CINCINNATI—The E.W. Scripps Company has issued a statement saying that its board of directors has unanimously decided to reject an unsolicited proposal from Sinclair to acquire the company.
In filings with the Security and Exchange Commission in November, Sinclair reported that it had acquired a 9.9% stake in Scripps and that it was proposing to the Cincinnati-based station group for about $7 a share in a mix of cash and stock.
On Nov. 26, Scripps responded with a limited-duration shareholder rights plan, or a “a poison pill," that is often used to discourage takeovers.
On Dec. 16, the station group reported that after 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.”
Kim Williams, the chair of Scripps’ board, said, “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. 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 said that Morgan Stanley & Co. is acting as financial advisor and Weil, Gotshal & Manges LLP is acting as legal advisor to Scripps.
