Tribune Media Shareholders OK Sinclair Acquisition


The FCC late Wednesday paused by 15 days the 180-Day transaction “Shot Clock” in the proceeding for transfer of control of Tribune Media Co. to Sinclair Broadcast Group to allow for additional comment.

By midday Thursday, Tribune Media signaled it was ready to roll with its acquisition by Sinclair, leaving it up to the Federal government to make the next move.

In a short statement released just after 1pm Eastern Thursday (10/19), Tribune Media announced that its stockholders voted overwhelmingly to approve the company’s purchase by Sinclair. The vote came at a special shareholders meeting held today in New York.

In fact, more than 99% of the votes cast by Tribune’s Class A common stockholders and Class B common stockholders, voting as a single class, voted to approve the merger. This represents some 85% of Tribune’s Class A common stock and Class B common stock outstanding (as of the special meeting record date).

The full voting results will be filed with the SEC later today via a Form 8-K filing.

“Today’s vote is an important milestone in the merger process and confirms that Tribune stockholders strongly support this transaction and the value it delivers,” said Tribune Media CEO Peter Kern. “We look forward to continuing our work with Sinclair toward the closing of this deal.”

When that will happen is still unknown.

The FCC on Wednesday permitted interested parties to submit additional comments in MB Docket No. 17-179 — its proceeding for the transfer of control of Tribune Media to Sinclair.

Comments are due Nov. 2, some 15 days later than originally called for by the Commission.

“We believe that this action will contribute to a more efficient review of the proposed transaction,” the FCC said.

To date, “multiple parties” filed petitions to deny and comments in the proceeding. Sinclair and Tribune filed a consolidated opposition. The original petitioners to deny, commenters, and new parties filed replies.

The pleading cycle closed on August 29, and on Sept. 13 the Media Bureau sent a Information Request to Tribune Media and Sinclair seeking additional information, documents, and clarification of certain matters discussed in the applications and other information submitted to the Commission.

The applicants provided a timely response to the Information Request on October 5.

Now, as “numerous members of the public also filed comments,” the FCC is establishing an additional opportunity for comment “in the interest of a complete record.”

It added, “The Commission has a strong interest in ensuring a full and complete record upon which to base its decision in this proceeding. Pausing the clock will ensure that commenters have additional time to review and comment on this new information.”