The E.W. Scripps Company, owners of WCPO-TV (Channel 9), has rejected an unsolicited acquisition proposal made three weeks ago by Sinclair, Inc., owners of WKRC-TV (Channel 12).
However, the Scripps board “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,” said Kim Williams, Scripps board chair, in a media release Tuesday.
The Scripps board “determined, following a careful review and evaluation in consultation with its financial and legal advisors, that Sinclair’s offer is not in the best interests of the company and its shareholders,” said the media release, written by Carolyn Micheli, Scripps executive vice president and chief communications and investor relations officer.
According to the Cincinnati Business Courier, the Scripps family own 93% of the voting shares of E.W. Scripps.
Maryland-based Sinclair — the nation’s third-largest TV station owner with 185 stations in 85 markets — on Nov. 24 offered to buy all of the outstanding shares of Scripps that it didn’t already own for $7 per share in a mix of cash and stock. The week before, Sinclair announced in a Nov. 17 Securities and Exchange Commission filing that it had bought 8.2 % of Scripps’ Class A (non-voting) shares while “engaged in constructive discussions with (Scripps) for several months regarding a potential combination of the two companies.”
Williams said the Scripps 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,” including future acquisition proposals.
Scripps, which operates more than 60 TV stations in 40 markets, is the nation’s ninth-largest TV group. In the past six months, Scripps sold Indianapolis ABC affiliate WRTV-TV to Circle City Broadcasting; sold WFTX-TV in Fort Myers/Naples, Florida, to Sun Broadcasting; and agreed to swap five mid-sized and small market stations with Gray Media, the nation’s No. 2 TV group and owners of WXIX-TV (Channel 19).
The downtown Cincinnati-based media company was founded 147 years ago in 1878. Edward W. Scripps in 1883 bought control of the Cincinnati Penny Post, and founded the Kentucky Post in 1890.
In 1935, it entered the broadcast business and bought Cincinnati’s 1230 AM frequency, renaming the station WCPO-AM. (Today it is WDBZ-AM, “The Buzz.”) In 1947, Scripps started Ohio’s first TV station with WEWS-TV in Cleveland. It put WCPO-TV on the air in July 1949, four months after Taft Broadcasting debuted WKRC-TV.
The company started the HGTV cable channel in 1994, followed by the Food Network (1997), DIY (1998) and Great American Country (2004). Those were spun off in 2008 as Scripps Networks Interactive, and later were acquired by the Discovery Channel.
The Cincinnati and Kentucky Post newspapers ceased operation in 2007, when Scripps’ 30-year “joint operating agreement” ended with the Enquirer. Scripps sold its newspaper business in 2015, after 137 years. The company’s radio portfolio (34 stations) was sold in 2018.
However, Scripps still owns the ION broadcast network, and the Court TV, Bounce, Laff and Grit digital multicast networks. In 2021 Scripps established a Scripps Sports division which has acquired rights to the WNBA, NWSL and other women’s sports.
Among the Sinclair stations are two each in Dayton, WKEF-TV (ABC 22) and WRGT (Fox 45), and in Columbus, WSYX (ABC 6) and WTTE (Fox 28). In those cities Sinclair has one newsroom which serves both stations.
Sinclair also owns the Tennis Channel and the Comet, Charge!, Roar and The Nest digital multicast channels.