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July 31, 2014 /PRNewswire/ -- Tripp Levy PLLC, a leading national securities and shareholder rights law firm, announces that it is investigating the acquisition of Journal Communications (NYSE: JRN) ("Journal" or the "Company") on behalf of its shareholders. It was announced that the E.W. Scripps Company and Journal have agreed to merge their broadcast operations and spin off and then merge their newspapers, creating two separately traded public companies.
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.
Journal Communications shareholders will own approximately 31 percent of The E.W. Scripps Company's total shares following the merger. Scripps shareholders will retain approximately 69 percent ownership. The Scripps family will retain its controlling interest in The E.W. Scripps Company through its ownership of Common Voting shares. Scripps shareholders will own 59 percent of the new newspaper company, Journal Media Group, and Journal Communications shareholders will own 41 percent. Journal Media Group will have one class of stock and no controlling shareholder.
The investigation concerns possible breaches of fiduciary duty and other violations of state law by the Board of Directors of Journal for not acting in Journal shareholders' best interests in connection with the sale process of Journal. The investigation seeks to determine if there was an adequate auction process and if
E.W. Scripps is underpaying for Journal shares.
If you are a shareholder of Journal and would like additional information as to how the acquisition may affect your rights as a shareholder, please call us at no cost at: