http://online.wsj.com/article/SB117916675072402205.html?mod=home_whats_news_us
Bancrofts Stay Cool to Murdoch
Family Declines to Respond
To Latest Meeting Request;
Deal Pitch Gets New Twist
By MATTHEW KARNITSCHNIG
May 15, 2007; Page A3
Bancroft family members convened yesterday by conference call to discuss Rupert Murdoch’s latest attempt to woo them into accepting News Corp.’s $5 billion bid for Dow Jones & Co.
But the family, which controls about 64% of Dow Jones’s shareholder voting power, didn’t respond to Mr. Murdoch’s latest push for a face-to-face meeting, leaving continued doubts about his chances of winning enough support to gain control of the company.
In his latest letter, sent to family members Friday, Mr. Murdoch made a series of commitments, including giving the Bancrofts a seat on News Corp.’s board and pledging to safeguard the editorial integrity of The Wall Street Journal and other Dow Jones editorial properties. He sought to address a key concern of the family: the continued editorial independence of The Wall Street Journal. Family members had not responded to an earlier request for a meeting. (Read the letter6.)
Mr. Murdoch portrayed himself as a worthy steward of Dow Jones’s journalistic legacy, with the business acumen to ensure its future. He spoke both personally — invoking his father, his children and his own devotion to newspapers — and in business terms, promising the capital to expand farther and faster overseas and online.
The News Corp. chairman stopped short of raising the $60-a-share offer for Dow Jones, but asked for a meeting with the family and Dow Jones directors and employees so he could make his case directly.
A Dow Jones spokesman declined to comment on the letter. Michael B. Elefante, a Dow Jones director and partner at Boston-based law firm Hemenway & Barnes who represents much of the Bancrofts’ holdings, couldn’t be reached.
Mr. Murdoch’s letter, with its specific proposals, serves to heighten pressure on family members and keep them discussing the offer two weeks after its existence became public instead of just walking away. It could give members of the extended Bancroft family who don’t want to categorically resist the offer additional time to make their case to their relatives.
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I think it’s kabuki....he’ll add a few $$$ to the offer, and they’ll sell..my other theory..they’d like to do a tax-free exchange with NewsCorp stock..( to defer the HUGE capital gains liability) but Murdock may not want to have them as such a large minority shareholder block..IOW, it’s NOT that the deal isn’t going to happen, rather, this si about at what price and terms.