On Rupert Murdoch in San Francisco (and in my hotel room)…

October 18, 2007

Last night, I stopped by the big Web 2.0 conference that’s going on here in San Francisco, but missed last night’s main event: Rupert Murdoch speaking. If you also missed it, you can read all about it online, including this Guardian article (and if that doesn’t suit you, Google news search lists over 239 variations of what Rupert Murdoch said last night).

So it was a bit strange when I got back to my hotel room and the very first thing I came across was this revised proxy from the object of Rupert’s affections: Dow Jones (DJ), which also reported what’s likely to be their last earnings as an independent company earlier today.

While I can’t speak for what Rupert was like live, the revised proxy made for some pretty interesting reading. That’s because there were some pretty significant changes from the merger proxy that was filed last month. In a nutshell, there was a lot more details about the Bancroft family and some of the behind-the scenes dealings regarding the merger as well as additional financial information. But it wasn’t done voluntarily: it was in response to shareholder lawsuits filed that demanded more information. Those lawsuits were settled earlier this week. Here’s how it’s described in the filing:

“In connection with the settlement, Dow Jones has agreed to include in this proxy statement/prospectus the summary of internal financial forecasts beginning on page 78 of this proxy statement/prospectus. Dow Jones also agreed to include certain additional disclosures in this proxy statement/prospectus.

The financials, which weren’t part of the earlier filing, provide a three-year projection that shows EPS rising to $2.25 a share by 2009 on revenues of $2.33 billion. Of course, given the size of News Corp. (NWS), it will be hard to see how those numbers hold up going forward.

There were also a lot of extra details about the background of the merger, including some board member intrigue worthy of Tom Clancy and additional details on the $30 million in fees that News Corp. will be paying members of the Bancroft family as well as the somewhat unique structure of the deal.

So while the revised proxy didn’t get the same type of coverage as Rupert’s big speech last night, it’s still pretty interesting reading.

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