Dow Jones and Company has announced that a representative of the Bancroft family has informed the Dow Jones Board of Directors that members of the family and the trustees of trusts for their benefit have advised him that they would vote shares constituting approximately 52% of the outstanding voting power of Dow Jones (excluding options) against the proposal submitted by News Corporation to acquire Dow Jones. Approval of a merger under Delaware law requires approval of a majority of the outstanding voting power of the corporation. Accordingly, the Dow Jones Board of Directors has determined to take no action with respect to the proposal.
On May 1, News Corporation made an offer to Dow Jones & Company to acquire all of the outstanding shares of the company for $60 per share in cash, or in a combination of cash and News Corporation stock. News Corporation has a market capitalization of approximately $70 billion and had total assets as of December 31, 2006 of approximately $59 billion and total annual revenues of approximately $27 billion.