech reporter to declare victory on Microsoft's behalf.

Gizmodo has it right: Why is Microsoft wasting money on staging fake concerts? To which I'd add: Why are they then thumping their chests about how they "fooled" bloggers? Unembarrassed, Microsoft is now challenging competitors to make an even more ironic-fake-bad-but-not-really video. To see the Microsoft spin machine at work on such a worthless cause should give Google new hope.

the terrible irony, shawn rose should never have been hired to run tv in the first place, as he talks and talks his way into all kinds of crazy shit. now another suit replaces the suit they booted, and this one's wearing purple. he literally got nothing done at Y, and to date, has done nothing at CNET

another examaple of how over-puffed-up yahoos wiggle into new digs and maintain that same level of low-productivity and paper pushing...

i'm a former cneter with friends at both companies, and it's just sad to see a good (though embroiled) talent like Larson go, for a sucker like Rose - all my contacts on the inside are literally scratching their heads... totally blindsided the team... they feel like chumps because no one told them this was coming

if Rose gets you in a room, he doesn't shut up... talks and talks, and his claim to fame that he'll invariably bring up to everyone he meets, is that he created some search engine that he sold to AltaVista some 10 years ago. Something I'm sure he made a few bucks on, enough to buy a small bit of vineyard up north, but something that is so entirely irrelevant to any current internet job it's laughable

The memo is as transparent as it is salient. Simply, Neil Ashe states that CNET needs to embrace change by exploiting their first-mover advantage to drive efficiencies by conceptualizing and architecting brand-centric, seamless, end-to-end, best-of-breed solutions for forward-leaning virtual communities.

The new is old. Agile is the new New. We are at the tipping point. This will change everything. It's about dynamic aggregation, not static accumulation. High impact/low adhesion. Vertically integrated solutions for a flat world. Long tail, meet fat snout. You need someone who gets it: Splog is an aggregate noun. Roll your own roll-your-own. Social is the new push. Tag the globe, then globalize the tags. Microformats for metablogging. Enable rich-client widgets for on-demand streams. Above all, incentivize semantic synergies and you'll never have to worry about monetizing sticky eyeballs — they'll be glued to your viral paradigm!

I was one of the CNET layoffs today. I was shocked to have my position eliminated after I worked full-time while undergoing cancer treatment. Holy God, how much more committed could I be? Our benefits were extended through May 31. I hope I have a job by then, otherwise I am SCREWED.

More blogs are raising venture capital. Funding for bloggers is heating up. Writers suddenly want to be paid market wages, far above the $5 per post that they received two years ago. The only way to get to a massive valuation is for the top talent to band together in a company where they each have an equity stake. But if you bloggers raise $3-$5 million on say a $10 million valuation, you've just priced yourself out of the rollup. What I'd like to be a part of is the blogger equivalent to the 1992 U.S. Mens Basketball Dream Team. That team could take CNET apart in a year, hire the best of the survivors there, and then move on to bigger prey.

For the record, Valleywag is seeking to raise $10 million. What? For an equity stake in this blog? Are you an idiot? Nick Denton doesn't toss around shares like that Craig Newmark twit. We're hoping someone will just give us the goddamn money and go away.