On Tuesday, RBR+TVBR exclusively reported on a move that saw a shared services agreement partner of Nexstar Media Group execute an option agreement forged in September 2012 that transfers control of an Albuquerque TV station to another SSA partner Nexstar enjoys a cozy relationship with.
It is now known that this licensee, led by Dennis Thatcher (pictured), is grabbing two additional stations that hold shared services contracts with Nexstar. The seller? Sheldon Galloway‘s operation.
That would be Shield Media, founded in 2012 and headquartered in Louisiana.
Galloway was previously a VP with White Knight Broadcasting, tied to Communications Corporation of America — an entity that Nexstar acquired.
Shield, however, took on ownership of WLAJ-53 in Lansing, Mich., on March 1, 2013, as it was sold by Sinclair Broadcast Group following that company’s acquisition of Freedom Communications. It then began operating alongside CBS affiliate WLNS-6 in Lansing, then-owned by Young Broadcasting. Young merged with Media General in November 2013, and Media General later merged with Nexstar.
Then, there’s Shield’s ownership of WXXA-23 in Albany, N.Y., the longtime FOX affiliate that in recent years has been operated in tandem with Nexstar’s WTEN-10. From 1994 until March 2008, WXXA was a Clear Channel Communications property. It then moved to Newport Television, and in December 2012 was sold to Galloway’s Shield Media for $19.2 million.
Clear Channel had acquired WXXA in 1994 for $25.5 million, from Heritage Broadcasting Group.
Now, one can say the shield has been removed from WXXA and WLAJ, with ownership being passed on to Mission Broadcasting.
This, in a sense, signals a SSA consolidation effort on the part of Nexstar, reducing the number of partner operations that receive master control, technical, engineering and accounting services from Nexstar.
And, it mirrors the Albuquerque transaction that sees John Viall Jr.‘s Tamer Media sell KASY-50, the MyNetworkTV affiliate in Albquerque; Santa Fe-licensed CW affiliate KWBQ-19; and KWBQ’s full-time satellite station, KRWB-21, to Mission in that it is an option exercise.
Under a July 2012 option, Nexstar is assigning its option to purchase WXXA to Mission. Under an October 2012 option, the same situation was given to Nexstar for WLAJ.
Based on FCC filings, the purchase price is complex. There is a $1,000 option execution payment for each transaction. But, there is also a base value and “escalation amount” defined as an amount equal to the greater of the Fixed Appreciation Amount or the Net Broadcast Cash Flow Amount.
Representing Galloway and Shield Media as legal counsel is Scott Flick of Pillsbury.
The legal counsel representing Mission Broadcasting is Gregory Masters at Wiley.
