Categories: OLD Media Moves

Minority of Bancrofts could block sale

Floyd Norris of the New York Times writes Monday that a minority of the Bancroft family members could block Dow Jones & Co.‘s sale to News Corp. He projects it could happen if there are Bancroft family members owning 9.1 percent of the Class B shares who refuse to sell the owner of The Wall Street Journal.

Norris wrote, “But could a family minority block such a sale? Under certain circumstances it is possible, because of the nature of the super-voting stock that Dow Jones has, for a family minority to obtain a veto when the rest of the family decides to sell.

“‘Unlike some controlling shareholders, the Bancrofts cannot sell control,’ said Jeffrey Gordon, a professor at Columbia University Law School who has written extensively on dual class ownership of shares. ‘This raises the possibility that a minority of the family could block the sale.’

“Under Dow Jones rules, Class B shares have 10 votes per share, while Class A shares, the ones traded on the New York Stock Exchange, have but one vote. But when Class B shares are sold, they become Class A shares, and lose their special voting rights.”

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Chris Roush

Chris Roush was the dean of the School of Communications at Quinnipiac University in Hamden, Connecticut. He was previously Walter E. Hussman Sr. Distinguished Professor in business journalism at UNC-Chapel Hill. He is a former business journalist for Bloomberg News, Businessweek, The Atlanta Journal-Constitution, The Tampa Tribune and the Sarasota Herald-Tribune. He is the author of the leading business reporting textbook "Show me the Money: Writing Business and Economics Stories for Mass Communication" and "Thinking Things Over," a biography of former Wall Street Journal editor Vermont Royster.