Dow Jones Board to Take Over News Corp. Negotiations

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Dow Jones & Co. Inc. (DJ) said on Wednesday its board will take over negotiations related to a $5 billion takeover offer from Rupert Murdoch's News Corp. (NWS), a move that could bring a quicker resolution to the talks.

The decision follows several weeks of discussions within Dow Jones' controlling Bancroft family that have failed to bridge a rift over whether to accept Murdoch's offer.

Bancroft representatives presented proposals to the board Wednesday for addressing key concerns about the bid, including ways of preserving editorial independence, a spokesman for the family said.

Dow Jones, publisher of the The Wall Street Journal, said its board would evaluate all proposals for the company as well as the possibility of remaining independent.

Separately, Internet investor Brad Greenspan said he had offered to buy a 25-percent stake in Dow Jones at $60 per share -- the same price being offered by Murdoch -- in what he described as a partial buyout, for a total of $1.25 billion.

Greenspan founded Intermix, home to the MySpace social network that was bought by News Corp. in 2005.

He left Intermix in 2003 amid an informal U.S. Securities and Exchange Commission inquiry and accounting restatements.

Later he became a vocal critic of News Corp.'s purchase of the company, saying the deal defrauded shareholders. A Los Angeles judge rejected his challenge in late 2006.

Members of the Bancroft family, which controls 64 percent of Dow Jones' voting shares, met Murdoch earlier this month to discuss his unsolicited offer for the company.

The family has said it would entertain other proposals as well, but no rival bids for the whole company have emerged.

Murdoch's offer comes amid an acute slowdown in newspaper advertising revenue and circulation as more readers move to the Internet.

Expectations of further declines have prompted newspaper groups such as Tribune Co. (TRB) and Knight Ridder to accept buyouts, while others have sold off assets.


Some Bancroft family members oppose Murdoch's bid out of concern for the editorial independence of its news operations, including Barron's and Dow Jones Newswires. Reuters Group Plc competes with Dow Jones in providing financial news.

Their proposals raised on Wednesday include protections for key editors, an independent editorial board and an unspecified amount of power for the family to enforce the provisions.

"This is an approach that the family directors and the Dow Jones board as a whole have jointly concluded is the best way to proceed," said Bancroft family spokesman Roy Winnick. "It will have teeth, it will be enforceable."

Companies considering a rival bid include General Electric (GE), which controls the CNBC cable business channel, together with Financial Times publisher Pearson Plc .

Several other potential suitors have emerged as well, including billionaire investor Ron Burkle who is working with Dow Jones' employee union to court other bidders.

Under Greenspan's proposal, Dow Jones shareholders could sell at least 25 percent of their stock, but shareholders who do not want to sell would not be required to do so.

An investment group led by Greenspan would make a separate purchase of $250 million in stock from the company, also at $60 per share. Greenspan said he would propose expanding Dow Jones' board by two seats and nominate candidates for them.

Dow Jones shares fell to $60.28 in extended trading after closing at $60.65, up $1.90 on the New York Stock Exchange.

News Corp. is the parent company of