The special committees that both companies have set up to assess the possible combination have been dissolved. The move came after several shareholders objected to the agreement.
A Murdoch trust owns about 40 percent of the voting stake in both companies, which shared a governance structure until a scandal over Murdoch tabloid journalists in London hacking into the voicemails of public figures prompted the family to split them apart a decade ago out of concern for government inquiries and civil suits to threaten their entire empire.
But the companies have a structure that gives certain shareholders – particularly Murdoch’s – far more voting rights than others, and since the fall they had been exploring a reunion at the request of Rupert Murdoch.
Any agreement would still have required majority approval by the companies’ other investors with voting rights. And dissent lurked even within the Murdoch family: Younger son James, who has left his leadership roles in the family business but remains a beneficiary of the family trust, opposed a merger and wrote letters to both boards this fall, raising questions about the deal — a move first reported by the New York Times.
Merger talks were also complicated by an expression of interest from an outside company looking to buy News Corp. its $3 billion stake in digital real estate business Move, according to a person familiar with the discussions. Jim Kennedy, a spokesman for News Corp., declined to comment.
At the time of the split in 2013, the elder Murdoch promised it would “enable each company and its division to realize their full potential – unlocking even greater long-term shareholder value.” As recently as 2019, Lachlan Murdoch told Fox investors that the family had no plans to merge the companies. But the father raised the possibility last fall with his older son and various advisers, according to people who have spoken to him and who spoke to The Washington Post on condition of anonymity to discuss private conversations.
In November, Irenic Capital Management, an activist investor, sent a letter to News Corp’s special committee objecting to the merger. T. Rowe Price, a major shareholder in News Corp., told the New York Times that the proposed recombination would reduce the value of the company, which was already trading below its worth.
On Tuesday evening, Irenic said it had reviewed a letter from senior Murdoch notifying them of the withdrawal of the proposed combination. Adam Katz, co-founder of Irenic declared himself “encouraged” by the move.