labels: industry - media, m&a
Dow Jones trustee opposed to sale of WSJ: Report news
26 July 2007

The Wall Street Journal has reported that trustee Jane Cox Macelree of its parent company, Dow Jones & Co, argued at a meeting that selling the company to Rupert Murdoch''s News Corp could compromise the paper''s independence.

Macelree shares voting control over stock representing 15 per cent of Dow Jone''s total votes.

She argued against accepting Murdoch''s offer, which the board of Dow Jones last week (See: Dow Jones board clears $5 billion News Corp bid, seeks Bancrofts'' nod) at a meeting attended by 33 family members who were briefed in person or by phone on the details of a $5 billion offer by News Corp.

The board''s endorsement prompted director Dieter von Holtzbrinck, who is the chairman of family firm von Holtzbrinck that owns a number of leading German newspapers; to resign in protest saying the takeover would threaten the group''s journalistic values. (See: Director quits Dow Jones over board''s endorsement to Murdoch''s bid)

The Bancroft family has held a controlling stock in Dow Jones interest in Dow Jones since 1902 and currently owns a majority 64 per cent.

The company''s advisers have called on the Bancrofts to make a decision by early next week, though some family members are resisting the idea of a deadline.

For its bid to succeed, News Corp requires family-owned shares representing at least 30 per cent of Dow Jones''s overall voting shares in its favour in the event of non-family shareholders backing the deal with an overwhelmingly majority.

Christopher Bancroft, one of three family members on the Dow Jones board, recently approached hedge funds, private equity firms and General Electric Co, in a bid to get enough voting shares of Dow Jones to give him the power to block a sale.(See: Dow Jones board member opposes sale to News Corp)

Bancroft''s cousin Leslie Hill, another Dow Jones director, has also been exploring options for an alternative to Murdoch''s offer, but the two relatives are not working together.

The Bancrofts are divided into three main branches, the Cox branch, which includes Macelree, is perhaps the most divided. Two of Macelree''s sons favour a sale to Murdoch, while the third is leaning against, say people familiar with their thinking.

Her four daughters, including Dow Jones director Leslie Hill, are mostly aligned with their mother.


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Dow Jones trustee opposed to sale of WSJ: Report