The Edward W. Scripps Trust ends
CINCINNATI, Oct. 19, 2012
/PRNewswire/ -- The Edward W. Scripps Trust, which has
controlled The E.W. Scripps Company (NYSE: SSP) since the
trust's inception in 1922, ended yesterday upon the death of
Robert P. Scripps, a grandson of the
founder. He was the last of Edward W.
Scripps' descendants upon whom the duration of the trust was
based.
All of the assets of the trust, including Class A Common Shares
and Common Voting Shares of The E.W. Scripps Company, will be
distributed to certain descendants of E. W.
Scripps. The company's Class A Common Shares are traded on
the New York Stock Exchange under the symbol "SSP." There is no
public market for the company's other class of stock – Common
Voting – which elects a majority of the company's
directors.
As of Sept. 30, 2012, the trust
owned 30.4 percent of the company's outstanding 42.9 million Class
A Common Shares and 89.6 percent of the outstanding 11.9 million
Common Voting Shares. Together those shares represent 43 percent of
the economic interest in the company.
Certain surviving trust beneficiaries, and certain members of
the John P. Scripps family and
trusts for their benefit, are signatories to an agreement that
governs the transfer of Common Voting Shares. The agreement, known
as the Scripps Family Agreement, becomes effective with the trust's
termination. (John P. Scripps, an
operator of West Coast-based newspapers was a grandson of
Edward W. Scripps and a cousin of
Robert P. Scripps.) Taken together
shares held under the agreement represent approximately 98.5
percent of the Common Voting shares.
The Scripps Family Agreement also sets forth a process for the
family to vote its shares on company matters, including the
election of directors. Three of E. W.
Scripps' great-grandchildren, Nackey
E. Scagliotti, Mary M. Peirce
and Paul K. Scripps, and
Anne M. La Dow, a great-great
granddaughter, currently serve as directors of the company. Mrs.
Scagliotti is chairwoman of the board.
The trust beneficiaries have been meeting annually since the
early 1990s in preparation for the termination of the trust and the
distribution of its assets.
The distribution of the trust's assets, however, will not occur
immediately, pending customary legal proceedings.
In 2011, the Trustees of the Trust filed a Petition for
Instructions and Declaratory Relief with an Ohio Probate Court that
seeks (i) to prepare for the administration of the Trust
following its eventual termination, (ii) to determine the
identities of named beneficiaries and the identities of others who
may be entitled to distributions from the Trust, (iii) to
authorize, subject to clause (iv) below, the Trustees to
continue the investment and management of the Trust's assets during
the period between Trust termination and final distribution of
assets ("winding-up period"), (iv) to authorize the Trustees
to vote the Common Voting Shares of the Company during the
winding-up period in accordance with the procedures set forth in
the Scripps Family Agreement and (v) to confirm the Trustees'
views on a number of other issues. The Petition was filed
under seal in accordance with Ohio
court rules, and the parties to the action are bound by a
protective order issued by the Court that limits disclosure with
respect to the proceedings.
"Scripps and its shareholders have benefited from the continuity
in leadership that The Edward W. Scripps Trust has provided these
many years. Going forward, we anticipate a smooth transition in the
control of the company and will rely on the support of our
founder's great-grandchildren to help us fulfill the company's
mission and strategic objectives," said Rich Boehne, the company's president and chief
executive officer.
"This is a difficult and emotional time for our family as the
final member of our parents' generation has passed into history,"
said Mrs. Scagliotti. "The E.W. Scripps Company is a great, diverse
media company. As a family, we support the company's mission,
editorial independence and commitment to excellence in its products
and services. We believe that this Company has a great future and
look forward to continuing the special relationship between our
family and the company."
About Robert P.
Scripps
The eldest child of Robert Paine
and Margaret Culbertson Scripps,
Bob Scripps served as a director of
The E.W. Scripps Company from 1949 until 1997, and was a long-time
vice chairman of The Edward W. Scripps Trust.
"Bob brought many decades of wisdom and guidance to The E.W.
Scripps Company," said Boehne. "He left an indelible stamp of
quality and high standards on our enterprise, and his philanthropy
has improved dozens of communities from coast to coast."
In addition to business leadership, Bob
Scripps shared with his grandfather a love for the land that
took root at Miramar, the
2,100-acre ranch in Southern
California that was a home of Edward
W. Scripps' family. Bob
Scripps cultivated his love of farming at Miramar Ranch, and
continued it at his ranch home in Texas where he raised peaches and plums.
Scripps started in the family business during the depression
when he "ran calculators" at the Cincinnati headquarters for the same
$20 per week paid to other beginners.
He returned to Miramar in the late
1930s, and in 1941 he was drafted as a private in the Army
infantry. Within days of the attack on Pearl Harbor, he shipped out of San Francisco for Guadalcanal, eventually
serving in the Georgia Islands, the Solomon Islands and the Philippines. He was on a troop ship bound
for home when the first atomic bomb was dropped.
After the war, Scripps returned to farming, but he remained
active in family businesses. He frequently traveled to Cincinnati for trustee and board meetings,
including those of the Scripps Howard Foundation, on whose board he
was a trustee emeritus.
"More than just a generous philanthropist, Bob made his giving
durable by helping us expand the reach and influence of our
grants," said Mike Philipps,
president and CEO of the Scripps Howard Foundation. "His vision
helped the foundation create the Community Fund, which improves the
quality of life in communities where Scripps conducts business.
Because of the broad outreach of the Community Fund, it would be
impossible to count the many lives that have been improved because
of Bob Scripps."
His other interests ranged from commercial beekeeping to
steamboats, a side business begun decades ago when he started
making steam engines that he sold to other hobbyists. He had his
own steamboat on a lake near Fredericksburg, Texas, and he brought a
38-foot steam-powered sternwheeler up the Mississippi and Ohio Rivers to the first Tall
Stacks steamboat gathering in Cincinnati in 1988.
In 1948, Scripps married the former Mariana Rocha, who died in 2006. They had 11
children and many grandchildren and great-grandchildren.
About The E.W. Scripps Company
Scripps (www.scripps.com) is a leading media enterprise that
embraces its rich history in delivering high-quality journalism
through television stations, newspapers and the Scripps Howard News
Service, while developing and expanding its digital strategies,
including social gaming, for multiple platforms. The company
provides community-changing breaking news, story-telling,
investigations and interactive outreach at 19 television stations
in major markets such as Denver,
San Diego, Detroit, Phoenix, Cleveland, Cincinnati and Tampa, and 13 newspaper markets, including
Memphis, Knoxville, Naples,
Fla., and Corpus Christi,
Texas. Since 1941, Scripps has operated the National
Spelling Bee, one of America's most-enduring celebrations of
academic excellence. For a full listing of Scripps media companies
and their associated Web sites, visit http://www.scripps.com/.
SOURCE The E.W. Scripps Company