Sinclair to Purchase Tribune Media for About $3.9 Billion

The Tribune Tower in Chicago, April 2, 2007. Reuters

U.S. broadcaster Sinclair Broadcast Group Inc. said on Monday it would buy Tribune Media Co., one of the largest U.S. television station operators, for about $3.9 billion cash and stock, and assume about $2.7 billion in debt.

The $43.50 per share offer represents a nearly 8 percent premium to Tribune's Friday close. Shares of Tribune, which operates 42 television stations in 33 markets, rose 5.2 percent to $42.40 in early trading on Monday. Up to Friday's close, Tribune shares soared 16.7 percent since Feb. 28, a day before Reuters broke the news that Sinclair had approached Tribune Media to discuss an acquisition.

Tribune stockholders will receive $35 in cash and 0.23 shares of Sinclair Class A common stock for each share of Tribune Class A common stock and Class B common stock they own, the companies said.

Besides Sinclair, Twenty-First Century Fox Inc. and Nexstar Media Group Inc. had also considered an acquisition of Tribune, Reuters has reported.

The announcement of the deal comes weeks after the U.S. Federal Communications Commission voted to reverse a 2016 decision that limits broadcasters owning stations serving no more than 39 percent of U.S. television households.

A combined Tribune and Sinclair could surpass this cap and face some regulatory challenges which could result in divestitures, analysts said.

J.P. Morgan Securities LLC is Sinclair's exclusive financial adviser, while Moelis & Co and Guggenheim Securities is advising Tribune.