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Sinclair and Tribune: Just the Facts


Weeters

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This thread is for people who wish to know the latest news regarding the Tribune and Sinclair merger, without all the discussion.

 

Please only post news updates in this thread. Discussion should take place in the other thread.

 

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TVNewsCheck is reporting that Sinclair has received final bids for stations they will sell. The official list should be announced next week.

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This is not directly related to Sin-Trib, but it's definitely relevant to the merger as it is most likely the main reason why this is happening: The FCC [URL='http://www.tvnewscheck.com/article/111926/fcc-sued-over-media-ownership-moves']has been sued[/URL] by Free Press, Common Cause and others over the deregulation of ownership limits. Specifically, it's concerned about the de-attribution of SSA's and JSA's, as well as getting rid of some of the local rules (the top four rule, the eight voice test, etc.). If you want to discuss, going off what @Weeters said, please do so in the other Sin-Trib thread.
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http://www.tvnewscheck.com/article/111986/aca-to-fcc-not-so-fast-on-sinclairtribune

Any discussion of the deal should take place in the other thread as Weeters called for

 

The American Cable Association has asked the FCC to put the brakes on its review of the Sinclair-Tribune merger, arguing that Sinclair has withheld information needed to evaluate the deal.

 

“Until Sinclair discloses information regarding the stations it proposes to divest, it has not provided the ‘full and complete record’ necessary to evaluate the proposed transaction. Without such information, the commission cannot proceed with its review,” the trade group told the FCC is a filing dated March 12.

 

The ACA, which represents smaller cable operators, takes aim at Sinclair’s latest change in plans to keep two top 4-rated stations in Indianapolis and Greensboro, N.C.

 

Such duopolies are currently disallowed, but the FCC has said it will consider allowing them on a case-by-case basis.

 

At first, Sinclair said it would place one of the stations in each of the markets in a trust while the FCC conducts its case-by-case review. But then it modified that to say it would ask the FCC for a temporary waiver during the commission's review

 

There’s a big difference in the two approaches, ACA said. If a station is in trust, Sinclair doesn’t own it and so it would not be able to exercise after-acquired clauses.

 

Such clauses allow station groups to automatically raise retransmission fees of newly acquired stations to the higher level of its group-wide retrans agreements.

 

However, ACA explained, if Sinclair gets a temporary waiver to own the stations, it will be able to immediately take advantage of the after-acquired provision.

 

“To be clear, our concern here is not solely with Sinclair’s or any other broadcaster’s use of after-acquired station clauses, although we have expressed concerns with such clauses in the past. The new issue here is that, by combining after-acquired station clauses with temporary ownership waivers, Sinclair could — intentionally or otherwise — automatically increase retransmission consent prices for stations that Sinclair cannot lawfully own.”

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  • 4 weeks later...

Just read that there is a WSJ report that the Sinclair plan for WPIX and WGN has hit a snag with the FCC which is not ready to approve it due to concerns over independence from Sinclair and that the purchase prices were below market valuation. Hopefully this will force Sinclair to divest them cleanly without any joint operating agreements. https://www.bizjournals.com/stlouis/news/2018/04/10/fcc-pushes-back-on-sinclair-plan-to-buy-tribune.html

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  • 2 weeks later...

We just got an email with a new filing today:

 

Meredith will buy KPLR/St. Louis.

 

KCPQ, KDVR, WJW, KTXL, KSTU, KSWB and WSFL are listed as "TBA" (assume most of these will be FOX)

 

WGN will be shelled but WPIX will not.

 

KIAH and KDAF will be shelled.

 

Several others in overlap markets will be listed under an entity called "Standard Media."

 

(p.s., please move to appropriate thread if I clicked on the wrong one. I have the .pdf of the latest filing)

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https://www.broadcastingcable.com/news/sinclair-deal-shot-clock-still-paused looks like the Justice Department is satisfied with the latest divestment plan and that the clock will restart once the FCC gets the final version of the divestment plan so that it can be put out for public commpents and replies

 

http://www.tvnewscheck.com/article/113162/sinclair-to-reach-58-of-tvhhs-or-is-it-66

http://www.tvnewscheck.com/article/113165/suddenly-time-is-of-essence-for-sinclairtrib

My thoughts/takeaways from Harry Jessell's 2-part column are in the other thread for you to read

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More Paperwork tonight.....

 

KDAF/KIAH to Cunningham. Price: $60M. No JSA/SSA, but SBG will op the outlets through a 180-day transition agreement after closing.

 

KAUT/KMYU/KUNS to Howard Stirk. Price: $4.95M ($3.8M for KUNS, $750K for KAUT & $400K for KMYU). JSA/SSA op'd by SBG.

 

All five stations mentioned have option agreements between the proposed buyers & SBG.

 

Also posted last Wednesday:

 

KPLR to Meredith. Price: $65M. 120-day transition agreement between SBG & Meredith after closing.

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Re-EDIT (5/1): Standard Media paperwork.

 

It includes an APA, a 180-day transition agreement and a reverse? transition agreement.

 

WSWB wants to duo with WOLF because the former is not in the top-4 (remember the eight voice test is squashed). And wants continued satellite authority for WQMY to repeat WOLF.

 

They also want WOLF to continue the news share agreement with WSBT after closing.

 

The others: KDSM, KOKH, WPMT, WRLH, WXMI, WXLV.

 

Purchase Price: $441.7M.

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  • 2 weeks later...

dealReporter is reporting that the DOJ is approving the elaborate divestment plan made by Sinclair to gain regulatory approval to acquire Tribune Media

https://seekingalpha.com/news/3354673-report-doj-approving-sinclair-tribune-divestitures-deal this will be croosed over into the other thread for discussion

 

EDIT: Justice/FCC is actually not satisfied with parts of Sinclair's latest divestment plan, details are in the other thread

https://www.broadcastingcable.com/news/sinclair-hopes-fifth-times-the-charm

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BREAKING and EXCLUSIVE to the Radio+Television Business Report:

 

Another twist to this continuing messy saga: The Meredith acquisition of KPLR 11 (CW) to create a duopoly with KMOV 4 (CBS) may not happen at all! This now leaves as to which station KTVI could pair up with going forward.

 

https://www.rbr.com/meredith-sinclair-station-sale-deny/

 

Translation: The DOJ has put the sale of KPLR-11 into review, and its sale to Meredith Corp. may not happen. Accordingly, a new filing for KPLR-11 was made — one week ago — with the FCC. The filing shows “KPLR Inc.” and Tribune transferring the station into the Sinclair Divestiture Trust, created in late February and administered by RAFAMEDIA LLC, led by longtime media broker Richard A. Foreman.

 

The filing includes a “Changes in Interest” document, drafted in May 2018. It further confirms the transfer of KPLR into the trust, negating the paperwork that put the Meredith deal in motion. There was no mention of the April 25 filing that saw “KPLR Inc.” and Sinclair — an important differentiator to the May filing — assign KPLR-11 to Meredith. With KPLR-11 now going into trust, Sinclair can’t put its hands on it: The Meredith deal saw Sinclair spinning the station seconds after its Tribune Media merger was to close.

 

Nowhere in the revised paperwork is there mention of Meredith Corp., or its now-scuttled Form 315 filing from April.

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It had not previously been publicly reported, though it had been mentioned in passing in a filing.

 

I should hope nobody's life was put in any danger with this "leak"....or "disclosure"...wink wink.

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