Commentary

Economist Sold to Itself (Partly)

Rumors circulating earlier this week that Pearson will sell The Economist Group turned out to be mostly right, except for one little twist. One of the main buyers is The Economist Group itself.

In a move that will burnish its reputation as a provider of unbiased reporting and analysis, the publisher is buying a large number of its own shares as part of a deal that will amend the company’s operating rules to ensure full editorial independence.

Under the terms of the transaction announced Wednesday, The Economist Group is buying 5.04 million ordinary shares from Pearson, representing 20% of the total, for £182 million, or $284 million; it will hold the shares acquired from Pearson in the buyback in its treasury.

To help fund the acquisition, The Economist Group is selling The Economist Complex, the utilitarian headquarters buildings where the editorial team makes its home in central London. (Some might say it's unlovely, the architectural style of the 1964 construction is called “New Brutalist.”)

The company will relocate to new and hopefully more aesthetically appealing offices, presumably somewhere near the City of London’s global financial hub, which so much of its coverage addresses.

Exor, a separate company, will buy all of Pearson’s remaining 1.26 million “B” shares, along with 6.3 million ordinary shares, representing 30% of the total, for £287 million, or $448 million. Exor manages investments for Italy’s Agnelli family, which also controls car maker Fiat; Fiat, in turn, owns a stake in the Corriere della Sera, Italy’s biggest newspaper.

Exor has agreed to a number of amendments to the articles under which The Economist Group operates in order to ensure its independence, including a 20% voting cap for any individual shareholder, and a rule that no shareholder can control more than half of the total shares. In effect, this would make it impossible for any single entity to take control of the group. The proposed changes must be approved by a shareholder vote.

The deal apparently leaves a number of other prospective buyers, mostly from Europe, out in the cold. Previously, The Economist’s erstwhile corporate sibling, The Financial Times, reported that the buyers included Exor but also the De Rothschild family, among others. Pearson announced a deal to sell the FT to Japan’s business newspaper publisher, Nikkei Inc., last month.

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