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Dow Jones and News Corp: Very 'Guys & Dolls,' very wrong

It was the news as soon as I logged into my computer this morning from my West Coast office: Rupert Murdoch's News Corp. (NYSE: NWS) had made a whopping $5 billion bid for Dow Jones & Co. (NYSE: DJ). The bid was unsolicited and, it seems, entirely hostile to the Bancroft family, who controls Dow Jones and seems to be rejecting the generous offer.

It's a cute story, very Guys & Dolls. On one hand we have Dow Jones with its flagship brand, the Wall Street Journal. The paper is everything about wealth -- its very emblem the center of all the world's markets, Wall Street -- the editors are known for their conservative bent, the writers are known for their unparalleled and brainy research, even the design is known for its long-time avoidance of peripherals like color printing and photographs. On the other hand, we have Rupert Murdoch and his gang of vagabonds, from FOX broadcasting (need I really say more than "Next on FOX... Are You Smarter Than a Fifth Grader?") to the vast spoiled brat of recent acquisition MySpace. They're very other-side-of-the-tracks, the kind of news organization that would get a tattoo on its buttocks and then try to slip it in as the senior picture in the high school yearbook.

They're not a match made in heaven. They're a match made for Joe Millionaire, or Broadway. It's not real life; it wouldn't work. Whether or not the money is right, the styles are so vastly different, the respective organizations' reputations so opposite, any so-called "synergy" would be lost before the first page of the merger agreement was drafted.

Continue reading Dow Jones and News Corp: Very 'Guys & Dolls,' very wrong

Dow Jones: You didn't have me at $5 billion?

Despite a blockbuster bid of $60 per share from News Corp. (NYSE: NWS), the stock price of Dow Jones and Co. (NYSE: DJ) ended the day at $56.20, a discount of more than 6% to the offer price. There is definitely a good amount of uncertainty on the offer (but it should be fertile ground for traders).

Now, according to a report from the Wall Street Journal [a paid service], it looks like a slight majority of the Bancroft family doesn't want to do the deal. And, in light of their super-voting power, that means they can kill it.

Why not support the deal? Well, I'm sure there's a lot of emotion involved. What's more, there's probably some skepticism of News Corp's leader, Rupert Murdoch. Might he turn Dow Jones into his personal soap box or make it schlocky?

Yet, this may be a way for the Bancrofts to get other suitors to the table.

The problem is that not many would likely pay Rupert's price.

Some of the possible buyers include Bloomberg, the Washington Post Co. (NYSE: WPO)., and the New York Times Co. (NYSE: NYT). Hey, there may be some wild cards like Google Inc. (NASDAQ: GOOG). After all, doesn't it like to pay premium prices?

Tom Taulli is the author of various books, including the Complete M&A Handbook and the EDGAR-Online Guide to Decoding Financial Statements.

Dow Jones' Bancrofts reject Murdoch's offer

The Bancroft family, Dow Jones & Co.'s (NYSE: DJ) controlling shareholders, rejected a $5 billion offer for the publisher of the Wall Street Journal from Rupert Murdoch's News Corp. (NYSE: NWS).

News of Murdoch's $60 sent shares of the New York-based media company skyrocketing. How the family can ignore a 65% premium over its Monday closing price is beyond me. This may have been the last hope for Dow Jones' long-suffering shareholders, those that didn't ride today's rally anyway.

As I argued earlier, it's unlikely that Murdoch did this without at least getting some indication that the Bancrofts might be interested in selling. MarketWatch says the Australian billionaire's overture "appears to have been narrowly" rejected, without explaining itself further.

Murdoch doesn't have many options since the Bancrofts, like the New York Times Co.'s Sulzbergers (NYSE: NYT), control Dow Jones through a dual class stock ownership system. This story isn't over yet.

Dow Jones, whose Wall Street Journal editorial page regularly rails against trial lawyers, may get to know quite a few of them soon. The board is going to have lots of explaining to do.

Meanwhile, I would like to offer my condolences to anyone who bought shares of Dow Jones or other newspaper stocks on this rally.

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Last updated: May 28, 2012: 07:25 AM

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