Updated: NWS-DJ Watch: Bancroft Voting Deadline Passes; Deal Still Uncertain

0 Comments

WSJ is reporting that the Bancrofts have until 5 p.m. Monday to tell the lead trustee how the various trusts will vote. As of late Sunday, it was still too close to call. We’ll keep you posted.

Update: Will try not to nickel and dime you but it sounds like News Corp. is applying some pressure as the vote nears. The Journal reports that News Corp. is “highly unlikely” to proceed if the Bancrofts don’t show more support. The Journal’s latest count had about 28 percent of the family’s shares going with the bid.

Update II: 5 p.m. eastern has come and gone without anything definitive. Following the “highly unlikely” comment above, the Street knocked the value of DJ shares down 5.3 percent to $51.56. The latest from the Journal has family members and DJ directors scrambling to secure votes as the deadline “came and went.” The News Corp. board is supposed to decide at a meeting Tuesday whether or not to pursue a full shareholder vote. Anything less than 30 percent from the Bancrofts could derail the process; a slightly smaller amount could be enough in theory but wouldn’t leave much of a cushion.

— This is so close that the Dow Jones ad hoc board committee postponed its 5 p.m. meeting because Christopher Bancroft, a DJ director and heir with veto power over about 15 percent of the family’s shares, was on a plane and couldn’t be reached.

Update III: NYT is reporting that more than 30 percent of the Bancroft shares have pledged to sell but not all the agreements are in hand and lead trustee Michael Elefante, a DJ director, has yet to provide a precise count. At least one set of trusts had yet to respond. Both the NYT and WSJ report some votes are being held up over who will pay the fees of bankers and lawyers acting as advisers to the family. The idea by some is that paying the fees would provide the differential in share price sought by some of the family.

WSJ: “News Corp. would assume these liabilities if it bought Dow Jones. The fees could total at least $30 million, according to people familiar with the situation. … The money would be paid only if two key holdout shareholders agreed to the deal: Christopher Bancroft and a group of trusts managed by Denver law firm Holme Roberts & Owen.” The latest estimate gives News Corp. 29 percent of the vote.

Comments are closed.