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News Limited decision reflects siege mentality

JOHN Hartigan ought to feel privileged that his boss, Rupert Murdoch, travelled halfway around the world to take his job and usher him into retirement. It is nice to see an octogenarian telling a loyal lieutenant a week before his 64th birthday that maybe it's time to step down.
By · 10 Nov 2011
By ·
10 Nov 2011
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JOHN Hartigan ought to feel privileged that his boss, Rupert Murdoch, travelled halfway around the world to take his job and usher him into retirement. It is nice to see an octogenarian telling a loyal lieutenant a week before his 64th birthday that maybe it's time to step down.

That Murdoch decided to reclaim the title of chairman of his Australian operations, rather than hand it on internally, speaks volumes about his own intentions not to retire any time soon, and the siege mentality afflicting News Corporation's corporate mind in the wake of its British newspaper scandals and annual meeting confrontations.

Murdoch's decision that he is currently the best man for the job is also a slap in the face to all those senior Australian executives, such as the boss of his Melbourne operations Peter Blunden or chief operating officer Peter Macourt, not to mention apparatchiks who might normally have got the gig.

Ironically Hartigan's replacement as chief executive, Foxtel chief executive Kim Williams, was thrust into that job a decade ago when News Corp became frustrated with his predecessor, Jim Blomfield, at the pay TV group that it co-owns with Telstra (50 per cent) and Consolidated Media (25 per cent).

Williams has considerable experience in government relations as a result of that role at Foxtel, and there is little doubt that Murdoch will want him (as an in-law of Gough Whitlam) to mend some of the broken bridges that prompted the current media inquiry from Julia Gillard's government.

His replacement as Foxtel chief, Richard Freudenstein, was already on the board in his capacity as head of News's Digital Media business in Australia, so he has considerable familiarity with the operations.

For him, though, the new role is pretty much a side-lining. That begs the question of whether News Corp reckons it has done what needs to be done in digital media in Australia or if, as the rumours suggest, shifting The Australian newspaper behind a pay wall has been a double cock-up in terms of few subscriptions and loss of existing traffic to the site.

Lampe lights the way

ASX boss Elmer Funke Kupper has also taken steps to rebuilding relationships in Canberra, with the soon-to-be-announced appointment of Amanda Lampe as his government and corporate relations head.

The ASX has had two massive fallouts with the government since it came to power in 2007. The first was over the introduction of competition, which resulted in a strident campaign including comments from former ASX chairman Maurice Newman.

The second was last year's attempted takeover of the local exchange by its Singaporean counterpart, which the government decided was not in the national interest after fierce lobbying from all sides.

Lampe, no stranger to controversy herself, left her job as Gillard's chief of staff earlier this year amid suggestions that some relationships there had become dysfunctional. She was considered a front-runner for the job as ALP national secretary, but lost out to what appeared to be a factional compromise. Loved or unloved in today's Labor inner circle, there would be no question Lampe knows the corridors of power, and who walks them.

On Hire matters

KERRY Stokes is another media baron who ought to have been in Melbourne this week, but not for anything to do with publishing or broadcasting.

The annual meeting of specialist supplier and servicer of big engines, Engenco, yesterday featured some fascinating comments from its Burnie-based chairman, Dale Elphinstone.

Like Stokes, Elphinstone also has Caterpillar dealerships. More importantly, though, Elphinstone is the stumbling block to Stokes's attempts to privatise the National Hire group with a fairly unsubtle "gun-to-the-head" style offer. Stokes's Seven Group owned 66 per cent of National Hire before it started, so control was not an issue. It does, though, want to be able to delist the company. It is offering $3 a share to investors, with the sweetener that if it gets to compulsory acquisition levels, it will pay $3.60.

Those prices are both well above what National Hire has ever traded at but how surprising is that when two-thirds of the company is out of circulation and there is insufficient liquidity to attract most institutional investors?

Anyway, Elphinstone is both a director of National Hire and the next largest investor with 22 per cent. He has publicly rejected $3, but can most likely make or break the deal by tipping acceptances over the needed 93 per cent level of the $3.60 offer to be triggered.

The affable Elphinstone told his Engenco shareholders that the equipment hire business is booming. He reckoned that reflected nervous times in which companies would rather borrow bulldozers and diggers than actually buy them. When Insider asked him afterwards if that was an oblique reference to the inherent worth of National Hire, he carefully replied that the Coates business would probably be seeing similar circumstances. Coates, a joint venture between National Hire and private equity group Carlyle, provides the lion's share of National Hire's earnings.

All of which suggests that Elphinstone has little disagreement with the $3.66 to $4.30 a share value placed on National Hire by Deloitte Corporate Finance, and which prompted it to call Stokes's bid not fair, but reasonable.

As for Engenco, Elphinstone's family business took control with a partial bid last year, and has recapitalised the group with major equity raisings, reduced gearing from 196 per cent to 21 per cent and returned the company to modest profitability. It is also gearing up in Western Australia for expected major refurbishments of mining company rolling stock, and is keen to expand its locomotive and rolling stock leasing operation to capitalise on miners' needs.

All that explains yesterday's large turnout of investors and stockbroker-types for a company with a market value of only $110 million. Elphinstone noted that the share price has been disappointing (it closed up 0.1? at 9? yesterday), but the one-for-10 share consolidation just approved may help that.

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Frequently Asked Questions about this Article…

Rupert Murdoch reclaimed the chairmanship of News Corp's Australian operations and John Hartigan was replaced as chief executive by Foxtel boss Kim Williams. The move signals Murdoch's continued personal control after recent British newspaper scandals and annual meeting confrontations, and it may affect corporate direction and governance that everyday investors watch for in media stocks.

According to the article, shifting The Australian behind a paywall has reportedly been a double setback: it generated few subscriptions while causing a loss of existing traffic to the site. For investors, that’s a red flag about the digital monetisation strategy and audience reach of News Corp’s Australian assets.

Kim Williams was the long-time chief executive of Foxtel before taking the News Corp Australia CEO role. He brings considerable experience in government relations from his Foxtel role and is expected to help repair relationships with Canberra — a relevant skill given recent media inquiries and political scrutiny noted in the article.

Richard Freudenstein, head of News’ Digital Media business in Australia and already a Foxtel board member, was appointed to replace Kim Williams at Foxtel. The article suggests the appointment is more of a re-shuffling than a major strategic shift, but it leaves questions about whether News Corp believes its Australian digital media efforts are complete after moves like The Australian paywall.

ASX CEO Elmer Funke Kupper has appointed Amanda Lampe as head of government and corporate relations to rebuild ties in Canberra. The ASX has had two major fallouts with the government — one over competition and another over a proposed takeover by a Singaporean exchange — so this appointment aims to improve political relationships that can influence regulatory outcomes important to investors.

Seven Group (controlled by Kerry Stokes) already owned about 66% of National Hire and offered $3.00 a share to acquire the remainder, with a sweetener of $3.60 if it reaches compulsory acquisition levels. Because two-thirds of the stock is out of circulation, liquidity is low and historical trading levels may not reflect takeover pricing. Investors should watch acceptance levels — a 93% threshold is mentioned as the point to trigger the $3.60 compulsory acquisition payout — and the stance of large holders like Dale Elphinstone.

Dale Elphinstone is chairman of Engenco and a major investor in National Hire, holding about 22% of the company and also serving as a director. He has publicly rejected the $3.00 offer and, because of his stake, could realistically make or break the deal by tipping acceptances toward or away from the 93% compulsory acquisition level needed to trigger the $3.60 payout.

Elphinstone’s family business took control of Engenco with a partial bid last year, recapitalised the company, cut gearing from about 196% to 21%, and returned it to modest profitability. Engenco is gearing up in Western Australia for mining rolling-stock refurbishments, aiming to expand its locomotive and rolling-stock leasing business. The company also approved a one-for-10 share consolidation. These moves are intended to strengthen the balance sheet and position Engenco for growth — items everyday investors often track when assessing smaller industrial stocks.