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Rupe can relax, sez Liberty CEO

Company declares stock swap signals no hostile plans

NEW YORK — Liberty Media CEO Robert Bennett made nice Tuesday, saying his company considers itself an ally of News Corp. and the Murdoch family and has “no hostile intentions.”

He insisted Liberty is only snapping up big chunks of News Corp. voting stock because it’s cheap. But he didn’t rule out a “mutually advantageous” transaction down the road.

Liberty bought a 9% voting stake of News Corp. earlier this year. It announced plans last week to acquire another 8% stake by swapping non-voting shares for voting shares held by Merrill Lynch.

The Murdoch family holds only 30% voting control of News Corp. Alarmed, the board quickly adopted a so-called poison pill, or shareholders rights plan, last Sunday — a measure that would make it hard for Liberty to acquire the company outright by buying more and more stock.

“We are a large, happy, friendly shareholder. Given the voting position and the sheer number of non-voting shares we hold, we understand why News Corp. elected to install their shareholders rights plan, and we’re not surprised by it or troubled by it. Our relationship with News Corp. has not changed. Our investment in News Corp. is still strategic. I expect we will have open and regular dialogue with our colleagues at News Corp. going forward,” Bennett said.

Wall Streeters suspected Liberty was seeking leverage for future deals with News Corp.

Bennett said Liberty’s stock swap with Merrill Lynch was driven purely by economics. He said News Corp.’s reincorporation in the U.S. from Australia “created a unique opportunity to convert our non-voting shares (to voting) at attractive prices. … We are simply taking advantage of an opportunity we saw in the market.”

Much was made of the fact that Murdoch was clearly taken off guard by Liberty’s move. But some on Wall Street felt regulatory issues would have prevented Liberty chairman John Malone from tipping Murdoch off. Bennett seemed to concur. “Given the sensitivity of the trade, we didn’t feel that it was appropriate; we had reservations about notifying the company in advance. There have since been several “friendly and cordial conversations between Dr. Malone and Mr. Murdoch.”

News Corp.’s board will reassess the poison pill provision in 30 days.

Meanwhile, Bennett said Liberty’s net profit surged to $327 million from $41 million. Gain related largely to Liberty’s acquisition from Comcast of the 56% of home shopping channel QVC it didn’t already own. Quarter also included $389 million from gains of the sale of assets.

Revenue rose to $1.83 billion from $877 million.

Discovery Communications cash flow rose 58%. At Starz Encore, cash flow fell, but revenue rose on subscriber gains.

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