FAMILY DISUNION AT DOW JONES THE OWNERS ARE RESTLESS
(FORTUNE Magazine) – The skirmishing escalates at Dow Jones. Only weeks before the company's April 16 annual meeting, at which several board seats are to be filled, the family that controls Dow Jones's voting shares is squabbling over who should fill them. Vulture investors are circling, and the stock price has been gyrating. The stock shot up 14% when FORTUNE (February 3) reported that two dissident members of the Bancroft family--descendants of Clarence Barron, who bought Dow Jones and its flagship paper, the Wall Street Journal, in 1902--had broken its tradition of passive family ownership. The two, Elisabeth "Lizzie" Goth and William "Billy" Cox III, had started asking tough questions about the price of their stock, raising hopes that management would do something about it. Days later the stock hit a wall when management--with unanimous board approval--announced plans to throw $650 million at Telerate, the laggard bond-price information system that's been a drag on earnings. Since FORTUNE's story ran, several other members of Lizzie and Billy's generation of Bancrofts are said to have joined the cause. But it's unclear whether the dissidents have the clout to get any directors onto the board. Most of the voting shares of Dow Jones are held in trusts for members of their parents' generation, who still think the best thing they can do for the Journal--and by extension Dow Jones--is leave it alone. The Bancroft loyalists will likely support management's slate of candidates for the board, which will include William Steere, CEO of Pfizer; George David, CEO of United Technologies; and Frank Newman, CEO of Bankers Trust. Leslie Hill, an American Airlines pilot who is a cousin of Lizzie and Billy's, will be nominated to fill the seat now held by Martha Robes, a Bancroft family member who is not standing for reelection. Lizzie and Billy's wish list of candidates, FORTUNE has learned, includes Nathan Myhrvold of Microsoft; Ian Irvine of Reed Elsevier; Avram Miller of Intel; and former Lotus CEO Jim Manzi (currently head of Nets Inc.)--a technologically literate bunch who would presumably be able to guide management's decisions on Telerate. It isn't known whether any of the potential candidates has been formally approached. Does management need help? Here's what Oppenheimer & Co.'s Ed Atorino has to say: "What happened to Telerate is a classic. Dow Jones sort of stumbled into it, and after three years they sort of got it fixed, and they went to sleep thinking, Okay, we fixed it. But then they brought out some technology and new products that didn't work. Reuters and Bloomberg leapfrogged them, and suddenly they woke up this year and Telerate's revenue growth had ground to a halt and their profits fell apart." The stock's thrashing about has attracted the attention of some sharks. On the heels of the Telerate announcement, Sanford C. Bernstein & Co. sold a block of more than two million Dow Jones shares, and chunks of those shares were quickly snapped up by Michael Price and James J. Cramer--two guys who tend to make their opinions known, controlling shares or no. Price, the fund manager who many feel forced Chase into the arms of Chemical (FORTUNE, December 9), now owns between two million and three million shares of Dow Jones; he thinks that the stock is undervalued. Cramer, whose hedge fund owns about a million shares, has gone further, writing a letter to management arguing that "Telerate clearly is a losing venture and does not warrant additional foolhardy funding." Cramer, a former columnist for Smart Money, co-owned by Dow Jones and Hearst, says he hasn't heard back from the company but insists he isn't going away. "The Bancroft trusts were set up to protect the journalistic integrity of the Wall Street Journal, not some third-rate bond quote provider like Telerate," he says. "They've been pouring money into Telerate and milking the Journal to support an investment decision that isn't working. I'm trying to save the Journal from the Bancroft family." --Tim Carvell |
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