View Full Version : News Corp. Rebuffs Reported Level Of Dow Jones Family Support

07-30-2007, 07:53 PM
News Corp. rebuffs reported level of Dow Jones family support


Published: Monday July 30, 2007

Rupert Murdoch's News Corp. said Monday it was "highly unlikely" it would proceed with its five-billion-dollar offer for Dow Jones Co. at the reported present level of support of the controlling Bancroft family.

"If the votes were to remain at present reported levels, it is highly unlikely that we would proceed the offer," News Corp. spokesman Andrew Butcher told AFP.

The Wall Street Journal, the crown jewel of Dow Jones's assets, reported Monday that the outcome was too close to call in the final hours of deliberations amid "heated" negotiating ahead of a deadline Monday, citing people familiar with the matter.

The members of the Bancroft family, which has controlled Dow Jones Co. for more than a century, appeared close to accepting the takeover offer, the Journal said.

The family, which controls 64 percent of the voting power in Dow Jones through a complex web of trusts, has been sharply split over Murdoch's hostile 60-dollar-per share bid.

The offer represents a huge premium over the share price just prior to the offer made three months ago, but some family members are concerned that a takeover by News Corp. would damage the integrity of Dow Jones's businesses, including the Journal, the leading US business daily.

Members of the family had met last Monday to consider Murdoch's offer after it had been endorsed by the Dow Jones board two weeks earlier.

Michael Elefante, the family's lead trustee, gave members who wish to support the agreement a 5:00 pm (2100 GMT) deadline to present him with individual votes, the Journal reported Monday.

Elefante indicated to some Dow Jones board members late Sunday that he has slightly less than the 30 percent of the overall vote, while News Corp. probably needs family votes representing about 30 percent of the overall vote to succeed, the newspaper said.

As of late Sunday, almost 28 percent of the family votes supported the deal, according to a person close to the board, the newspaper said.

Common shareholders representing 29 percent of the overall voting shares of the company are expected to vote for the deal overwhelmingly, "thereby ensuring a majority," it said.

In addition to The Wall Street Journal, Dow Jones publishes Barron's and SmartMoney magazines, MarketWatch, DowJones Newswires, Dow Jones Indexes and the Ottaway group of community newspapers.

Murdoch's offer, made privately to the board on April 17 and announced on May 1, marked a 65 percent premium over the Dow Jones share price prior to the offer. If accepted, 1.2 billion dollars would go directly to the Bancroft family.

Elefante is facing pressure from some of his partners at Hemenway Barnes, the Boston law firm that manages most of the family's trusts, to demand more for the family's super-voting shares, the Journal reported Monday.

Murdoch has insisted he would not raise his offer. A source close to Murdoch said he is comfortable dropping the bid if the family does not accept his offer, the newspaper said.

Although no other company is competing against Murdoch to acquire Dow Jones, Brad Greenspan, the founder of the MySpace social network website, unveiled an alternative proposal on July 20.

The Internet entrepreneur launched a revised offer under which his investment group would provide a loan of between 400 million and 600 million dollars to Bancroft family members "to buy out liquidity-seeking family members" at 60 dollars per share -- matching News Corp.'s offer.

Murdoch is racing to acquire Dow Jones ahead of the planned October 15 launch of a News Corp. business news cable television channel, Fox Business Network, in the United States.

The channel will increase News Corp.'s US cable offerings, which already include Fox News Channel.

Murdoch's other assets include the Times of London, Britain's Sun tabloid, The Australian, The New York Post and the Star network, an Asia-based satellite broadcaster.