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News Corporation has finally won control of Dow Jones, owner of The Wall Street Journal, for $5.6 billion (£2.8 billion) after three months of grappling with the Bancroft family, who have now backed its bid with 37 per cent of their voting power.
News Corp and Dow Jones confirmed this morning that they had reached a definitive merger agreement.
Early this morning Rupert Murdoch, chairman and chief executive of News Corporation, parent company of The Times and Times Online, secured enough backing from the Bancroft family to go ahead with a formal $60 per share offer.
The Bancrofts, who have owned Dow Jones since 1902, hold 64.2 per cent of the voting shares and have been deeply divided over News Corp's offer.
However, New Corp now has backing from family members holding 37 per cent of voting stock which, when added to the 29 per cent of shares held by financial institutions believed to be broadly in favour of the offer, means it now has a comfortable majority supporting the deal.
Mr Murdoch said today: "I am deeply gratified at the level of support we have received from the Bancroft family and its trustees. Given the Bancrofts' long and distinguished history as custodians of Dow Jones, we appreciate how difficult this decision was for some family members. I want to offer the Bancrofts my thanks, and an assurance that our company and my family will be equally strong custodians."
In a statement, the Bancroft family said: "The process of thoroughly reviewing a broad range of possible alternatives for Dow Jones has been long, complex and arduous.
"After much soul-searching, hard work and analysis by Bancroft family members, trustees and advisers, shares held by family members and trustees representing approximately 37 per cent of the company’s voting power have been committed to support the News Corporation transaction.
“All the members of the Bancroft family, wherever each came out on the News Corporation proposal, share a deep love for Dow Jones, its people, its publications and its brands.
“It is our most fervent hope that in the years to come, The Wall Street Journal will continue to enjoy, and deserve, the universal admiration and respect in which it is held all over the world, and that the Journal and Dow Jones’s other print and online publications will continue to achieve great things as part of a larger, well-capitalised, global organisation committed to upholding the long tradition of journalistic excellence, independence and editorial integrity of which we are all so proud.”
The family was due to have made a decision on whether to support the $60 per share bid by Monday, at which point Mr Murdoch had won support from shareholders with just 25 per cent of voting stock, although by Tuesday morning this had increased to 30 per cent.
The deal was clinched when a family trust with 9 per cent of voting power swung its weight behind the News Corp bid. The family have been split over whether to support Mr Murdoch's offer, with some members concerned about editorial integrity under the ownership of News Corp. Dow Jones announced today that it has put together a five-strong special committee aimed at preserving "journalistic and editorial integrity and independence" of its publications.
The special committee includes Louis Boccardi, former chief of Associated Press, the news wire, American columnists Thomas Bray and Jack Fuller, digital techology expert Nicholas Negroponte and Jennifer Dunn, former Republican congresswoman.
Mr Murdoch will now table a formal offer for Dow Jones, whose board has already recommended the offer.
Media analysts said that financial content from Dow Jones's news wires, The Wall Street Journal and its Asian sister paper offered powerful content to drive News Corp's websites and publications.
"Dow Jones is one of the few working pay websites that actually generates subscribers," said Scott Maddock, managing director of 2MG Asset Management.
Mr Maddock added that News Corp's stewardship of the company would also increase the prestige of The Asian Wall Street Journal.
"The Asian Wall Street Journal has been not been as authoritative as it could have been and there's room for more resources. This is the fastest-growing region of markets and it's more and more relevant to have a strong journal servicing it," he said.
He was also confident that Dow Jones, which had been underselling its content for the past decade, could lift prices.
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