Fcc Grants Approval of Nexstar-Tribune Merger

Total Page：16

File Type：pdf, Size：1020Kb

Media Contact: Neil Grace, (202) 418-0506 [email protected] For Immediate Release FCC GRANTS APPROVAL OF NEXSTAR-TRIBUNE MERGER -- WASHINGTON, September 16, 2019—The Federal Communications Commission today approved the sale of Tribune Media Company broadcast stations to Nexstar Media Group, Inc. In connection with this transaction, the Commission also approved the divestiture to Scripps Broadcast Holdings, LLC; TEGNA Broadcast Holdings, LLC; and CCB License, LLC of broadcast stations in certain markets necessary for Nexstar to come into compliance with the Commission’s local and national television ownership rules. In the Indianapolis and Norfolk markets, the Commission found that the transfer of preexisting combinations of two top-four ranked broadcast television stations to Nexstar and Scripps, respectively, would be in the public interest. The Commission found that the proposed merger would provide several public interest benefits to viewers of current Tribune and Nexstar stations. For example, viewers would benefit from their local stations having increased access to Nexstar’s Washington, DC, news bureau and state news bureaus. Additionally, Nexstar demonstrated that it would invest savings resulting from the merger into its stations, including investments in ATSC 3.0, the next-generation television broadcast standard. An Order detailing the Commission’s reasoning can be found here: https://docs.fcc.gov/public/attachments/FCC-19-89A1.pdf. View the Nexstar-Tribune transaction page here: www.fcc.gov/transaction/nexstar-tribune. ### Media Relations: (202) 418-0500 / ASL: (844) 432-2275 / TTY: (888) 835-5322 / Twitter: @FCC / www.fcc.gov This is an unofficial announcement of Commission action. Release of the full text of a Commission order constitutes official action. See MCI v. FCC, 515 F.2d 385 (D.C. Cir. 1974)..

Copy Link

Recommended publications

Acquisition of Tribune Media Company
Acquisition of Tribune Media Company Enhancing Nexstar’s Position as North America’s Leading Local Media Company December 3, 2018 Disclaimer Forward-Looking Statements This Presentation includes forward-looking statements. We have based these forward-looking statements on our current expectations and projections about future events. Forward-looking statements include information preceded by, followed by, or that includes the words "guidance," "believes," "expects," "anticipates," "could," or similar expressions. For these statements, Nexstar Media and Tribune Media claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The forward-looking statements contained in this presentation, concerning, among other things, the ultimate outcome, benefits and cost savings of any possible transaction between Nexstar Media and Tribune Media and timing thereof, and future financial performance, including changes in net revenue, cash flow and operating expenses, involve risks and uncertainties, and are subject to change based on various important factors, including the timing of and any potential delay in consummating the proposed transaction; the risk that a condition to closing of the proposed transaction may not be satisfied and the transaction may not close; the risk that a regulatory approval that may be required for the proposed transaction is delayed, is not obtained or is obtained subject to conditions that are not anticipated, the risk of the occurrence of any
[Show full text]
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
[Show full text]
2020 – 4Th Quarter
NEXSTAR MEDIA GROUP REPORTS RECORD FOURTH QUARTER NET REVENUE OF $1,377 MILLION Net Revenue Drives Record 4Q Operating Income of $530.5 Million, Net Income of $362.9 Million Adjusted EBITDA of $657.1 Million and Free Cash Flow of $443.2 Million Allocated $224.3 Million Toward Leverage Reduction and Repurchased $84.3 Million of Class A Common Shares Initiates Pro-Forma Average Annual Free Cash Flow Guidance for the 2021/2022 Cycle of $1.27 Billion IRVING, Texas – February 23, 2021 – Nexstar Media Group, Inc. (NASDAQ: NXST) (“Nexstar”) today reported financial results for the fourth quarter ended December 31, 2020 as summarized below. The actual results presented herein for the three months ended December 31, 2020 and 2019 reflect the full operations of both the Nexstar’s legacy broadcasting and digital operations and quarterly results from the Tribune Media stations which were acquired on September 19, 2019. Fourth quarter 2020 revenue from WGN America, also acquired in the Tribune transaction, is included in core advertising revenue and distribution fee revenue. The contribution from Nexstar’s 31.3% ownership stake in TV Food Network and other investments acquired in the Tribune transaction is included in the full income statement on page 7 under “Income (loss) on equity investments, net.” Summary 2020 Fourth Quarter Results and Full Year Highlights Three Months Ended December 31, Years Ended December 31, ($ in thousands) 2020 2019 Change 2020 2019 Change Core Advertising Revenue $ 473,524 $ 525,458 (9.9 )% $ 1,571,072 $ 1,335,126 +17.7
[Show full text]
Nexstar Media Group and Dish Network Reach Multi-Year Distribution Agreement
NEXSTAR MEDIA GROUP AND DISH NETWORK REACH MULTI-YEAR DISTRIBUTION AGREEMENT Nexstar’s 164 Local TV Stations and Cable Network, WGN America, Restored to Satellite Carrier’s Program Line-up WGN America Will Launch on DISH’s Streaming Service, Sling TV, in Early 2021 IRVING, TX (Dec. 25, 2020) – Nexstar Media Group, Inc. (Nasdaq: NXST) (“Nexstar”), today announced that it has reached a comprehensive multi-year distribution agreement with DISH Network. The agreement restores Nexstar’s 164 local television stations across the country and Nexstar’s wholly-owned cable network, WGN America, to DISH Network’s programming line-up. WGN America will also launch on DISH’s streaming service, Sling TV, in early 2021. Financial terms of the agreement were not disclosed. The agreement means that more than 5 million DISH subscribers will again have access to the highly-rated network and local entertainment, sports, and news programming provided by Nexstar television stations and by WGN America, home of the country’s only live prime-time national newscast, NewsNation. During the last three months, Nexstar successfully completed more than 250 distribution agreements with its satellite, cable, telco, and streaming partners. Combined with similar agreements reached with other providers in 2019, Nexstar now has long-term visibility regarding future retransmission and carriage fees covering 90% of the company’s footprint through 2022. Nexstar’s local television stations and WGN America had been off DISH Network’s satellite system since Dec. 2. We regret the inconvenience experienced by our viewers and look forward to again providing them with leading network and local programming.
[Show full text]
Nexstar Media Charitable Foundation and Wgn-Tv Donate $5,000 to the United Negro College Fund
NEXSTAR MEDIA CHARITABLE FOUNDATION AND WGN-TV DONATE $5,000 TO THE UNITED NEGRO COLLEGE FUND IRVING, TX (July 20, 2021) – The Nexstar Media Charitable Foundation announced today it will donate $5,000 to the Chicago Chapter of the United Negro College Fund (UNCF) on behalf of WGN-TV, the Nexstar Media Inc. television station serving the Chicago, IL, area. The donation was made live on the WGN-TV Midday newscast and will be used to fund scholarships for students attending a range of historically Black colleges and universities throughout the United States. “As we emerge from the pandemic, we are very aware that this time has been tough on the fund-raising efforts of organizations like UNCF,” said Paul Rennie, Vice President and General Manager of WGN-TV. “In many cases, a scholarship from the UNCF allows students the future of a college education and WGN-TV has long supported the Chicago Chapter of UNCF. Giving back to the communities served by Nexstar in 116 markets across the country is core to the company’s mission and we are proud to make this $5,000 donation on behalf of Chicago’s Very Own, WGN-TV Channel 9, Nexstar Media Group, and all of Nexstar’s 13,000 employees.” UNCF’s mission is to build a robust and nationally-recognized pipeline of under-represented students who, because of UNCF support, become highly-qualified college graduates and to ensure that its network of member institutions is a respected model of best practice in moving students to and through college. UNCF annually awards more than $100 million scholarships to more than 10,000 students and provides significant financial support to 37 historically Black colleges and universities across the country.
[Show full text]
Resubmission of Redacted Materials Submitted Prior to Entry of Protective Order Tribune Media Company and Nexstar Media Group, Inc
Eve Klindera Reed 202.719.7404 Wiley [email protected] ) .' 1\('1 n LUJ REDACTED - FOR PUBLICINSPECTION VIA ECFS April 3, 2019 Marlene H. Dortch Federal Communications Commission 445 12th Street, S.W. Washington, DC 20554 Re: Resubmission of Redacted Materials Submitted Prior to Entry of Protective Order Tribune Media Company and Nexstar Media Group, Inc. MB Docket No. 19-30 Dear Ms. Dortch: On behalf of Nexstar Media Group, Inc. ("Nexstar"), enclosed are copies of certain materials containing Confidential Information and Highly Confidential Information that have been redacted for public inspection. These materials were submitted prior to the entry of the Protective Order! in this proceeding as exhibits to the transfer of control applications, accompanied by a confidentiality request filed pursuant to Section 0.459 ofthe Commission's Rules. The redacted materials are being resubmitted in compliance with the Protective Order, consistent with discussions with Commission staff. The materials consist of the following: 1. The Comprehensive Exhibit that was previously submitted in Exhibit 15 to each of the Form 315 transfer of control applications; 2. A schedule to the Agreement and Plan of Merger that was previously submitted in Exhibit 15 of each of the Form 315 transfer of control applications; and 3. The "top-four" showing that was previously submitted in Exhibit 20 of the Form 315 transfer of control application for Tribune Broadcasting Indianapolis LLC.2 1 Tribune Media Company (Transferor) and Nexstar Media Group, Inc. (Transferee), Consolidated Applications for Consent to Transfer of Control, MB Docket No, 19-30, Protective Order (reI. Mar. 15, 2019). 2 Within the materials, Highly Confidential Information has been denoted with {{BEGIN HCI}} and {{END HCI}} and Confidential Information has been denoted with {{BEGIN CI}} and {{END CI}}.
[Show full text]
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.
[Show full text]
Federal Communications Commission FCC 19-89 Before the Federal Communications Commission Washington, D.C. 20554 in the Matter Of
Federal Communications Commission FCC 19-89 Before the Federal Communications Commission Washington, D.C. 20554 In the Matter of the Applications of ) ) Tribune Media Company ) MB Docket No. 19-30 (Transferor) ) ) and ) ) Nexstar Media Group, Inc. ) File No. BTCCDT-20190107ADJ, et al. (Transferee) ) ) and ) ) Nexstar Broadcasting, Inc. ) (Assignor) ) ) and ) ) Scripps Broadcasting Holdings, LLC ) BALCDT-20190403ABL, et al. (Assignee) ) ) and ) ) Nexstar Broadcasting, Inc. ) (Assignor) ) ) and ) ) BALCDT-20190403ABJ, et al. TEGNA Broadcast Holdings, LLC ) (Assignee) ) ) and ) ) Nexstar Broadcasting, Inc. ) (Assignor) ) ) and ) ) BALCDT-20190408AAR, et al. CCB License, LLC ) (Assignee) ) ) and ) ) Dreamcatcher Broadcasting, LLC ) (Transferor) ) ) and ) ) ) Federal Communications Commission FCC 19-89 Local TV Finance, LLC ) BTCCDT-20190410AAX, et al. (Transferee) ) ) And ) ) Local TV Virginia License, LLC ) (Assignor) ) ) and ) ) Scripps Broadcasting Holdings, LLC ) BALCDT-20190410AAK, et al. (Assignee) ) ) For Transfer of Control of Tribune Media ) Company to Nexstar Media Group, Inc., and ) Assignment of Certain Broadcast ) Licenses and Transfer of Control of Certain Entities ) Holding Broadcast Licenses MEMORANDUM OPINION AND ORDER Adopted: September 13, 2019 Released: September 16, 2019 By the Commission: Commissioner O’Rielly issuing a statement; Commissioners Rosenworcel and Starks dissenting and issuing separate statements. TABLE OF CONTENTS Heading Paragraph # I. INTRODUCTION .................................................................................................................................
[Show full text]
REGISTER NOW �Station Summit: Las Vegas
�Awards: North America Station 2019. 1 Celebrate the best in television station marketing. REGISTER NOW �Station Summit: Las Vegas. June 17-21, 2019. �Awards: North America Station 2019. GENERAL BRANDING/IMAGE: NEWS STATION IMAGE - SMALL MARKET GOO GOO DOLLS - TURN IT UP WGRZ KHQ STATION IMAGE 2018 KHQ TV ALL DEVICES WWBT CHANGE IS COMING WLTX-TV 65 YEARS THROUGH OUR LENS WIBW-TV PRESCRIBING HOPE HAWAII NEWS NOW/GRAY TELEVISION GENERAL BRANDING/IMAGE: NEWS STATION IMAGE - MEDIUM MARKET COLUMBUS, MY HOME WBNS-10TV CBS AUSTIN- CENTRAL TEXAS TRUSTED - WORKING SINCLAIR BROADAST GROUP THE SOURCE WDRB MEDIA WE ARE ONE WHAS11/TEGNA CBS 58 ELEVATOR WEIGEL BROADCASTING WDJT MILWAUKEE WDSU 70TH ANNIVERSARY WDSU-TV 2 Celebrate the best in television station marketing. REGISTER NOW �Station Summit: Las Vegas. June 17-21, 2019. �Awards: North America Station 2019. GENERAL BRANDING/IMAGE: NEWS STATION IMAGE - LARGE MARKET FIRE AND ICE KGW DEMANDING NBC10 BOSTON WBZ: ONE 4 ALL WBZ-TV I AM THUNDER KXAS BRAND MARKETING STRONGER AND BETTER TOGETHER NBC4 LA STORM FLEET 2.0 KXAS BRAND MARKETING, PLANET 365 GENERAL BRANDING/IMAGE CAMPAIGN - SMALL MARKET WORKING FOR YOU WTVR STORIES THAT MAKE AN IMPACT WPRI YOU KNOW THIS IS HOME WHEN WGRZ PM IMAGE WWBT WWBT THV11 STORYTELLERS KTHV MORNING ON REPEAT WATERMAN BROADCASTING 3 Celebrate the best in television station marketing. REGISTER NOW �Station Summit: Las Vegas. June 17-21, 2019. �Awards: North America Station 2019. GENERAL BRANDING/IMAGE CAMPAIGN - MEDIUM MARKET WISH-TV - LOCAL NEWS SOURCE LAUNCH CAMPAIGN WISH-TV STORIES OF NOW TEGNA- 13NEWS NOW (WVEC) TRIBUNE MEDIA - FOX4 TALENT CAMPAIGN TRIBUNE MEDIA HERE FOR YOU WWL-TV BUILD YOU UP KSL TV WTKR NEWS 3 - MORNING PERSON TRIBUNE BROADCASTING GENERAL BRANDING/IMAGE CAMPAIGN - LARGE MARKET HOT FOR TV WCIU KTLA 5 NEWS IMAGE CAMPAIGN: CUT TO LA KTLA 70 YEARS OF STORIES KPIX MEDIA WITH IMPACT WNET EMOTIONAL COLORS KARE 11 I AM CAMPAIGN WFAA, A TEGNA COMPANY 4 Celebrate the best in television station marketing.
[Show full text]
2017 – 1St Quarter
News Announcement For Immediate Release NEXSTAR MEDIA GROUP FIRST QUARTER NET REVENUE RISES 111.3% TO A RECORD $540.3 MILLION Net Revenue Growth Drives 1Q Record Operating Income of $110.1 Million, Record BCF of $188.2 Million, Adjusted EBITDA of $171.5 Million and Free Cash Flow of $102.2 Million, Before One-Time Transaction Expenses IRVING, Texas – May 9, 2017 – Nexstar Media Group, Inc. (NASDAQ: NXST) (“Nexstar” or “the Company”) today reported record financial results for the first quarter ended March 31, 2017 as summarized below. On January 17, 2017, Nexstar completed its acquisition of Media General, Inc. and also closed on the divestitures of 13 television stations. All actual results presented herein reflect the impact of $47.7 million of one-time transaction expenses incurred in the quarter ended March 31, 2017. The actual results presented herein for the three months ended March 31, 2017 reflect the Company’s legacy Nexstar broadcasting and digital operations (less seventy-three days of results from six Nexstar station divestitures) and seventy-three days of results from the Media General stations (net of divestitures). The comparable three month period ended March 31, 2016 reflects the Company’s legacy Nexstar broadcasting and digital operations. Summary 2017 First Quarter Highlights Three Months Ended March 31, ($ in thousands) 2017 2016 Change Local Revenue $ 202,430 $ 93,767 +115.9 % National Revenue $ 77,711 $ 35,450 +119.2 % Core Advertising Revenue $ 280,141 $ 129,217 +116.8 % Political Revenue $ 1,995 $ 11,754 (83.0
[Show full text]
NXST Investor Presentation June 2021
Nexstar Media Group, Inc. Investor Presentation Perry A. Sook, Founder, Chairman & CEO Tom Carter, President, COO & CFO JUNE 2021 Disclaimer Forward-Looking Statements This presentation includes forward-looking statements. We have based these forward-looking statements on our current expectations and projections about future events. Forward-looking statements include information preceded by, followed by, or that includes the words "guidance," "believes," "expects," "anticipates," "could," or similar expressions. For these statements, Nexstar claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The forward-looking statements contained in this presentation, concerning, among other things, future financial performance, including changes in net revenue, cash flow and operating expenses, involve risks and uncertainties, and are subject to change based on various important factors, including the impact of changes in national and regional economies, the ability to service and refinance our outstanding debt, successful integration of acquired television stations and digital businesses (including achievement of synergies and cost reductions), pricing fluctuations in local and national advertising, future regulatory actions and conditions in the television stations' operating areas, competition from others in the broadcast television markets, volatility in programming costs, the effects of governmental regulation of broadcasting, industry consolidation, technological developments and major world news events. Nexstar undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this presentation might not occur. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this presentation.
[Show full text]
Nexstar Inc. Promotes Three Veteran Broadcasters To
NEXSTAR INC. PROMOTES THREE VETERAN BROADCASTERS TO VICE PRESIDENT AND GENERAL MANAGER OF BROADCAST AND DIGITAL OPERATIONS IN KNOXVILLE, TN, ROANOKE, VA, AND MYRTLE BEACH, SC Nexstar’s Deep Bench of Management Talent Enables Continued Promotion from Within its Own Ranks IRVING, TX (Apr. 5, 2021) – Nexstar Inc., a wholly owned subsidiary of Nexstar Media Group, Inc. (NASDAQ: NXST), today announced the promotion of three experienced broadcast leaders and current Nexstar executives to oversee the company’s broadcast and digital operations in Knoxville, TN, Roanoke, VA, and Myrtle Beach, SC. Kimberly Byrd will be promoted to lead WATE-TV (ABC) in Knoxville (DMA #62) and report to Mike Vaughn, Senior Vice President and Regional Manager for Nexstar Inc.’s broadcasting division. She will begin her new duties in May, following the retirement of Nexstar’s veteran Vice President and General Manager, Coby Cooper. Effective immediately, Ben Oldham will assume the leadership role at WFXR-TV (FOX) and WWCW-TV (CW) in Roanoke (DMA #72) and report to Doug Davis, Senior Vice President and Regional Manager for Nexstar Inc.’s broadcasting division, and Robert Raff will be taking on a new leadership role in a larger market, overseeing the operations of WBTW-TV (CBS) in Myrtle Beach, South Carolina (DMA #99), reporting to Andy Alford, Senior Vice President and Regional Manager for Nexstar Inc.’s broadcasting division. Collectively, Ms. Byrd, Mr. Oldham, and Mr. Raff have more than 60 years of broadcast sales and leadership experience. Each has consistently demonstrated the ability to grow revenue and profitability by identifying new streams of revenue, cultivating new business, developing a variety of innovative cross- platform solutions for advertisers and marketers, creating sponsorship opportunities, and deepening the ties to the communities in which they have worked.
[Show full text]