Tribune Breaks Off $3.9B Sinclair Merger, Sues Sinclair

Tribune Media terminates deal to be bought by Sinclair

Modal Trigger Getty Images

Here, the WGN Radio sign appears on the side of Tribune Tower in downtown Chicago.

In a victory for free and independent journalism, Tribune Media said on Thursday that it is pulling out of its $3.9 billion merger with Sinclair Broadcast Group, putting the final nail in the coffin of a deal that had seemed inevitable when it was first announced in May of past year.

"Tribune's decision to pull the plug on the Sinclair merger is great news for consumers who will avoid paying the higher pay-TV rates the deal would have caused", ACA CEO Matthew Polka said. "Unfortunately, Sinclair chose to follow a regulatory strategy reflecting its own self-interest, rather than its contractual obligations".

Tribune has been considering its options since the Federal Communications Commission voted last month to send Sinclair's application to a review by an administrative law judge, a move that typically signals the end of such mergers.

In a surprise move in July, however, Pai said he had "serious concerns" and suggested Sinclair was trying to hide anticompetitive practices in its proposed purchase and divestiture of certain stations.

According to Axios, Tribune is also filing a lawsuit against Sinclair, alleging breach of contract.

Sinclair operates 192 stations, runs 611 channels and operates in 89 USA markets.

Tribune, which is on the hook for a $135million breakup fee, filed a lawsuit against Sinclair, the largest USA broadcast station owner, alleging material breach of contract 15 months after the merger was first announced. "Sinclair's entire course of conduct has been in blatant violation of the merger agreement and, but for Sinclair's actions, the transaction could have closed long ago".

Responding to news that a hearing would further sideline the merger, Maryland-based Sinclair issued a statement saying it was "shocked and disappointed".

Tribune Media Co.is the parent company of KFSM/KXNW. When the FCC shelved the deal, Trump said it was "So sad and unfair" that the agency in his administration wouldn't give its approval.

The deal may also have hit a roadblock with the Justice Department, which reportedly was investigating whether Sinclair and Tribune violated antitrust laws by coordinating TV ad sales efforts in advance of the proposed merger.

'This uncertainty and delay would be detrimental to our company and our shareholders'.

Tribune formally shut down the deal on the same day it announced its quarterly earnings.

The company was admonished by media watchdogs in April after dozens of Sinclair news anchors read an identical script expressing concern about "one-sided news stories plaguing the country".

Sinclair did not immediately comment on Thursday, but said last month 'at no time have we withheld information or misled the FCC in any manner whatsoever'.

Ben Schwartz to Voice Sonic the Hedgehog in Live-Action Movie
UK's May urges Boris Johnson to apologize for burqa comments