ibusinesslines.com
ibusinesslines.com August 18, 2018


Tribune Media files suit, terminates Sinclair tie-up deal

09 August 2018, 09:17 | Myron Mathis

Tribune Media terminates merger agreement with Sinclair files lawsuit for breach of contract

Tribune Media terminates merger agreement with Sinclair files lawsuit for breach of contract

The $3.9 billion deal would have given Sinclair control of more than 200 local television stations broadcasting to 72 percent of the United States population, and the announcement of the proposed merger in May 2017 raised concerns about Sinclair's market dominance.

Sinclair used "unnecessarily aggressive and protracted negotiations" with the Department of Justice and Federal Communications Commission over regulatory requirements, the Chicago company said, and it refused to sell the stations it needed to in order to gain regulatory approval.

The FCC vote means that the "merger can not be completed within an acceptable timeframe, if ever", Tribune CEO Peter Kern said.

"This uncertainty and delay would be detrimental to our company and our shareholders".

"Sinclair's entire course of conduct has been in blatant violation of the Merger Agreement and, but for Sinclair's actions, the transaction could have closed long ago", Tribune said in its lawsuit, according to the statement.

Sinclair had proposed some revisions to its divesture plan last month, but those terms left Sinclair in control of stations under scrutiny, including in Chicago.


Advocacy group Free Press said in an FCC filing in August 2017 that Sinclair forces its TV stations to "air pro-Trump propaganda and then seeks favors from the Trump administration". Tribune is seeking an amount "including but not limited to approximately $1 billion of lost premium to Tribune's stockholders and additional damages in an amount to be proven at trial".

Sinclair raised hackles in March when it had all the anchors of its daily news shows across the country recite the exact same script, which adopted the tone and rhetoric of Trump, accusing other media outlets of spreading "biased and false news". Sinclair was to have acquired Tribune for a hefty $3.9 billion price tag - in a move that would have added dozens of local stations to the roughly 200 which are already in its portfolio.

The so-called "sidecar deals" unraveled the merger's chances of approval, Tribune said, and ultimately prompted its decision to back out and file a lawsuit.

But constructing deals in such a way that would allow the company to maintain control or re-purchase them wasn't what Tribune had in mind. The Tribune deal, plus other pending acquisitions, will give Sinclair a total of 233 TV stations. The FCC declined to comment on Thursday.

Sinclair operates 192 stations, runs 611 channels and operates in 89 US markets.

The announcement brings an end to a merger that was thought to have a staunch champion in FCC Chairman Ajit Pai, whose tenure had been marked by a deregulatory agenda that had cleared out restrictions against consolidation in the media industry.



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