Ruby Newco LLC, a Delaware limited liability company (“Ruby Newco”), was formed in 2007 for the sole purpose of facilitating the Merger (as defined below) in which Dow Jones & Company Inc., a Delaware corporation (“Dow Jones”), became a wholly-owned subsidiary of Ruby Newco upon completion of the Merger. Ruby Newco did not carry on any activities or operations between its inception and the Merger, except for those activities incidental to its formation and undertaken in connection with the transactions contemplated by the Agreement and Plan of Merger, dated as of July 31, 2007 (the “Merger Agreement”), by and among News Corporation, a Delaware corporation (“News Corporation”), Ruby Newco, Dow Jones and Diamond Merger Sub Corporation, as amended (the “Merger”). The equity interests of Ruby Newco are held by News Corporation and certain former Dow Jones stockholders who elected to receive Ruby Newco unit consideration in the Merger pursuant to the terms of the Merger Agreement. Unless otherwise indicated, references in this Annual Report to “we,” “us,” “our,” “Ruby Newco” or the “Company” means Dow Jones and its subsidiaries on and prior to December 13, 2007, and Ruby Newco LLC and its subsidiaries including Dow Jones, from December 14, 2007 forward. Immediately following the Merger, certain former Dow Jones stockholders owned approximately 8% of the outstanding equity interests of Ruby Newco through their ownership of Ruby Newco’s Class B common units (“Class B Common Units”) and News Corporation owned approximately 92% of the outstanding equity interests of Ruby Newco through its ownership of all of Ruby Newco’s Class A common units (“Class A Common Units”). News Corporation is a diversified entertainment company.
Company profile
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Incorporated
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Fiscal year end
Industry (SIC)
SEC CIK
Corporate docs
Latest filings (excl ownership)
10-K
2007 FY
Annual report
20 Mar 08
15-15D
Suspension of duty to report
20 Mar 08
EFFECT
Notice of effectiveness
7 Nov 07
CORRESP
Correspondence with SEC
5 Nov 07
UPLOAD
Letter from SEC
24 Oct 07
UPLOAD
Letter from SEC
4 Oct 07
S-4
Registration of securities issued in business combination transactions
7 Sep 07
Latest ownership filings
No filings