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UPDATE 1-Dow Jones does not need higher Murdoch bid-Ottaway

Thu May 24, 2007 5:59pm EDT

(Adds second shareholder lawsuit in fourth paragraph from bottom)

Mergers & Acquisitions

By Robert MacMillan

NEW PALTZ, New York, May 24 (Reuters) - More than 200 e-mail messages awaited Jim Ottaway last weekend. Instead, he spent some time reading the Odyssey -- in ancient Greek.

Ottaway, who controls more than 6 percent of Dow Jones & Co. Inc.'s DJ.N voting shares, has been in high demand after he publicly rejected Rupert Murdoch's $5 billion bid for the company in the pages of its flagship, The Wall Street Journal.

Journalism purists cheered and the financial community reacted with slack-jawed surprise at the notion that anyone would refuse that kind of money. At $60 per share, Murdoch's offer represented a stratospheric 65 percent premium to Dow Jones' stock price when the bid was disclosed late last month.

"We're not trying to get another $2 a share. We don't want to sell to Murdoch for $75 a share," Ottaway, 69, told Reuters over lunch at a Greek-run diner in New Paltz, a small college town 85 miles from New York City in the Hudson River valley.

"It's the principle, not the price .... It's the person, not the price," he said in an interview earlier this week.

Ottaway, who has been part of Dow Jones since his family sold their local daily and weekly newspapers to the company in 1970, is not concerned that its stock price is almost certain to erase recent gains if Murdoch's bid fails.

"I don't get any great pain if they lose money because they thought Murdoch was going to win," he said as he picked at a slice of chocolate cake and nursed a cup of coffee. "They're not long-term investors interested in independence and the slow, steady growth of Dow Jones."

Like many members of another family, the Bancrofts who primarily control Dow Jones, Ottaway thinks selling to Murdoch would hurt The Wall Street Journal's editorial integrity.

His complaints about the Australian media mogul include a perception that Murdoch's newspapers have been soft in their treatment of China's government due to his business interests in the country and that news coverage in his publications, including the New York Post, show political bias.

A News Corp. spokesman was unavailable for comment, but the company has said in published reports that Ottaway's concerns reflect "tired cliches." Murdoch has also said News Corp. would safeguard editorial integrity of Dow Jones publications.

FROM TROY TO THE DIXIE CHICKS

Ottaway left Dow Jones as senior vice president in 2003 and quit the board in 2006, but remains influential as he and his immediate family control 6.2 percent of its Class B stock, which give them more power than ordinary Class A shareholders.

At first glance, he appears an unlikely adversary to the globe-trotting Murdoch, 76. Ottaway is slender, bespectacled and wears his salt-and-pepper hair a little on the long side.

He looks more like a rumpled professor than a veteran publisher and lives in New Paltz, where the coffee shop tip jar has a sign reading "Impeach Bush" and the scent of incense spills out of the New Age bookstore on to a sleepy street.

He loves the language and architecture of the ancient Greeks and has worked on archeological digs in the ruins of Troy.

"I am bred to think that newspapers are one of the most important institutions in American democracy," said Ottaway, who drives a Subaru Outback loaded with CDs by the Dixie Chicks, Alison Krauss and U2.

His family is not as powerful as the Bancrofts, who control 64.2 percent of voting shares, but Ottaway is nearly the sole public voice against Murdoch since the Bancrofts have made few statements other than to oppose the bid early on.

One, Dow Jones board member Christopher Bancroft, told Reuters the Journal "needs to be kept independent from owners that might otherwise use it for their own purposes." Bancroft also commended Ottaway's stance.

Meanwhile, two shareholders have sued Dow Jones' board for deciding not to consider Murdoch's bid.

One lawsuit, filed on Thursday in the New York State Supreme Court, said the Bancrofts have "put their personal interests ahead of the interests of Dow Jones' shareholders" by refusing to consider Murdoch's offer.

An analyst this week speculated that Murdoch could walk away from Dow Jones, owner of Dow Jones Newswires, which competes with Reuters Group Plc RTR.L and Bloomberg.

Ottaway conceded the Bancrofts may find another buyer for the company, but was steadfast in his rejection of Murdoch.

"Sure we're going to have ups and downs, but the company is basically sound and can survive very well without Mr. Murdoch swallowing it," Ottaway said. "You can't sue a shareholder for saying 'I don't want to sell.' That's simple, basic law."

(For more details from the interview, please visit the Reuters MediaFile blog: here)



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