Rupert Murdoch, chairman emeritus of media empire News Corp.
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Activist Irenic Capital Management said Tuesday that it would back fellow dissident Starboard Value’s push to dissolve the dual-class structure at Rupert Murdoch’s News Corp. via a nonbinding proposal, ahead of a closely watched shareholder meeting.
For the last two years, Jeff Smith’s Starboard has been mounting a campaign at the media conglomerate, seeking both the dissolution of the dual-class structure that gives the Murdoch family outsize control and for the company to split off its highly valuable online real estate business.
Adam Katz’s Irenic has been making its own push at The Wall Street Journal parent for roughly the same time. Irenic wrote in its Tuesday letter to News Corp.’s board that while it opposed the dual-class structure, it remained supportive of management’s efforts to “unlock immediate value.”
Irenic also wrote it believes the Murdoch family and other super-voting shareholders should be paid a premium if a conversion to a single-share structure happened.
Proxy advisory firms ISS and Glass Lewis are also backing Starboard’s push. A vote to dissolve the dual-class structure at News Corp. nearly a decade ago failed, although it was supported by 90% of non-Murdoch shareholders.
The Murdoch family controls roughly 40% of the vote through a family trust and the super-voting Class B shares, making governance changes tough.
