Owners of Dow Jones Convene to Vote on Bid

Members of the family that controls Dow Jones met in person and by phone at a Boston law office yesterday to hear details of Rupert Murdoch's $5 billion bid for their company.

The 35-member Bancroft family, descended from the founder of the modern Wall Street Journal, controls 64 percent of Dow Jones's voting stock. The fate of Murdoch's bid is in their hands; the company's board of directors recommended last week that the family approve the deal.

"Today's meeting of Bancroft family members, trustees and advisers was very productive," Michael B. Elefante, the lead Bancroft trustee on the board, said in a statement yesterday. "The family members and trustees now have all the information they need to make informed decisions about the News Corp. proposal."

Both sides expect that the Bancrofts will vote their shares in coming days, meaning an agreement could be reached as early as tomorrow. The deal would give Murdoch control of the Wall Street Journal, the financial weekly Barron's, the Factiva business-news database, a group of community newspapers and other assets.

Also yesterday, a New York judge combined two shareholder lawsuits filed against Dow Jones in May that seek class-action status and would compel the company to sell to Murdoch. Murdoch's bid of $60 per share for the company was well above its trading value before his offer became public May 1.

Analysts and observers generally think that if the Bancrofts kill the deal, it could cripple Dow Jones. That leaves the family little choice but to approve the takeover.

Before Murdoch's bid, shares of Dow Jones were trading in the mid-$30s. Afterward, they soared to more than $60 per share. The stock closed down 31 cents yesterday at $54.69.

If the Bancrofts reject Murdoch's bid, many also fear that Dow Jones's stock will tumble even lower than its pre-bid price.

The family is split on the offer. Some think Murdoch's bid is too high to pass up. Others fear Murdoch will meddle in the Journal's journalism and use it to further the interests of his $70 billion news and entertainment company.

Dow Jones director Christopher Bancroft walked out of a board meeting last week in anger. Dieter von Holtzbrinck resigned from the board in what he characterized as a protest of Murdoch's possible takeover. Von Holtzbrinck's German publishing empire owns a daily financial paper in that country that would have to compete against what could be a heavily muscled Wall Street Journal Europe.