News Corporation and Plaintiff Stockholders Reach Agreement to Settle Delaware Litigation

Mon Apr 22, 2013 8:21am EDT

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News Corporation and Plaintiff Stockholders Reach Agreement to Settle Delaware Litigation

News Corporation (NASDAQ:NWS;NWSA;ASX;NWSLV), plaintiffs Amalgamated Bank, as Trustee for the LongView LargeCap 500 Index Fund and the LongView LargeCap 500 Index VEBA Fund, Central Laborers Pension Fund and City of New Orleans Employees’ Retirement System, and lead plaintiffs' counsel in the pending derivative litigation in Delaware, Bernstein, Litowitz, Berger & Grossmann LLP, and Grant & Eisenhofer, P.A., today announced a settlement in principle between the Company, the defendants in the action, and the plaintiffs. The agreement, which is subject to Court approval, will resolve a number of related complaints that were filed against the directors of News Corporation by stockholders in 2011-2012 and consolidated into one legal action. The settlement is outlined in a Memorandum of Understanding (“MoU”) which has been filed with the Court and is available for review at www.newscorpderivativesettlement.com/pdf/mou.pdf.

Under the terms of the MoU, News Corporation will recover $139 million in insurance proceeds, and build on significant steps the Company has taken at the direction of its Board over the last year to strengthen its global compliance structure and corporate governance. News Corporation acknowledges the meaningful role the plaintiffs and their counsel played in the Company’s continuing efforts to enhance the important compliance and governance structures and policies that the Board and management of News Corporation have adopted over the last year and are adopting as part of the settlement. Also as a condition of the settlement, these enhancements will be adopted by both companies that emerge from the separation of News Corporation into two distinct, publicly listed companies, and will remain in place until at least December 31, 2016.

About News Corporation

News Corporation (NASDAQ: NWS, NWSA; ASX: NWS, NWSLV) had total assets as of December 31, 2012 of approximately US$63 billion and total annual revenues of approximately US$34 billion. News Corporation is a diversified global media company with operations in six industry segments: cable network programming; filmed entertainment; television; direct broadcast satellite television; publishing; and other. The activities of News Corporation are conducted principally in the United States, Continental Europe, the United Kingdom, Australia, Asia and Latin America.

About NOMERS

The City of New Orleans Employees’ Retirement System was established and placed under the management of the Board of Trustees and supported by a full-time staff for the purpose of providing retirement allowances and death benefits for all officers and employees of the city and the parochial and judicial officers and employees of Orleans parish. The retirement system is a defined benefit plan as defined by Section 401(a) of the Internal Revenue Code. The original effective date of the retirement system is July 1, 1947.

About Amalgamated Bank

Founded in 1923, Amalgamated Bank invests workers’ retirement savings through its LongView Funds. With about $10 billion in assets under management, the Bank works to enhance shareholder value through corporate governance reforms at portfolio companies. Amalgamated Bank is available online at www.AmalgamatedBank.com.

News Corporation
Nathaniel Brown, 212-852-7746
Nbrown@newscorp.com
or
Bernstein Litowitz Berger & Grossmann LLP
Mark Lebovitch, Esq., 212-554-1519
markl@blbglaw.com
or
Grant & Eisenhofer, P.A.
Jay Eisenhofer, Esq., 212-722-8505
Jeisenhofer@gelaw.com