E.W. Scripps, Journal To Merge Broadcast Operations, Spinning Off Papers

(RTTNews) - Media company E.W. Scripps Co. (SSP) and Journal Communications (JRN) announced deal to merge their broadcast operations and spinning off newspapersTransaction will create two focused public companies, one built upon TV, the other newspapers.

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.

Journal Media Group, a newly formed newspaper publishing entity, will operate in 14 markets. The company, with expected annual revenue of more than $500 million and approximately 3,600 employees, will be headquartered in Milwaukee.

Scripps shareholders will own 69 percent of the combined broadcasting company and 59 percent of the newly formed Journal Media Group. Journal Communications shareholders will own 31 percent and 41 percent, respectively, of Scripps and Journal Media Group.

The Scripps and Journal Communications boards of directors have approved the stock-for-stock transactions, and the deal is expected to close in 2015.

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. Scripps shareholders also will receive a $60 million special cash dividend as part of the deal.

The transaction is expected to generate about $35 million in combined synergies, resulting in substantial long-term cost savings, and create long-term value for shareholders.