Sinclair Broadcast Amends Divestitures To Address FCC Concerns - Quick Facts

(RTTNews) - Sinclair Broadcast Group, Inc. (SBGI) said it is amending certain previously announced divestitures pursuant to the Tribune Media Co. plan of merger.

According to Sinclair, the changes are in response to statements made on Monday, July 16, 2018 by Chairman Ajit Pai of the Federal Communications Commission or FCC, in which he announced circulation of a draft hearing designation order or HDO regarding Sinclair's pending acquisition of 100 percent of the issued and outstanding shares of Tribune Media Co. (TRCO).

Sinclair said that while neither the company nor Tribune have seen the draft HDO, Chairman Pai's comments and press reports indicate the FCC is questioning the proposed divestitures in Dallas, Houston and Chicago.

Accordingly, in order to address such concerns and to expedite the Tribune transaction, Sinclair has withdrawn the pending divestitures of stations in Dallas (KDAF) and Houston (KIAH) to Cunningham Broadcasting Corp. Tribune has withdrawn the pending divestiture of WGN in Chicago to WGN-TV LLC.

Sinclair said it plans to request permission from the FCC to put the Dallas and Houston stations into a divestiture trust to be operated and sold by an independent trustee following the closing of the Tribune acquisition.

Sinclair expects to have identified and entered into a purchase agreement with a third party buyer or buyers for the Dallas and Houston stations prior to closing.

As a result of the withdrawal of the application relating to WGN, Sinclair said it will simply acquire that station as part of the Tribune acquisition, which is, and has always been, fully permissible under the national ownership cap.

Further, Sinclair noted that the FCC's reported concerns with sales to certain parties have been eliminated in light of the withdrawals of the applications relating to Dallas, Houston and Chicago.

The company is now calling upon the FCC to approve the modified Tribune acquisition in order to bring closure to this extraordinarily drawn-out process and to provide certainty to the thousands of Tribune employees who are looking for closure.