Sinclair To Sell TV Stations Related To Closing Tribune Media Acquisition

4/24/18

By Jason Aycock, SeekingAlpha

Sinclair Broadcast Group, Inc. (Nasdaq: SBGI) announced that, it has entered into definitive agreements to sell television stations to Standard Media Group LLC (an affiliate of Standard General LP), Meredith Corporation(NYSE: MDP), Howard Stirk and Cunningham Broadcasting Corporation and another party to be announced, upon consummation of Sinclair's acquisition of the stock of Tribune Media Company (NYSE:TRCO). The sales are part of Sinclair's larger acquisition of Tribune Media Company, in order to obtain necessary governmental approval of the Tribune transaction and for other business purposes and are expected to close at the same time as the Tribune transaction. Sinclair anticipates closing near the end of the second quarter of 2018, pending customary closing conditions, including approval by the Federal Communications Commission ("FCC") and antitrust clearance, as applicable. Moelis & Company served as exclusive financial advisor to Sinclair on these transactions.

The stations to be sold are:

StationBuyerCurrent OwnerAffiliationMarketDMA(1)
WGN-TVWGN-TV, LLC(2)TribuneINDChicago, IL3
KDAFCunninghamTribuneCWDallas, TX5
KIAHCunninghamTribuneCWHouston, TX7
KCPQTBATribuneFOXSeattle, WA12
KUNSHoward Stirk(3)SinclairUnivisionSeattle, WA12
WSFL-TVTBATribuneCWMiami, FL16
KDVRTBATribuneFOXDenver, CO17
WJWTBATribuneFOXCleveland, OH19
KTXLTBATribuneFOXSacramento, CA20
KPLR-TVMeredithTribuneCWSt. Louis, MO21
KSWB-TVTBATribuneFOXSan Diego, CA29
KSTUTBATribuneFOXSalt Lake City, UT30
KMYUHoward Stirk(3)SinclairMNTSalt Lake City, UT30
KOKHStandard MediaSinclairFOXOklahoma City, OK41
KAUT-TVHoward Stirk(3)TribuneINDOklahoma City, OK41
WXMIStandard MediaTribuneFOXGrand Rapids, MI43
WPMTStandard MediaTribuneFOXHarrisburg, PA45
WXLVStandard MediaSinclairABCGreensboro, NC48
WRLHStandard MediaSinclairFOXRichmond, VA55
WOLFStandard Media(4)SinclairFOXWilkes Barre, PA57
WQMYStandard Media(4)SinclairMNTWilkes Barre, PA57
WSWBStandard Media(4)SinclairCWWilkes Barre, PA57
KDSMStandard MediaSinclairFOXDes Moines, IA68
(1)Represents television designated market areas ("DMAs") according to the Nielsen Company. The numbers in the column represent the ranking in terms of size of the DMA out of the 210 generally recognized DMAs in the United States.
(2)Following the sale of this station, Sinclair will provide services pursuant to joint sales and shared services agreements. Even if Sinclair owned such station, Sinclair would be in compliance with the national cap.
(3)Following the sale of these station, Sinclair will provide services pursuant to joint sales and shared services agreements, which are permitted under the FCC's local ownership rules.
(4)Sinclair is not the licensee of these stations and will only be selling the assets of such stations that Sinclair owns, together with its right to purchase the licenses of the stations.

"After a very robust divestiture process, with strong interest from many parties, we have achieved healthy multiples on the stations we are divesting," commented Chris Ripley, President and CEO of Sinclair. "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."

About Sinclair:

Sinclair is one of the largest and most diversified television broadcasting companies in the country. Pro forma for the Tribune acquisition and related station divestitures, the Company will own, operate and/or provide services to 215 television stations in 102 markets. The Company has multiple emerging networks as well as stations affiliated with all the major networks. Sinclair is a leading local news provider in the country and a producer of live sports content. Sinclair's content is delivered via multiple-platforms, including over-the-air, multi-channel video program distributors, and digital platforms. The Company regularly uses its website as a key source of Company information which can be accessed at www.sbgi.net.

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