Sinclair Keeps Lid On Merger Spin-Off Plans

In response to the FCC's Sept. 14 request for "specific plans" on how it intends to comply with ownership limits, Sinclair said in a late filing today it would be "premature" to set forth any plans given the DOJs concurrent review of the deal and the possibility the FCC may relax the limits.

Three weeks ago, the FCC gave Sinclair until today (Oct. 5) to divulge its “specific plans” for complying with the national and local broadcast limits should the FCC approve its pending merger with Tribune Media.

But, in its response filed Thursday evening, Sinclair said it would be “premature” to say what stations it might spin off to comply. Before doing that, it said, it wanted to wait and hear from the Department of Justice, which is also reviewing the deal, and see if the FCC might relax the rules.

The proposed $3.9 billion merger would expand Sinclair’s national reach to 45.5% of TV households, far in excess of the 39% limit.

And it would violate the local rule limiting groups to just one Big Four affiliate per market in 10 markets — Seattle; St. Louis; Portland, Ore.; Salt Lake City; Oklahoma City; Greensboro, N.C.; Grand Rapids, Mich.; Harrisburg, Pa.; Richmond, Va.; and Des Moines, Iowa.

Sinclair told the FCC it is making contingency plans in the event divestiture become necessary. It said it hired investment banker Moelis & Co. last July to find buyers for some of its stations among broadcasters and outside investors.

“The outcomes of negotiations with potential buyers could impact the license divestitures Sinclair would make,” Sinclair said.


Comments (12)

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Cheryl Thorne says:

October 6, 2017 at 5:35 am

Smart..The last thing you want to do is release it to a disingenuous person in the media or anyone at TV Newscheck

    Brian Bussey says:

    October 6, 2017 at 8:47 am

    actually you have it backwards. its more like they are buying off the FCC and might not have to do anything.

    Shenee Howard says:

    October 6, 2017 at 12:21 pm

    Nexstar/MG announces most stations and buyers, pending the merger approval well in advance. Nothing outside standard practice here. Bottom line, Sinclair did not comply and that should have ramifications.

John Bagwell says:

October 6, 2017 at 8:52 am

Plain and simple, they are just hoping that they can get the rules changed before the deal closes and they won’t have to sell off any stations. @Bestyet. What is your username going to be next week?

    Gene Johnson says:

    October 6, 2017 at 10:52 am

    They can’t close the deal without FCC consent, and they can’t get FCC consent unless it divests stations to comply with the current rules or the FCC changes its rules. The latter process is a bit of an open-ended guess as to when it might happen, and even if the FCC made a rule change that might allow Sinclair to proceed it most likely would be subject to court challenges that could delay the effective date of the rule changes if they are ultimately upheld. Sinclair is trying to have its cake and eat it to, but under existing FCC precedent the application to acquire the Tribune stations is subject to the rules as they now exist absent a waiver of those rules. If Sinclair is unwilling to state how it would come into compliance with those rules to allow the FCC to proceed with considering the application, notwithstanding a pending rule making to change the rules, the FCC should dismiss the application subject to Sinclair re-filing if and when the rules change and the application would then be acceptable as in compliance with the rules. Given Sinclair’s response it will be interesting to see how the FCC responds, and whether it will bend over backwards trying to accommodate Sinclair. I expect it will, unfortunately. Either way, however, it means no action will occur on the application for a while, and you can expect those opposed to the application to make whatever they can of Sinclair’s refusal to state how it will come into compliance with the rules.

Dan Levitt says:

October 6, 2017 at 9:45 am

They are distracting the subject of Programmatic and sales reps. Between Sinclair, Tribune and their respective rep firms they will now have a virtual monopoly on controlling Spot Advertising especially in Duopoly+ markets and control bidding on programmatic because advertisers will only have the choice between Sinclairs Sales reps, Sinclair’s Rep Firm, Tribune’s Sales Reps and Tribune’s Rep Firm. That’s at least 4 Rep teams owned by Sinclair steering and manipulating Spots in the market.

Julien Devereux says:

October 6, 2017 at 9:46 am

It sounds to me like they are following the Clear Channel Radio rule book for expansion. Buy up everything they can, then buy off legislators to enlarge the total number of stations they can own and buy more. If they end up with more stations then they’re allowed to own in any given market, they’ll put them in a trust “for sale” and then never sell them. Then, sometime down the road, they’ll find themselves with more debt than they can possibly manage, and their product will turn into crap while they sell off all their tangible assets.

Snead Hearn says:

October 6, 2017 at 11:37 am

Just common business sense not to announce until DOJ and FCC make announcement on deal and rules. In 2003 when the flood gates opened . I remember Michael Powell saying something like relaxing the rules for ownership will promote diversity, competition and localism. Here we are 14 years later and Sinclair and Nexstar have become much larger and I am not sure about the diversity, localism and competition. Sinclair is doing what they need to do and the DOJ and FCC will make the decision. Any doubt on that decision?

    Dan Levitt says:

    October 6, 2017 at 1:54 pm

    except this was a direct request for specific Additional Information DUE By Oct 5th.. Not providing information requested by the government Raises Red Flags, especially when multiple agencies including the DOJ are involved –

Shenee Howard says:

October 6, 2017 at 12:19 pm

Just by asking the question of Sinclair, the FCC admits change in ownership rules (hopefully not) won’t be coming quickly. Unlike the reversal of the outdated UHF discount elimination, hearings will be needed as well as in depth analysis. Perhaps being Pai(d) already, the FCC Chairman realizes if he goes too far, it will be clear whose pocket he is in. The fact a major corporation has defied the FCC should influence the decision. It may end up Sinclair has to sell the big market stations to stay under the cap, plus the conflict stations.

Snead Hearn says:

October 6, 2017 at 12:28 pm

Don’t see Sinclair wanting this without the large market stations but makes sense for them to divest some smaller markets…. All speculation at this point but this will definitely be a “landmark decision”…

John Livingston says:

October 6, 2017 at 11:23 pm

I think Sinclair will sell off Fox17 and that is all that I want them to do no sidecars Cunningham as I don’t see Sinclair selling off WWMT just my opinion. I was hoping to see if they were going to divest in their letter to FCC & DOJ.