The Sinclair & Tribune Merger is Now Dead

Tribune Media terminates merger agreement with Sinclair files lawsuit for breach of contract

Tribune Media has backed out of its proposed $3.9 billion merger with Sinclair Broadcast Group and said it will be filing a lawsuit against the broadcasting giant for allegedly breaching their merger agreement.

The deal, as originally announced in May 2017, would give Sinclair control of 233 TV stations, including 42 Tribune-owned stations and a presence in such top markets as NY and Chicago.

The company, the largest owner of local television stations in the United States, has drawn attention recently for repeating claims by U.S President Donald Trump that traditional television and print publications offer "fake" or biased news.

In a letter posted to its website, Tribune said Sinclair "engaged in unnecessarily aggressive" negotiations with the Department of Justice and the Federal Communications Commission. "This uncertainty and delay would be detrimental to our company and our shareholders. and, by way of our lawsuit, intend to hold Sinclair accountable".

Tribune's move to kill the merger comes three weeks after the Federal Communications Commission voted unanimously against approving Sinclair's proposed acquisition of Tribune Media.

Complicating matters is that Pai is under investigation for relaxing FCC rules to allow groups like Sinclair to add more stations.

Sinclair has become a significant outlet for conservative views.

There was still a slim chance that Sinclair could save the merger because the FCC referred the deal to an administrative law judge.

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On Thursday, Kern said the FCC order, which has been the death knell for previous media mergers, was the final straw for Tribune Media.

Analysts expect Tribune to seek another buyer.

Kern told employees in an email reviewed by Reuters that it was not clear what was next for Tribune.

The Maryland company said Thursday in a prepared statement that the Tribune lawsuit is "entirely without merit". Sinclair would have stations in Philadelphia, Washington, DC, Virginia, Indianapolis, Seattle, Sacramento, Milwaukee, Kansas City, Des Moines, Denver, Dallas, Houston, New Orleans, Memphis, Miami, Greensboro, Richmond, Des Moines, San Diego, Salt Lake City, Oklahoma City, St. Louis and more.

Under the terms of the deal, Tribune and Sinclair had the right to call off the merger without paying a termination fee if it was not completed by August 8.

Sinclair CEO Chris Ripley said Wednesday that Sinclair was working with Tribune to save the merger.

Had the merger with Tribune Media been approved, Sinclair would have completely dominated the local news market.

In a bid to reassure regulators, Sinclair said it was willing to relinquish 23 stations but the FCC accused the local new giant of trying to retain control of several of them, and cited a lack of transparency in its plans.

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