With Bancrofts Opposed: ‘No Action’ On Murdoch Bid

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By: E&P Staff

In the face of opposition to the deal by Bancroft family members, Dow Jones & Co.?s board of directors at its meeting Wednesday decided to take no action on the unsolicited $5 billion takeover proposal by Rupert Murdoch?s News Corp.

?A director who is a representative of the Bancroft
family, Michael B. Elefante, informed the Dow Jones Board of Directors today that members of the family and the trustees of trusts for their benefit have advised him that they would vote shares constituting approximately 52% of the outstanding voting power of Dow Jones as of May 1st (excluding options) against the proposal submitted by News Corporation to acquire Dow Jones,? the company said in a statement released Wednesday evening.

Dow Jones noted that approving a merger under Delaware law governing its corporate strucuture requires a majority of the outstanding voting power of a corporation.

?Accordingly, the Dow Jones Board of Directors has determined to take no action with respect to the proposal,? the company said.

There was no immediate reponse from News Corp. Murdoch has repeatedly described his acquisition offer as ?friendly.?

Murdoch is proposing a $60 cash or combination cash-and-stock offer that is about a 67% premium on the stock’s recent trading price.

Dow Jones stocked closed at $56.00 Wednesday, down 20 cents from its opening — a price soared by 57% on Tuesday.

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