Scripps, Journal Merging Broadcast Operations, Spinning off Newspapers
July 31, 2014
Untitled Document
The E.W. Scripps Company and Journal Communications have agreed to merge their broadcast operations and spin off and then merge their newspapers, creating two focused and separately traded public companies that offer long-term opportunities to create value for shareholders.

 The merged broadcast and digital media company, based in Cincinnati, will retain The E.W. Scripps Company name, and the Scripps family shareholders will continue to have voting control. The company will have approximately 4,000 employees across its television, radio and digital media operations and is expected to have annual revenue of more than $800 million.

The newspaper company will be called Journal Media Group and will combine Scripps’ daily newspapers, community publications and related digital products in 13 markets with Journal Communications’ Milwaukee Journal Sentinel, Wisconsin community publications and affiliated digital products. The company, with expected annual revenue of more than $500 million and approximately 3,600 employees, will be headquartered in Milwaukee.

The Scripps and Journal Communications boards of directors have approved the stock-for-stock transactions, which are subject to customary regulatory and shareholder approvals.

The deal is expected to close in 2015.

 “In one motion, we’re creating an industry-leading local television company and a financially flexible newspaper company with the capacity and vision to help lead the evolution of their respective industries,” said Rich Boehne, chairman, president and CEO of The E.W. Scripps Company, who will continue at the helm of Scripps. “Making the combinations even more appealing are the rich histories of these two organizations, both driven by a deep commitment to public service through enterprise journalism. For shareholders, this deal should unlock significant value as both companies gain efficiency, scale and more focus on the industry dynamics unique to these businesses.”

“This transaction will create two solid media businesses that will continue to serve their communities with a commitment to integrity and excellence that has been built over many years,” said Steven J. Smith, chairman and CEO of Journal Communications. “Journal’s radio and television stations will add depth and breadth to the Scripps TV group and additional expertise to its management team. The formation of the new Journal Media Group, headquartered in Milwaukee, will continue a tradition of exceptional print and digital journalism in 14 markets across the country. These companies will offer a combination of excellent local media assets and an incredible array of talent in our employees. We look to the future with great optimism and a continued sense of purpose in providing relevant, differentiated content to our local communities across the country.”

Journal Communications’ Class A and Class B shareholders will receive 0.5176 Scripps Class A Common shares and 0.1950 shares in Journal Media Group for each Journal Communications share. Scripps shareholders will receive 0.2500 shares in Journal Media Group for each Class A Common Share and each Common Voting Share they hold in Scripps.

Journal Communications shareholders will own approximately 31 percent of The E.W. Scripps Company’s total shares following the merger. Scripps shareholders will retain approximately 69 percent ownership. The Scripps family will retain its controlling interest in The E.W. Scripps Company through its ownership of Common Voting shares. Scripps shareholders will own 59 percent of the new newspaper company, Journal Media Group, and Journal Communications shareholders will own 41 percent. Journal Media Group will have one class of stock and no controlling shareholder.

Scripps shareholders of record just prior to the closing will receive a $60 million special dividend.

The transaction is expected to be tax-free to shareholders of both companies.

The companies project about $35 million in combined transaction synergies in the near term.




 
Breaking News
European Music Industry Reacts to "Brexit"
iHeartMedia-Nashville Names Morgan Huelsman Digital PD
In Brief - June 24, 2016
June 23, 2016
Republic Records Names Dan Cohen As VP/Marketing
WMMR/Philadelphia's 11th Annual I Bleed For Preston & Steve Blood Drive Hailed A Big Success
CBS Radio's Lisa Dent, Tim Roberts & Mick Anselmo Honored By Country Radio Hall Of Fame
June 22, 2016
Cumulus Media Appoints John Abbot as Chief Financial Officer
iHeartMedia Cannes Event With Ryan Seacrest And Usher
Berlin School & iHeartMedia Announce Return Of 'Leadership in Audio Innovation' Scholarship Competition
iHeartMedia/St. Louis Announces Launch Of Pride Radio St. Louis
June 21, 2016
Community Broadcasters Purchase Florida Stations From Apex Broadcasting
jâcapps to Host Webinar on Understanding the Connected Car
NAB Introduces Inaugural PILOT Innovation Challenge
Report: Syndicated Radio Morning Host Kane Arrested For Allegedly Assaulting Wife
In Brief - June 21, 2016
June 20, 2016
Public Voting for National Radio Hall of Famers Starts Today
Music Artists & Industry Unite for DMCA Reform Appeal
iHeartMedia Launches First Programmatic Private Marketplace For Digital Radio
In Brief - June 20, 2016
June 17, 2016
CBS Radio Houston Names Rich Pangilinan APD/MD At KKHH (Hot 95.7)
Nielsen: The Modern Dad: An Untapped Audience For Marketers
Alpha Media Portland Names Kelsey McDaniel Director of Marketing
June 16, 2016
iHeartMedia Names Dan Mason as Senior Advisor for Broadcast Relations
Y100 Announces Mia Amini as Assistant Program Director
Music News
Kelly Clarkson Signs Worldwide Deal With Atlantic Records
Quick Hits: Bernie Worrell, Rihanna, Aerosmith, Kennedy Center Honors, Ralph Stanley
Led Zeppelin Wins Copyright Trial
Quick Hits: Kanye West, The BET Awards
Kanye West, The Weeknd + more to play The Meadows Music and Arts Festival
Quick Hits: Music Midtown festival, Drake, Chance the Rapper. Outta This World concert, Maynard James Keenan
Nick Jonas Debuts at #2, Drake Still Tops Billboard 200
Quick Hits: Made In America festival, Drake, Rita Ora, P.M. Dawn, Grouplove, The Beatles
Quick Hits: Guns N' Roses, Christina Aguilera, Meat Loaf, Suicide Squad soundtrack
The Recording Academy Announces Amendments and Dates For Grammy Voting
Quick Hits: Phantogram and Tupac Shakur
Quick Hits: Kanye West, The Grammys, Deftones, Lollapalooza, Charlie Puth
Kanye West Announces Saint Pablo Tour
Quick Hits: Iggy Azalea, Colbie Caillat, BET Awards, Breakaway Music Festival
Singer Christina Grimmie Shot and Killed After Concert
FMQB NOW

Brad Savage, PD
WAPS/Akron

Advertisement:
Search FMQB.com
Advertisements:
FMQB Member Login
Email:
Pass:

Save
Not a member yet?
Sign up Now!
Sign Up for Breaking News!
Enter FMQB E-Tracking!