The New York Times is reporting that a group of investors has gathered a 21% stake in CNET and is trying to take over the board of directors and seriously shake things up. This comes after years of poor stock performance, including a 19% decline over the last three years as other Internet companies have soared.

The consortium, which consists of Sandell Asset Management, Spark Capital, and entrepreneur Paul Gardi, sent a letter to the CNET board of directors two weeks ago (it has not yet been published). The proposal was rejected by CNET, and a number of anti-takeover provisions are hampering the efforts of the consortium to get control of the board.

Just a little over two months ago CNET CEO Neil Ashe said all was well at the company. The problem is that the markets don’t seem to agree. The NYT article mentions that only two of the 18 analysts that follow CNET recommend a buy on the stock.

We recently noted that CNET traffic has slumped, particularly when compared to large gains made by the NYT and others. The New York Times mentions this as well, and compares CNET News.com traffic to TechCrunch:

The company, founded in 1992, has more than 2,600 employees. It has been particularly hard hit because of increased competition in its core market from technology-focused blogs like TechCrunch, written by a handful of people at a fraction of the cost. In September, page views at TechCrunch surpassed those at CNet’s News.com, long considered the industry stalwart. In October, TechCrunch and its sister site had eight million page views compared with News.com’s six million page views, according to comScore Media Metrix.

CNET is currently worth $1.3 billion, but many people (including me) argue that the value of the parts is greater than that, and have recommended that the company sell off more assets for cash. Last quarter, CNET lost $16.65 million on $99.5 million in revenue.