E.W. Scripps’ board of directors voted unanimously to reject Sinclair, Inc.’s unsolicited $7‑per‑share offer for the company’s outstanding shares, a decision that will keep the 60‑plus‑station broadcaster independent and halt Sinclair’s planned expansion into the Scripps portfolio.
Sinclair had disclosed an 8.2% stake in Scripps’ non‑voting Class A shares in November 2025, a figure that later filings raised to roughly 9.9%. The proposed transaction, valued at about $622 million, would have required Sinclair to acquire the remaining shares in a cash‑and‑stock deal. Scripps’ poison‑pill defense, triggered if any entity reaches 10% of its Class A shares, was a key deterrent, and the Scripps family’s 93% voting control further insulated the company from a hostile takeover.
Financially, Scripps reported Q3 2025 revenue of $526 million, a 19% decline from the prior year, and a loss attributable to shareholders of $49 million, or 55 cents per share. Sinclair, by contrast, posted Q3 revenue of $773 million and an adjusted EBITDA of $100 million, exceeding its guidance. The disparity in scale and profitability underscores why the board viewed the offer as a premium that did not align with Scripps’ long‑term value creation strategy.
Strategically, Sinclair’s bid reflects its broader review of the broadcast business, announced in November 2025, which includes evaluating acquisitions and potential business combinations. Scripps, meanwhile, has been investing heavily in sports programming—acquiring rights to the WNBA, NWSL, and local professional teams—to drive growth in a fragmented advertising market. The board’s rejection signals a preference to continue that trajectory rather than integrate into Sinclair’s larger, more politically conservative portfolio.
Board chair Kim Williams said the decision was “committed to acting in the best interests of all Scripps shareholders, employees, and the communities we serve.” Sinclair CEO Chris Ripley noted that “scale wins in today’s broadcast industry” and that the company remains focused on its strategic review and potential future opportunities. The comments illustrate the divergent priorities: Scripps prioritizes independent growth, while Sinclair seeks consolidation to compete with digital platforms.
Investors responded favorably to the decision, with Scripps’ stock closing higher on the day of the announcement. The positive reaction reflects confidence that the company can pursue its sports‑centric strategy and potentially attract a more favorable offer in the future, rather than being absorbed into Sinclair’s broader portfolio.
The rejection preserves Scripps’ strategic autonomy and allows Sinclair to reassess its growth path. For Scripps, the outcome removes a potential $7‑per‑share valuation from its options, but it also opens the door to alternative proposals that could better align with its long‑term objectives. The event underscores the ongoing consolidation pressures in the broadcast industry and the importance of governance structures—such as poison pills and family voting rights—in protecting independent companies from unsolicited takeovers.
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