Television Licensees and Permittees Receiving Digital Television Channel Assignments
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Fox Network Begins to Take Shape
I I TOP OF THE WEEK I I second -quarter financial results, released Blair entertainment showed an increased be represented by ABC Television Spot last Thursday. A special $17.4- million loss and operating income also declined for Sales. Commenting on the transfer, which charge was equally offset by a gain on the Blair's owned stations and representation will probably take place in the next few disposal of Blair's printing operations. business. months, Michael P. Mallardi, president of Both operating and net income for Blair The company's television representation Capital Cities/ABC's broadcasting division showed improvement, largely as a result of a division received some bad, but not totally said: "Only the unusual circumstances and reported improvement at the company's di- unexpected, news last week when Capital opportunities created by the Capital Cit- rect marketing subsidiary, ADVO systems, Cities /ABC announced it was withdrawing ies /ABC merger have caused this change." which showed a $5 million operating profit, its four stations: KFSN1 -TV Fresno, Calif.; Reliable sources have estimated Blair's an- compared to an operating loss of $5.7 mil- WTVD(TV) Raleigh, N.C.; WPVI-TV Philadel- nual commission income from the four sta- lion in the previous year's second quarter. phia, and KTRK -TV Houston, which will now tions at approximately $6 million. Fox network begins to take shape Stations so far affiliated company's total reach would be by March Chicago (ch. 32), KDAF -TV Dallas (ch. 33), represent 80% of U.S. TV homes, 1987, when the prime time program service wTTG(TV) Washington (ch. -
Tx-11 Tx-13 Tx-19
TV Station KAMC • Analog Channel 28, DTV Channel 27 • Lubbock, TX Expected Operation on June 13: Granted Construction Permit Digital CP (solid): 1000 kW ERP at 219 m HAAT, Network: ABC vs. Analog (dashed): 2000 kW ERP at 256 m HAAT, Network: ABC Market: Lubbock, TX NORTH Parmer Castro Swisher Briscoe Hall Muleshoe Olton Plainview Motley Bailey Lamb Hale Floyd Floydada Littlefield Ralls Dickens Hockley Crosby TX-13 Levelland Lubbock Cochran Lubbock TX-19 D27 A28 Kent Lynn Post Yoakum Brownfield Tahoka Terry Garza Denver City Dawson Gaines Borden Scurry Seminole Lamesa Snyder TX-11 2009 Hammett & Edison, Inc. 10MI 0 10 20 30 40 50 60 40 20 0 KM 20 Coverage gained after DTV transition Analog service 317,167 persons Digital service 359,365 No symbol = no change in coverage Analog loss 0 Digital gain 42,198 Net gain 42,198 BMPCDT-20070125ABW Map set 1 KAMC Digital CP TV Station KAMC • Analog Channel 28, DTV Channel 27 • Lubbock, TX Approved Post-Transition Operation: Granted Construction Permit Digital CP (solid): 1000 kW ERP at 219 m HAAT, Network: ABC vs. Analog (dashed): 2000 kW ERP at 256 m HAAT, Network: ABC Market: Lubbock, TX NORTH Parmer Castro Swisher Briscoe Hall Muleshoe Olton Plainview Motley Bailey Lamb Hale Floyd Floydada Littlefield Ralls Dickens Hockley Crosby TX-13 Levelland Lubbock Cochran Lubbock TX-19 D27 A28 Kent Lynn Post Yoakum Brownfield Tahoka Terry Garza Denver City Dawson Gaines Borden Scurry Seminole Lamesa Snyder TX-11 2009 Hammett & Edison, Inc. 10MI 0 10 20 30 40 50 60 40 20 0 KM 20 Coverage gained after DTV transition Analog service 317,167 persons Digital service 359,365 No symbol = no change in coverage Analog loss 0 Digital gain 42,198 Net gain 42,198 BMPCDT-20070125ABW Map set 2 KAMC Digital CP TV Station KCBD • Analog Channel 11, DTV Channel 11 • Lubbock, TX Expected Operation on June 13: Granted Construction Permit Digital CP (solid): 15.0 kW ERP at 232 m HAAT, Network: NBC vs. -
Broadcasting Ii Aug 5
The Fifth Estate R A D I O T E L E V I S I O N C A B L E S A T E L L I T E Broadcasting ii Aug 5 WE'RE PROUD TO BE VOTED THE TWIN CITIES' #1 MUSIC STATION FOR 7 YEARS IN A ROW.* And now, VIKINGS Football! Exciting play -by-play with Joe McConnell and Stu Voigt, plus Bud Grant 4 times a week. Buy a network of 55 stations. Contact Tim Monahan at 612/642 -4141 or Christal Radio for details AIWAYS 95 AND SUNNY.° 'Art:ron 1Y+ Metro Shares 6A/12M, Mon /Sun, 1979-1985 K57P-FM, A SUBSIDIARY OF HUBBARD BROADCASTING. INC. I984 SUhT OGlf ZZ T s S-lnd st-'/AON )IMM 49£21 Z IT 9.c_. I Have a Dream ... Dr. Martin Luther KingJr On January 15, 1986 Dr. King's birthday becomes a National Holiday KING... MONTGOMERY For more information contact: LEGACY OF A DREAM a Fox /Lorber Representative hour) MEMPHIS (Two Hours) (One-half TO Written produced and directed Produced by Ely Landau and Kaplan. First Richard Kaplan. Nominated for MFOXILORBER by Richrd at the Americ Film Festival. Narrated Academy Award. Introduced by by Jones. Harry Belafonte. JamcsEarl "Perhaps the most important film FOX /LORBER Associates, Inc. "This is a powerful film, a stirring documentary ever made" 432 Park Avenue South film. se who view it cannot Philadelphia Bulletin New York, N.Y. 10016 fail to be moved." Film News Telephone: (212) 686 -6777 Presented by The Dr.Martin Luther KingJr.Foundation in association with Richard Kaplan Productions. -
Retrans Blackouts 2010-2018
Retransmission Consent Blackouts 2010-2018 OWNER OF DATES OF BLACKOUT STATION(S) BLACKED MVPD DMA NAME(S) NETWORKS DOWN State OUT 6/12/16-9/5/16 Tribune Broadcasting DISH National WGN - 2/3/17 Denali Media DIRECTV AncHorage, AK CBS AK 9/21/17 Denali Media DIRECTV AncHorage, AK CBS AK 9/21/17 Denali Media DIRECTV Juneau-Stika, AK CBS, NBC AK General CoMMunication 12/5/17 Vision Alaska Inc. Juneau, AK ABC AK 3/4/16-3/10/16 Univision U-Verse Fort SMitH, AK KXUN AK 3/4/16-3/10/16 Univision U-Verse Little Rock-Pine Bluff, AK KLRA AK 1/2/2015-1/16/2015 Vision Alaska II DISH Fairbanks, AK ABC AK 1/2/2015-1/16/2015 Coastal Television DISH AncHorage, AK FOX AK AncHorage, AK; Fairbanks, AK; 1/5/2013-1/7/2013 Vision Alaska DIRECTV Juneau, AK ABC AK 1/5/2013-1/7/2013 Vision Alaska DIRECTV Fairbanks, AK ABC AK 1/5/2013-1/7/2013 Vision Alaska DIRECTV Juneau, AK ABC AK 3/13/2013- 4/2/2013 Vision Alaska DIRECTV AncHorage, AK ABC AK 3/13/2013- 4/2/2013 Vision Alaska DIRECTV Fairbanks, AK ABC AK 3/13/2013- 4/2/2013 Vision Alaska DIRECTV Juneau, AK ABC AK 1/23/2018-2/2/2018 Lockwood Broadcasting DISH Huntsville-Decatur, AL CW AL SagaMoreHill 5/22/18 Broadcasting DISH MontgoMery AL ABC AL 1/1/17-1/7/17 Hearst AT&T BirMingHaM, AL NBC AL BirMingHaM (Anniston and 3/3/17-4/26/17 Hearst DISH Tuscaloosa) NBC AL 3/16/17-3/27/17 RaycoM U-Verse BirMingHaM, AL FOX AL 3/16/17-3/27/17 RaycoM U-Verse Huntsville-Decatur, AL NBC AL 3/16/17-3/27/17 RaycoM U-Verse MontgoMery-SelMa, AL NBC AL Retransmission Consent Blackouts 2010-2018 6/12/16-9/5/16 Tribune Broadcasting DISH -
Appendix a Stations Transitioning on June 12
APPENDIX A STATIONS TRANSITIONING ON JUNE 12 DMA CITY ST NETWORK CALLSIGN LICENSEE 1 ABILENE-SWEETWATER SWEETWATER TX ABC/CW (D KTXS-TV BLUESTONE LICENSE HOLDINGS INC. 2 ALBANY GA ALBANY GA NBC WALB WALB LICENSE SUBSIDIARY, LLC 3 ALBANY GA ALBANY GA FOX WFXL BARRINGTON ALBANY LICENSE LLC 4 ALBANY-SCHENECTADY-TROY ADAMS MA ABC WCDC-TV YOUNG BROADCASTING OF ALBANY, INC. 5 ALBANY-SCHENECTADY-TROY ALBANY NY NBC WNYT WNYT-TV, LLC 6 ALBANY-SCHENECTADY-TROY ALBANY NY ABC WTEN YOUNG BROADCASTING OF ALBANY, INC. 7 ALBANY-SCHENECTADY-TROY ALBANY NY FOX WXXA-TV NEWPORT TELEVISION LICENSE LLC 8 ALBANY-SCHENECTADY-TROY PITTSFIELD MA MYTV WNYA VENTURE TECHNOLOGIES GROUP, LLC 9 ALBANY-SCHENECTADY-TROY SCHENECTADY NY CW WCWN FREEDOM BROADCASTING OF NEW YORK LICENSEE, L.L.C. 10 ALBANY-SCHENECTADY-TROY SCHENECTADY NY CBS WRGB FREEDOM BROADCASTING OF NEW YORK LICENSEE, L.L.C. 11 ALBUQUERQUE-SANTA FE ALBUQUERQUE NM CW KASY-TV ACME TELEVISION LICENSES OF NEW MEXICO, LLC 12 ALBUQUERQUE-SANTA FE ALBUQUERQUE NM UNIVISION KLUZ-TV ENTRAVISION HOLDINGS, LLC 13 ALBUQUERQUE-SANTA FE ALBUQUERQUE NM PBS KNME-TV REGENTS OF THE UNIV. OF NM & BD.OF EDUC.OF CITY OF ALBUQ.,NM 14 ALBUQUERQUE-SANTA FE ALBUQUERQUE NM ABC KOAT-TV KOAT HEARST-ARGYLE TELEVISION, INC. 15 ALBUQUERQUE-SANTA FE ALBUQUERQUE NM NBC KOB-TV KOB-TV, LLC 16 ALBUQUERQUE-SANTA FE ALBUQUERQUE NM CBS KRQE LIN OF NEW MEXICO, LLC 17 ALBUQUERQUE-SANTA FE ALBUQUERQUE NM TELEFUTURKTFQ-TV TELEFUTURA ALBUQUERQUE LLC 18 ALBUQUERQUE-SANTA FE CARLSBAD NM ABC KOCT KOAT HEARST-ARGYLE TELEVISION, INC. -
Federal Register/Vol. 85, No. 103/Thursday, May 28, 2020
32256 Federal Register / Vol. 85, No. 103 / Thursday, May 28, 2020 / Proposed Rules FEDERAL COMMUNICATIONS closes-headquarters-open-window-and- presentation of data or arguments COMMISSION changes-hand-delivery-policy. already reflected in the presenter’s 7. During the time the Commission’s written comments, memoranda, or other 47 CFR Part 1 building is closed to the general public filings in the proceeding, the presenter [MD Docket Nos. 19–105; MD Docket Nos. and until further notice, if more than may provide citations to such data or 20–105; FCC 20–64; FRS 16780] one docket or rulemaking number arguments in his or her prior comments, appears in the caption of a proceeding, memoranda, or other filings (specifying Assessment and Collection of paper filers need not submit two the relevant page and/or paragraph Regulatory Fees for Fiscal Year 2020. additional copies for each additional numbers where such data or arguments docket or rulemaking number; an can be found) in lieu of summarizing AGENCY: Federal Communications original and one copy are sufficient. them in the memorandum. Documents Commission. For detailed instructions for shown or given to Commission staff ACTION: Notice of proposed rulemaking. submitting comments and additional during ex parte meetings are deemed to be written ex parte presentations and SUMMARY: In this document, the Federal information on the rulemaking process, must be filed consistent with section Communications Commission see the SUPPLEMENTARY INFORMATION 1.1206(b) of the Commission’s rules. In (Commission) seeks comment on several section of this document. proceedings governed by section 1.49(f) proposals that will impact FY 2020 FOR FURTHER INFORMATION CONTACT: of the Commission’s rules or for which regulatory fees. -
Nexstar Media Group Stations(1)
Nexstar Media Group Stations(1) Full Full Full Market Power Primary Market Power Primary Market Power Primary Rank Market Stations Affiliation Rank Market Stations Affiliation Rank Market Stations Affiliation 2 Los Angeles, CA KTLA The CW 57 Mobile, AL WKRG CBS 111 Springfield, MA WWLP NBC 3 Chicago, IL WGN Independent WFNA The CW 112 Lansing, MI WLAJ ABC 4 Philadelphia, PA WPHL MNTV 59 Albany, NY WTEN ABC WLNS CBS 5 Dallas, TX KDAF The CW WXXA FOX 113 Sioux Falls, SD KELO CBS 6 San Francisco, CA KRON MNTV 60 Wilkes Barre, PA WBRE NBC KDLO CBS 7 DC/Hagerstown, WDVM(2) Independent WYOU CBS KPLO CBS MD WDCW The CW 61 Knoxville, TN WATE ABC 114 Tyler-Longview, TX KETK NBC 8 Houston, TX KIAH The CW 62 Little Rock, AR KARK NBC KFXK FOX 12 Tampa, FL WFLA NBC KARZ MNTV 115 Youngstown, OH WYTV ABC WTTA MNTV KLRT FOX WKBN CBS 13 Seattle, WA KCPQ(3) FOX KASN The CW 120 Peoria, IL WMBD CBS KZJO MNTV 63 Dayton, OH WDTN NBC WYZZ FOX 17 Denver, CO KDVR FOX WBDT The CW 123 Lafayette, LA KLFY CBS KWGN The CW 66 Honolulu, HI KHON FOX 125 Bakersfield, CA KGET NBC KFCT FOX KHAW FOX 129 La Crosse, WI WLAX FOX 19 Cleveland, OH WJW FOX KAII FOX WEUX FOX 20 Sacramento, CA KTXL FOX KGMD MNTV 130 Columbus, GA WRBL CBS 22 Portland, OR KOIN CBS KGMV MNTV 132 Amarillo, TX KAMR NBC KRCW The CW KHII MNTV KCIT FOX 23 St. Louis, MO KPLR The CW 67 Green Bay, WI WFRV CBS 138 Rockford, IL WQRF FOX KTVI FOX 68 Des Moines, IA WHO NBC WTVO ABC 25 Indianapolis, IN WTTV CBS 69 Roanoke, VA WFXR FOX 140 Monroe, AR KARD FOX WTTK CBS WWCW The CW WXIN FOX KTVE NBC 72 Wichita, KS -
Federal Communications Commission Washington, D.C. 20554
Federal Communications Commission Washington, D.C. 20554 May 29, 2014 DA 14-727 Released: May 29, 2014 Soda Mountain Broadcasting, Inc. & KEZI, Inc. c/o Shelly Sadowsky, Esq. Sciarrino & Shubert, PLLC 5938 Dorchester Way Rockville, MD 20852 Oregon TV License Company, LLC c/o Russell M Blau Bingham McCutchen, LLP 2020 K Street, N.W. Washington, D.C. 20006 Re: File Nos. BALCDT-20140311ACJ; BALCDT-20140311ACZ; BALCDT- 20140311ADA Dear Counsel: By this letter we grant the above-captioned uncontested applications for consent to the assignment of the licenses of station KEZI(TV), Eugene, Oregon, from KEZI, Inc., to Oregon TV License Company, LLC (Oregon TV) and stations KDKF(TV), Klamath Falls, Oregon (KDKF), and KDRV(TV) Medford, Oregon (KDRV), from Soda Mountain Broadcasting, Inc., to Oregon TV. We also grant Oregon TV authority to continue operating KDKF as a satellite station of KDRV in the Medford-Klamath Falls, Oregon, Nielsen Designated Market Area (“DMA”), pursuant to Note 5 of Section 73.3555 of the Commission’s rules.1 In Television Satellite Stations,2 the Commission stated that applicants seeking to transfer or assign a television satellite station are entitled to a “presumptive” exemption from Section 73.3555(b) of the Commission’s rules if the parent/satellite combination meets three criteria: (1) there is no City Grade overlap between the parent and the satellite; (2) the proposed satellite would provide service to an underserved area; and (3) no alternative operator is ready and able to construct or to purchase and operate the satellite as a full-service station.3 Applications meeting these three criteria, when unrebutted, will be viewed favorably by the Commission. -
Ciaudme Mld€, CHIEF Fl&Ro~
CiAUDmEmlD€, CHIEF fl&Ro~ FEDERAL COMMUNICATIONS COMMlSSlON Washington, D. C. 20554 JAN 0 9 ZOO4 OFFICE OF MANAGING DIRECTOR Brooke Temple Vice President World Television of Washington, LLC 4164 Guide Meridian Suite I02 Bellingham, WA 98226 Re: Request for Reduction of Fiscal Year 2003 Regulatory Fees World Television of Washington, LLC KBCB(TV), Bellingham, Washington Fee Control No. 00000RROG-03-103 Dear Mr. Temple: This is in response to your September 23,2003 request filed on behalf of World Television of Washington, LLC (WTW), licensee of KBCB(TV), Bellingham, Washington, for a partial refund of the fiscal year (FY) 2003 regulatory fees. You request a refund reflecting the difference between the regulatory fee that Station KBCB(TV) paid for FY 2003 (i.e., $12,875.00) and the amount charged to UHF televisions stations in the remaining market category (k,markets 101 and above) under section 1.1153 ofthe Commission’s rules (i.e., $12,875.00 minus $1,425.00 equals $11,450.00). In your request, you state that KBCB(TV)’s signal “cannot be received over-theair in either Seattle or Tacoma” and that the station’s “Grade B service area can only be received by 274,580 people within the Seattle-Tacoma DMA.” You state that because there are only 107,678 television households in KBCB(TV)’s Grade B service area, the station “is effectively serving a market equivalent to DMA market size number 167 (which is currently Utica, New York).” You also state that KBCB(TV) is not a network affiliate. For purposes of the FY 2000 regulatory fee, the Office of Managing Director (Om) found that because KBCB(TV) is not a network affiliate, is located outside the Seattle- Tacoma, Washington metropolitan area, and its Grade B signal (encompassing 79,600 television households) does not serve a substantial portion of the Seattle-Tacoma, Washington metropolitan area (citing the 2000 Television & Cable Factbook), KBCB(TV) should be treated as a remaining market station for purposes of its regulatory Mr. -
All Full-Power Television Stations by Dma, Indicating Those Terminating Analog Service Before Or on February 17, 2009
ALL FULL-POWER TELEVISION STATIONS BY DMA, INDICATING THOSE TERMINATING ANALOG SERVICE BEFORE OR ON FEBRUARY 17, 2009. (As of 2/20/09) NITE HARD NITE LITE SHIP PRE ON DMA CITY ST NETWORK CALLSIGN LITE PLUS WVR 2/17 2/17 LICENSEE ABILENE-SWEETWATER ABILENE TX NBC KRBC-TV MISSION BROADCASTING, INC. ABILENE-SWEETWATER ABILENE TX CBS KTAB-TV NEXSTAR BROADCASTING, INC. ABILENE-SWEETWATER ABILENE TX FOX KXVA X SAGE BROADCASTING CORPORATION ABILENE-SWEETWATER SNYDER TX N/A KPCB X PRIME TIME CHRISTIAN BROADCASTING, INC ABILENE-SWEETWATER SWEETWATER TX ABC/CW (DIGITALKTXS-TV ONLY) BLUESTONE LICENSE HOLDINGS INC. ALBANY ALBANY GA NBC WALB WALB LICENSE SUBSIDIARY, LLC ALBANY ALBANY GA FOX WFXL BARRINGTON ALBANY LICENSE LLC ALBANY CORDELE GA IND WSST-TV SUNBELT-SOUTH TELECOMMUNICATIONS LTD ALBANY DAWSON GA PBS WACS-TV X GEORGIA PUBLIC TELECOMMUNICATIONS COMMISSION ALBANY PELHAM GA PBS WABW-TV X GEORGIA PUBLIC TELECOMMUNICATIONS COMMISSION ALBANY VALDOSTA GA CBS WSWG X GRAY TELEVISION LICENSEE, LLC ALBANY-SCHENECTADY-TROY ADAMS MA ABC WCDC-TV YOUNG BROADCASTING OF ALBANY, INC. ALBANY-SCHENECTADY-TROY ALBANY NY NBC WNYT WNYT-TV, LLC ALBANY-SCHENECTADY-TROY ALBANY NY ABC WTEN YOUNG BROADCASTING OF ALBANY, INC. ALBANY-SCHENECTADY-TROY ALBANY NY FOX WXXA-TV NEWPORT TELEVISION LICENSE LLC ALBANY-SCHENECTADY-TROY AMSTERDAM NY N/A WYPX PAXSON ALBANY LICENSE, INC. ALBANY-SCHENECTADY-TROY PITTSFIELD MA MYTV WNYA VENTURE TECHNOLOGIES GROUP, LLC ALBANY-SCHENECTADY-TROY SCHENECTADY NY CW WCWN FREEDOM BROADCASTING OF NEW YORK LICENSEE, L.L.C. ALBANY-SCHENECTADY-TROY SCHENECTADY NY PBS WMHT WMHT EDUCATIONAL TELECOMMUNICATIONS ALBANY-SCHENECTADY-TROY SCHENECTADY NY CBS WRGB FREEDOM BROADCASTING OF NEW YORK LICENSEE, L.L.C. -
Schedule 14A (Rule 14A-101)
1 SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the registrant /x/ Filed by a party other than the registrant / / Check the appropriate box: / / Preliminary Proxy Statement / / Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) /x/ Definitive Proxy Statement / / Definitive Additional Materials / / Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12 HARTE-HANKS COMMUNICATIONS, INC. -------------------------------------------------------------------------------- (Name of Registrant as Specified in its Charter) -------------------------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement, if other than Registrant) Payment of filing fee (Check the appropriate box): /x/ $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), or 14a-6(j)(2) or Item 22(a)(2) of Schedule 14A. / / $500 per each party to the controversy pursuant to Exchange Act Rule 14a-6(i)(3). / / Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. (1) Title of each class of securities to which transaction applies: -------------------------------------------------------------------------------- (2) Aggregate number of securities to which transactions applies: -------------------------------------------------------------------------------- (3) Per unit price or other underlying value of transaction computed -
COMPLAINT Plaintiff, Tribune Media Company (“Tribune”), by and Through Its Undersigned Attorneys, Files This Verified Complaint Against Defendant, Sinclair
EFiled: Aug 09 2018 12:05AM EDT Transaction ID 62327554 Case No. 2018-0593- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE Tribune Media Company, a Delaware corporation, Plaintiff, C.A. No. 2018- _____-_____ v. Sinclair Broadcast Group, Inc., a Maryland corporation, Defendant. VERIFIED COMPLAINT Plaintiff, Tribune Media Company (“Tribune”), by and through its undersigned attorneys, files this Verified Complaint against Defendant, Sinclair Broadcast Group, Inc. (“Sinclair”), and alleges as follows: Introduction 1. Tribune and Sinclair are media companies that own and operate local television stations. In May 2017, the companies entered into an Agreement and 1 Plan of Merger (the “Merger Agreement”) pursuant to which Sinclair agreed to acquire Tribune for cash and stock valued at $43.50 per share, for an aggregate purchase price of approximately $3.9 billion (the “Merger”). 1 A true and correct copy of the Merger Agreement is attached as Exhibit A. The Merger Agreement is incorporated herein by reference. Unless defined herein, all capitalized terms in this Verified Complaint have the meanings ascribed to them in the Merger Agreement. RLF1 19833012v.1 2. Sinclair owns the largest number of local television stations of any media company in the United States, and Tribune and Sinclair were well aware that a combination of the two companies would trigger regulatory scrutiny by both the United States Department of Justice (“DOJ”) and the Federal Communications Commission (the “FCC”). Because speed and certainty were critical to Tribune, it conditioned its agreement on obtaining from Sinclair a constrictive set of deal terms obligating Sinclair to use its reasonable best efforts to obtain prompt regulatory clearance of the transaction.