Sinclair’s unsolicited bid for Scripps unanimously declined by board

The board of directors of The E.W. Scripps Company has unanimously rejected an unsolicited acquisition proposal from Sinclair to purchase all outstanding shares of the company that it does not already own for $7 per share, in a mix of cash and stock.

The proposal was submitted Nov. 24, with the Scripps board adopting a ‘poison pill’ shortly thereafter.

Scripps said in a Dec. 16 statement that the board, following a review with its financial and legal advisors, determined the offer was not in the best interests of the company or its shareholders.

“The board is committed to acting in the best interests of all Scripps shareholders as well as the company’s employees and the many communities and audiences it serves across the United States,” said Kim Williams, chair of the board.

“After careful consideration, Scripps’ board determined that Sinclair’s unsolicited acquisition proposal is not in the best interests of Scripps and its shareholders. The board nonetheless remains open to evaluating opportunities to enhance shareholder value and will continue to consider any course of action, including any acquisition proposal, that is in the best interest of all shareholders.”

Scripps has retained Morgan Stanley & Co. as its financial advisor and Weil, Gotshal & Manges LLP as its legal advisor.

The E.W. Scripps Company is one of the nation’s largest local television broadcasters, operating more than 60 stations in over 40 markets. Its portfolio includes national networks such as Scripps News, Court TV, ION, and several multicast networks. Scripps also holds the largest broadcast spectrum portfolio in the U.S. and operates Scripps Sports, which provides national and local sports broadcasting.

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