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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) December 30, 2020

THE E.W. SCRIPPS COMPANY

(Exact name of registrant as specified in its charter)

 

Ohio

001-10701

31-1223339

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification Number)

 

312 Walnut Street
Cincinnati,			Ohio						45202
(Address of principal executive offices)									(Zip Code)

Registrant’s telephone number, including area code: (513) 977-3000

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act.

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Class A Common Stock, par value $0.01 per share			SSP			NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR § 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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THE E.W. SCRIPPS COMPANY

INDEX TO CURRENT REPORT ON FORM 8-K

 

Item No.						Page
8.01			Other Events			3
9.01			Financial Statements and Exhibits			3

2

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Item 8.01 Other Events

On December 30, 2020, The E.W. Scripps Company ("Scripps") closed on the sale of WPIX to Mission Broadcasting Inc ("Mission").

Scripps purchased WPIX as part of its acquisition of eight television stations in seven markets from Nexstar Media Group Inc. ("Nexstar"). Those stations were being divested in connection with Nexstar’s acquisition of Tribune Media in September 2019.

In its purchase agreement with Nexstar, Scripps granted Nexstar the option to buy back WPIX. The option was exercisable from March 31, 2020, through the end of 2021. Nexstar assigned its option to Mission, and Mission exercised the option.

Scripps intends to use cash from the sale to help finance the acquisition of ION Media Networks, Inc, which is expected to close in early 2021.

A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

Exhibit Number						Description of Item
99.1						Press release dated December 30, 2020

3

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

THE E.W. SCRIPPS COMPANY
BY:						/s/ Daniel W. Perschke
						Daniel W. Perschke
						Vice President, Controller
						(Principal Accounting Officer)

Dated: December 30, 2020

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