默多克分拆资讯集团的内幕故事

Rupert Murdoch long resisted any suggestionbe it from bankers or executives within News Corp. that the media conglomerate spin off the company's newspaper assets, which had become a drag on the stock.

长期以来，默多克(Rupert Murdoch)拒绝接受任何剥离旗下报业资产的建议，无论这建议来自银行家还是资讯集团(News Corp.)内部高管。报业资产已经成为拖累资讯集团股价的负面因素。

'I was hanging on, and so was the whole family,' the 81-year-old Mr. Murdoch said in an interview Thursday. 'We were very emotional about it....I went through lots of ups and downs.'

现年81岁的默多克周四在接受记者采访时说，我和整个家族都在坚守；我们在情感上难以接受这件事，我本人更是经历了许多挣扎。

This week, Mr. Murdoch relented, agreeing to pursue a plan to divide up his empire, a company he built from a single newspaper he inherited in Australia in the 1950s to a conglomerate with more than $33 billion in revenue and a market capitalization of $53 billion. But he still doesn't care about the so-called 'Murdoch discount' that hovers over the company's share price.

本周，默多克终于做出让步，同意实施拆分其媒体帝国的计划。上世纪50年代，默多克在澳大利亚从一张继承过来的报纸起家，逐渐将公司发展成为收入超过330亿美元、市值达到530亿美元的媒体帝国。不过默多克关心的并不是拖累资讯集团股价的所谓“默多克折让。

'I don't give a ---- about that,' he said.

默多克说，我对此根本就一点都不在意。

Instead, what helped change his mind was a perception that the entertainment and publishing businesses had become different enough that they needed separate management teams. While entertainment is surging, the publishing business faces challenges.

相反，令默多克改变主意的是这样一种认知：娱乐和出版业务的差异越来越大，两项业务需要各自的管理团队。娱乐业务在不断强劲增长的同时出版业务却在面临挑战。

In particular, with the inclusion of The Wall Street Journal, acquired in 2007 along with other Dow Jones & Co. assets, executives realized the publishing company had a global brand that could allow it to stand alone. Down the road, separating publishing could even allow him to acquire more newspapers, without facing the wrath of shareholders, according to a person familiar with his thinking.

尤其是在资讯集团2007年收购《华尔街日报》以及道琼斯公司(Dow Jones & Co.)其它资产以后，公司高管意识到出版业务已经拥有了一个全球性品牌，可以进行独立运作。一位知情人士透露，展望未来，拆分出版业务甚至可能让默多克收购更多报纸且不必遭遇股东的愤怒。

The change of heart was a long time coming. He started his career in newspapers and they remain important to him. In recent months, though, Mr. Murdoch became more receptive to the idea.

改变主意是一个漫长的过程。默多克的职业生涯从报纸起家，报业对默多克来说仍然非常重要。但近几个月来，默多克逐渐接受了拆分的想法。

He wrestled with it for much of the spring, people familiar with the situation said.

知情人士说，今年春天的大部分时间里默多克都在纠结于这一想法。

In early May, shortly after the British Parliament's Culture, Media and Sport Select Committee issued the findings of its inquiry into the phone-hacking scandal that has been wracking his U.K. newspapers division, Mr. Murdoch flew to his ranch in Carmel, Calif., for a 10-day break and thought things over.

5月初，就在英国议会的文化、媒体及体育委员会(Culture, Media and Sport Select Committee)发布电话窃听丑闻的调查结果之际，默多克飞到他在加州卡梅尔(Carmel)的牧场休了10天的假，同时考虑了一些问题。电话窃听丑闻令默多克的英国报业部门麻烦缠身。

Mr. Murdoch invited several News Corp. executives to his house, where they discussed business, including the split idea.

默多克邀请了资讯集团多位高管到他家里讨论业务，其中包括拆分报业这一想法。

Still, when he returned to New York, he told executives that he was leaning against the proposal. Chief Operating Officer Chase Carey and Chief Financial Officer David DeVoe, who had long been proponents of the idea, ramped up their efforts to lay out the strategic rationale, people familiar with the situation said.

尽管如此，当默多克回到纽约以后，他告诉公司高管他还是反对拆分报业这一提议。知情人士说，一直支持拆分提案的资讯集团首席运营长卡利(Chase Carey)和首席财务长德沃伊(David DeVoe)则抓紧从战略角度说明应该进行拆分的种种理由。

The turning point was a board meeting in Milan on June 12. Mr. Murdoch had by then become more convinced by the logic after working through the details. He studied the cases of recent and pending spin-offs including McGraw-Hill Cos., Kraft Foods Inc. and Viacom Inc./CBS Corp.

6月12日在米兰召开的一次董事会会议成为此事的转折点。在此之前，默多克在考察了详细情况之后已较为接受拆分这一理念。他研究了近期发生的以及一些待决的拆分案例，其中包括麦格劳-希尔公司(McGraw-Hill Cos.)、卡夫食品(Kraft Foods Inc.)以及维亚康姆(Viacom Inc.)/哥伦比亚广播公司(CBS Corp.)的拆分案例。

Board members met at the offices of News Corp.'s Italian satellite-TV business, Sky Italia. Over several hours, they covered all important company business. But the discussion of the publishing spinoff was most pressing伟and people left the meeting with a distinct feeling: 'This time, it's not a fire drill. It's going to happen.'

董事会成员在资讯集团旗下意大利卫星电视业务Sky Italia的办公室碰头。董事会在持续几个小时的会议中讨论了所有重要的公司业务，但其中对拆分出版业务一事的讨论最为紧迫。人们离开会场后都有一种明确的感觉：这一次不是消防演练，而是要动真格的了。

After the meeting, Mr. Murdoch tweeted: 'Three day Newscorp board in Milan and Rome. Sky still doing great in Italy and Germany. Rome beautiful as ever, weekend in Venice! Tired!'

默多克会后发推特消息说，跟资讯集团董事会成员在米兰和罗马呆了三天，天空电视台在意大利和德国的表现仍然非常好，罗马一如既往的美丽，周末在威尼斯过！很累！

Under the plan approved in principle by the board Wednesday night, publishing assets such as the Journal, the Times of London, the New York Post and scores of other papers along with the HarperCollins book publisher and the education business, will be spun off as a separately traded company that is yet to be named.

根据周三夜间董事会原则上通过的方案，包括《华尔街日报》、《泰晤士报》(Times of London)、《纽约邮报》(New York Post)和其他很多报纸在内的报业资产，与图书出版公司HarperCollins和教育业务一道将被分拆为一家单独上市的公司，名称未定。

Movie and TV assets, including Twentieth Century Fox, the Fox News cable channel and Fox broadcasting will remain grouped together.

包括20世纪福克斯(Twentieth Century Fox)、福克斯资讯台(Fox News)和福克斯无线电视台在内的电影电视资产，仍将属于同一集团。

The Murdoch family, which controls News Corp. with a 40% voting stake, will have the same holding in the two companies after the spinoff. All existing stockholders will get one share of the new company for each one they own in News Corp.

凭借40%有表决权股份控制资讯集团的默多克家族将在分拆过后的两家公司当中持有相同比例的股份。所有现有股东每持有一股资讯集团的股票，都将获得一股新公司的股票。

To ease concerns that the publishing company is seen as the unwanted stepchild, executives decided it would have a strong balance sheet, with no debt.

为缓解外界对出版业务已成没人愿意养的野孩子的担忧，管理层决定给它一张扎实的资产负债表，没有负债。

Mr. Murdoch said he planned to make digital investments to stabilize the publishing business before launching into acquisitions.

默多克表示，他计划通过在数字化方面进行投资来稳定出版业务，然后再发起收购。

People familiar with the situation say Mr. Murdoch has long eyed titles such as the Los Angeles Times, whose parent company, Tribune Co., is due to emerge from bankruptcy in coming months. In the interview, Mr. Murdoch played down his interest in the paper, saying it would have to be looked at 'closely,' citing regulatory restrictions, among other things.

知情人士表示，默多克很久之前就看中了《洛杉矶时报》(Los Angeles Times)等媒体。《洛杉矶时报》的母公司论坛公司(Tribune Co.)预计将在未来几个月走完破产程序。默多克在采访中淡化了他对该报的兴趣，说该报情况需要仔细考察，因为其中存在监管限制等因素。

The split comes in the wake of the phone-hacking scandal at News Corp.'s British newspapers unit, a storm that has led to the closure of the News of the World newspaper, the resignation of several senior executives, lawsuits, multiple investigations, and the abandonment of News Corp.'s bid for full ownership of British Sky Broadcasting Group PLC.

这次分拆发生在资讯集团英国报业子公司曝出电话窃听丑闻之后。丑闻导致《世界资讯报》(News of the World)关闭，多名高管因此辞职，并引来法律诉讼和多起调查，也使资讯集团放弃了全额收购英国天空广播公司(Britsh Sky Broadcasting Group PLC.)的努力。

Mr. Murdoch said the scandal, which he has described in the past as a 'major black eye' on the company, had 'absolutely nothing' to do with the decision to split off the publishing operations. But people close to the company say it has been impossible to ignore the negative effect of the U.K. tabloid scandal on the rest of the company.

默多克过去曾把这桩丑闻称为对公司的沉重打击。他在采访中说，丑闻与分拆出版业务的决定没有任何关系。但接近资讯集团的人士说，《世界资讯报》丑闻对公司其他部分的负面影响是不可忽视的。

Earlier this week, after the news broke about the spinoff plan, News Corp. shares rose about 10%, although they pulled back 1.4% in Thursday trading to $21.99 on the Nasdaq.

本周早些时候，在有关分拆计划的资讯曝光之后，资讯集团股价上涨了10%左右，不过周四在纳斯达克(Nasdaq)，该股回落1.4%，收于21.99美元。

Many issues remain unresolved, including who will run the publishing business. Mr. Murdoch dismissed the idea of his son Lachlan potentially coming back into the fold as CEO of the publishing company.

很多问题仍悬而未决，比如由谁来掌管出版业务。默多克否认了他的儿子拉克伦(Lachlan)将回来担任出版公司CEO这一提法。

'That specific role is not on the agenda but I certainly hope that Lachlan will return to the company,' although he said it wouldn't necessarily be at the publishing side.

他说，这个具体人选没有列入议事日程，但我肯定是希望拉克伦回到公司。不过他表示拉克伦不一定是回到出版公司这边。

Mr. Murdoch outlined the break-up plan to News Corp. executives and editors over a lunch at company headquarters on Tuesday. The first to speak, he kicked off by saying: 'I asked all of you here because a split is being discussed and I wanted you to hear it from me.'

默多克周二在公司总部的午餐期间向资讯集团的诸位高管和主编介绍了分拆计划。作为第一个发言的人，他单刀直入地说，我请大家来这里，是因为大家都在讨论分拆问题，我想由我来告诉你们这个决定。

The atmosphere was serious, say people at the meeting, as Mr. Carey went on to lay out the business logic. 'I spend a lot of time defending publishing, now there will be a shareholder base that believes in publishing,' Mr. Carey told the group.

据在场者说，接着卡利讲解分拆的商业逻辑，现场气氛很严肃。卡利对在场的人说，我用了很多时间来为出版业务说好话，而现在将会有一群相信出版业的股东出现。

'I'm sure that Rupert thinks he can save the newspaper business,' said a former executive. 'If he has the opportunity to do it, he would probably take it.'

一位前高管说，默多克肯定是认为他可以拯救出版业务；如果机会出现，他很可能就会利用这个机会。