CINCINNATI, Ohio-- The Edward W. Scripps Trust, which has controlled The E.W. Scripps Co. since the trust's inception in 1922, ended Thursday 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 Co., 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, 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 a great-great-granddaughter, Anne M. La Dow, currently serve as directors of the company. 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 Scagliotti. "The E.W. Scripps Co. 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."
The eldest child of Robert Paine and Margaret Culbertson Scripps, Robert P. Scripps served as a director of The E.W. Scripps Co. 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 Co.," 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