Sinclair Revises TV Spinoff Plans For Tribune Deal, Announces Deals For Several Stations

Divestitures

SINCLAIR BROADCAST GROUP has revised its plan to sell off or spin into shell companies several TV stations in order to ease approval of its deal to buy the TRIBUNE MEDIA stations.

The new plan has SINCLAIR spinning off TRIBUNE CW affiliate KPLR-TV/ST. LOUIS to MEREDITH for $65 million, creating a duopoly with CBS affiliate KMOV-TV.  SINCLAIR would retain TRIBUNE's FOX affiliate KTVI (FOX 2) and ABC affiliate KDNL-TV (ABC 30).

"We are excited to be adding to our presence in the important ST. LOUIS market," said MEREDITH President/CEO TOM HARTY. "The acquisition of KPLR is consistent with our successful Total Shareholder Return strategy and will be immediately accretive to earnings."

The previous plan to spin off TRIBUNE CW affiliates WPIX (TV) (PIX11)/NEW YORK and WGN-TV/CHICAGO to new shell companies and continue to operate them has been partially changed, with the CHICAGO station being sold to shell company "WGN-TV LLC" but operated and sold under joint sales and shared services agreements.  WPIX is now being retained by SINCLAIR.

CW affiliates KDAF-TV (CW 33)/DALLAS and KIAH-TV (HOUSTON'S CW)/HOUSTON are now on the spinoff list, but are going to CUNNINGHAM BROADCASTING CORP., a shell company owned by trusts for family members of SINCLAIR principals, and will be operated by SINCLAIR.  UNIVISION affiliate KUNS-TV (UNIVISION SEATTLE)/SEATTLE is being spun to ARMSTRONG WILLIAMS' HOWARD STIRK HOLDINGS and will be operated by SINCLAIR under JSA/SSAs; HOWARD STIRK will also buy SINCLAIR's MY NETWORK TV affiliate KMYU-TV (MY UTAH TV)/SALT LAKE CITY and TRIBUNE independent KAUT-TV (FREEDOM 43)/OKLAHOMA CITY.

Meanwhile, TRIBUNE FOX affiliate KCPQ-TV (Q13 FOX)/SEATTLE-TACOMA; TRIBUNE CW affiliate WSFL-TV/MIAMI; TRIBUNE FOX affiliate KDVR-TV (FOX 31)/DENVER; TRIBUNE FOX affiliate WJW-TV (FOX 8)/CLEVELAND; TRIBUNE FOX affiliate KTXL-TV (FOX 40)/SACRAMENTO; TRIBUNE FOX affiliate KSTU-TV (FOX 13)/SALT LAKE CITY; and TRIBUNE FOX affiliate KSWB-TV (FOX 5)/SAN DIEGO are listed as being sold to unidentified third parties, with FOX being a leading candidate.

And STANDARD MEDIA (an affiliate of STANDARD GENERAL LP, the hedge fund that took over bankrupt YOUNG BROADCASTING and sold it to MEDIA GENERAL)  is buying SINCLAIR FOX affiliate KOKH-TV (FOX 25)/OKLAHOMA CITY; TRIBUNE FOX affiliate WXMI-TV (FOX 17)/GRAND RAPIDS; TRIBUNE FOX affiliate WPMT-TV (FOX 43)/YORK-HARRISBURG; SINCLAIR ABC affiliate WXLV-TV (ABC 45)/GREENSBORO, NC; SINCLAIR FOX affiliate WRLH-TV (FOX 35)/RICHMOND; SINCLAIR-operated FOX affiliate WOLF-TV (FOX 56), CW affiliate WSWB-TV (CW 38), and MY NETWORK TV affiliate WQMY-TV/SCRANTON-WILKES BARRE (not owned by SINCLAIR but assets and options to purchases are being sold); and SINCLAIR FOX affiliate KDSM-TV (FOX 17)/DES MOINES, all for $441.7 million in cash. 

Former MEDIA GENERAL COO and YOUNG BROADCASTING CEO/President DEB MCDERMOTT will serve as CEO of STANDARD MEDIA.  "The stations we are acquiring in this transaction have tremendous potential in excellent markets.  We are excited to work with the talented station teams established by SINCLAIR and TRIBUNE and grow the business for years to come.  Following this transaction, STANDARD MEDIA will be well positioned to make further accretive acquisitions and we believe there is a compelling market opportunity to create another large player in the consolidating broadcast TV industry," said MCDERMOTT.

"After a very robust divestiture process, with strong interest from many parties, we have achieved healthy multiples on the stations we are divesting," said SINCLAIR President/CEO CHRIS RIPLEY.  "While we continue to believe that we had a strong and supportable rationale for not having to divest stations, we are happy to announce this significant step forward in our plan to create a leading broadcast platform with local focus and national reach.  The combined company will continue to advance industry technology, including the Next Generation Broadcast Platform, and to benefit from significant revenue and expense synergies." 

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