News Corp (NASDAQ:NWSA) announced earlier this year that it would spin off its publishing division into a separate company. Today Bloomberg’s Crayton Harrison reports that the separate publishing company will receive $500 million to buy back shares of its stock.
A statement from News Corp (NASDAQ:NWSA) today said its board of directors approved the split of the companies. It will happen on June 28, and the publishing division will keep the News Corp name. The new publishing company will include The Wall Street Journal and the U.K. newspaper the Sun. The name for the combined television and film divisions will be 21st Century Fox.
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After the split, each shareholder of News Corp (NASDAQ:NWSA) will receive one share in the publishing company for every four shares of News Corp they own.
News Corp Publishing Division Starts Off Well
In March, regulatory filings indicated that the publishing spinoff will also receive $2.6 billion in cash and not have any debt. News Corp (NASDAQ:NWSA) said that it would use the cash for acquisitions or just to assist during the transition process. The $500 million buyback fund that was announced today enables the new publishing company to have additional options as it makes the transition into being a separate company.
Preventing A Hostile Takeover Of News Corp
The board of directors also added a provision that is designed to enable shareholders to defend against a hostile takeover close to the date given for the split. Every share of the publishing company comes with the right to buy $180 worth of shares at a value of $90. That provision is triggered if any investor acquires at least 15 percent of the company.
For 21st Century Fox, the provision is $300 worth of stock at a value of $150. Those rights expire for 21st Century Fox one year from today and for News Corp, a year from its spinoff date.
Management Organization For News Corp
Current News Corp Chairman and CEO Rupert Murdoch will retain both those positions for the new 21st Century Fox. He will also be executive chairman of the new publishing company. James and Lachlan Murdoch will serve on both boards.
Some new additions to the board of 21st Century Fox include Christian Dior Couture deputy general manager Delphine Arnault and former Ford Motor Company (NYSE:F) CEO Jacques Nasser. New additions to News Corp’s board will include Fiat SpA chairman John Elkann and New News Corp CEO Robert Thomson.