Murdoch Challenged on Takeover : Holmes a Court Makes Counteroffer for Australia Papers

This nation’s richest man, Robert Holmes a Court, said Wednesday that he will take on media tycoon Rupert Murdoch in a battle for control of the largest Australian newspaper group, making a $1.4-billion counteroffer for the Herald and Weekly Times Ltd.

Holmes a Court announced his bid after intensive talks with the HWT and following a $1.2-billion offer by Murdoch’s News Corp. The new bid is $13 a share or two scrip alternatives compared to Murdoch’s $12 a share or two scrip alternatives.

A stock exchange statement said the bid is conditional on approval by the group’s board and 90% acceptance by shareholders. HWT said no immediate decision will be made on the counteroffer before next week because it is unable to get all board members together.

News Corp., which already owns 12% of HWT, said in a brief statement that Holmes a Court’s bid will not go through unless it accepts the arrangement.

Murdoch, who is in the United States, seemed to have wrapped up HWT after New Zealand entrepreneur Ron Brierley agreed to sell his 12% stake of the Melbourne-based chain for $150 million. The bid, if successful, would give Murdoch control of 75% of Australia’s daily newspapers. He called the counter-bid “silly” but gave no hint of a higher offer.

Perth-based Holmes a Court, whose main newspaper and television holdings are in the state of Western Australia, told his Bell Group last week that he was looking for a major acquisition.

Analysts said Holmes a Court’s offer--not as high as some had expected, given the intense speculation he had created--might be a ploy to get Murdoch to negotiate the sale of some of his newspaper interests to Bell Group. Murdoch has already indicated that he will dispose of a number of newspapers and television stations to meet media ownership regulations if his HWT deal goes through.

Holmes a Court dislikes being thought of as a risk-taking corporate raider. The steady, sometimes dramatic growth of his business operations in the last 16 years--extending to Britain and the United States--has been coolly and meticulously planned. If Murdoch is one of the gamblers of Australian business, the soft-spoken Holmes a Court is the bookmaker playing percentages.

The South African-born lawyer from an aristocratic British family is urbane, distant and proudly but not typically Australian. He carries a concern for order and detail, not only into the corporate assaults that have shaken board rooms around the world but equally into his two private passions-- racehorses and collecting Australian art.

Holmes a Court laid the foundations of his empire from his base in Perth in 1970 as legal adviser to a small and ailing company, Western Australian Worsted and Woollen Mills. He bid for 150,000 of the textile company’s 709,692 shares at 50 cents a share, almost double their market value. His takeover succeeded and he was able to rescue the firm.

In 1973, the reinvigorated textile company bought out the Bell Group, a Western Australian transport and civil engineering company then reeling under mounting losses. Holmes a Court has used Bell Group as the vehicle for many of his acquisitions--in the media, entertainment, quarrying, transportation, concrete, oil and gas exploration.

In doing so, he has gained a reputation for bidding for companies and bowing out with a profit. He did that in failing to take over Australia’s domestic airline, Ansett, and Britain’s Rolls-Royce auto maker. Holmes a Court maintains that he is as happy selling out at a profit as he is making money from running the show.

Murdoch, who owns one of the world’s largest media empires, last year gave up his Australian citizenship to become an American in order to meet U.S. rules on the ownership of broadcast outlets. In addition to a string of U.S. television stations, Murdoch owns magazines and newspapers in the United States and Britain.