DA 18-530 Released: May 21, 2018 MEDIA BUREAU ESTABLISHES CONSOLIDATED PLEADING CYCLE FOR AMENDMENTS TO THE JUNE 26, 2017, APPLICATIONS TO TRANSFER CONTROL OF TRIBUNE MEDIA COMPANY TO SINCLAIR BROADCAST GROUP, INC., RELATED NEW DIVESTITURE APPLICATIONS, AND TOP-FOUR SHOWINGS IN TWO MARKETS MB Docket No. 17-179 Petition to Deny Date: June 20, 2018 Opposition Date: July 5, 2018 Reply Date: July 12, 2018 On April 24, 2018, and May 14, 2018, the Federal Communications Commission (Commission) received amendments to the original set of applications (Original Applications) seeking consent to the transfer of control of subsidiaries of Tribune Media Company (Tribune) holding the licenses of full-power broadcast television stations (and related broadcast auxiliary facilities), low-power television stations, and TV translator stations to Sinclair Broadcast Group, Inc. (Sinclair, jointly Applicants). The Original Applications in this transfer of control proceeding (the Merger) were put out on public notice on July 6, 2017. Media Bureau Establishes Pleading Cycle for Applications to Transfer Control of Tribune Media Company to Sinclair Broadcast Group, Inc. and Permit-But-Disclose Ex Parte Status for the Proceeding, MB Docket 17-179, Public Notice, 32 FCC Rcd 5481 (MB 2017) (July 2017 Public Notice). Copies of the Original Applications, as amended, are available in the Commission’s Consolidated Database System (CDBS). Sinclair and Tribune have also filed a set of new applications to divest certain stations to third parties (Divestiture Applications) in connection with the transaction. A list of the Divestiture Applications can be found on the attachment to this Public Notice. Copies of the applications are available in CDBS. All of the applications listed on the attachment to this Public Notice have been accepted for filing. On February 21, 2018, and March 6, 2018, Sinclair and Tribune, respectively, filed applications to assign the licenses of certain stations to divestiture trusts. Those applications have been withdrawn. Letter from Miles Mason to Marlene Dortch, Secretary, Federal Communications Commission, dated March 6, 2018; Letter from Miles Mason to Marlene Dortch, Secretary, Federal Communications Commission, dated April 24, 2018. An application was previously filed to divest station WPIX(TV), New York, NY. See File No. BALCDT-20180227ABE. That application has now been withdrawn. Letter from Miles Mason to Marlene Dortch, Secretary, Federal Communications Commission, dated April 23, 2018. In addition, an application was previously filed to divest station KPLR-TV, St. Louis, MO. See File No. BTCCDT-20180424ABB. That application has also been withdrawn. Letter from Miles Mason to Marlene Dortch, Secretary, Federal Communications Commission, dated May 14, 2018. In addition, as described below, in two markets the Applicants seek consent to combine two top-four rated stations. Because this proceeding involves multiple transactions in multiple markets and requires, inter alia, coordinated timing to effectuate divestures of certain stations, we believe consolidated processing of these applications will result in administrative efficiency and ensure a comprehensive record in this proceeding. Background. The Applicants filed the Original Applications on June 26, 2017. July 2017 Public Notice (setting a pleading cycle that closed on August 29, 2017, and establishing permit-but-disclose ex parte status for the proceeding). In those applications, Sinclair proposed to acquire Tribune through the merger of a newly formed subsidiary of Sinclair with and into Tribune, immediately followed by Tribune merging with and into Sinclair’s wholly-owned subsidiary, Sinclair Television Group, Inc. (STG), with STG as the surviving company. Comprehensive Exhibit at 1. As a result, Tribune’s licensee subsidiaries would become indirect subsidiaries of Sinclair. Absent any divestitures, the proposed Merger would result in the combined company exceeding the audience reach limit set forth in the Commission’s national television multiple ownership rule. The national television multiple ownership rule prohibits a single entity from owning television stations that, in the aggregate, reach more than 39 percent of the total television households in the United States as calculated under the Commission’s Rules. 47 CFR § 73.3555(e). In the Original Applications, the Applicants stated that they “will take such actions to the extent required to comply with the terms of the Merger Agreement and the national television ownership limit (including the UHF Discount), in order to obtain FCC approval of the Transaction.” Comprehensive Exhibit at 26. They represent that grant of the Divestiture Applications will bring the post-Merger combined company into compliance with the national ownership cap. April 24, 2018 Amendment to Comprehensive Exhibit at 2, 20. As explained more fully in the Comprehensive Exhibit, as amended, in several Designated Market Areas Sinclair and Tribune both own full power television stations (Overlap Markets). The Applicants state that, in nine of the Overlap Markets, In the Original Applications, the Applicants stated that there were ten Overlap Markets that required divestitures under the local television multiple ownership rule, 47 C.F.R. § 73.3555(b). Comprehensive Exhibit at 12-14. However, the Commission’s recent decision in 2014 Quadrennial Regulatory Review — Review of the Commission’s Broadcast Ownership Rules and Other Rules Adopted Pursuant to Section 202 of the Telecommunications Act of 1996, Order on Reconsideration and Notice of Proposed Rulemaking, FCC No. 17-156, MB Docket Nos. 14-50, 09-182, 07-294, 04-256, 17-289 (2017) (Reconsideration Order), has amended the local television multiple ownership rule, and the Applicants now contend that they must divest stations in only nine markets to comply with the rule. April 24, 2018, Amendment to Comprehensive Exhibit at 3-5. the Commission’s local television multiple ownership rule does not allow Sinclair to own both its current station(s) and the Tribune station(s) and that it will divest stations in order to comply with the rule. See 47 CFR § 73.3555(b). In two Overlap Markets, Sinclair makes a showing, as newly authorized by the Commission, See 47 CFR § 73.3555(b)(1)(i); Reconsideration Order, 32 FCC Rcd at ¶ 78-82. seeking permission to own two top-four stations in a single market Concurrently with this Public Notice, we are issuing an Information Request to the Applicants seeking the electronic submission of data in support of the request to own two top-four stations in Indianapolis, Indiana, and St. Louis, Missouri, respectively. : Indianapolis, Indiana, where Sinclair proposes to acquire Tribune’s existing stations, both of which are ranked among the top four; April 24, 2018, Amendment to Comprehensive Exhibit at 5-12. and St. Louis, Missouri, where Sinclair proposes to own Tribune station KTVI(TV), St. Louis, Missouri, in combination with either Sinclair station KDNL-TV, St. Louis, Missouri, or Tribune station KPLR-TV, St. Louis, Missouri. April 24, 2018 Amendment to Comprehensive Exhibit at 12-17; May 14, 2018 Amendment to Comprehensive Exhibit at 2-5. As the United States Department of Justice, Antitrust Division (DOJ), has not yet approved a specific divestiture in the market, it is uncertain exactly which two stations Sinclair would retain. Accordingly, the Applicants have filed applications seeking consent to assign or transfer KDNL-TV and KPLR-TV to a divestiture trust, pending the conclusion of the DOJ review. The Applicants assert that, in two other Overlap Markets, permissible duopolies will be created by the transaction; in one market a permissible three station combination will be created; Portland, Oregon. Id. at 18. and, in three markets where Sinclair currently does not own stations, it will acquire existing permissible duopolies. Washington, DC; Milwaukee, Wisconsin; and New Orleans, Louisiana. Id. at 17. Finally, as a result of the Merger, Sinclair also will acquire four radio stations in Seattle, Washington, and two radio stations in Chicago, Illinois, which the Applicants state are permissible combinations. Comprehensive Exhibit at 15-16. In addition, Sinclair seeks continuing satellite waivers in two markets and continuing failing station waivers in two markets. Comprehensive Exhibit at 16-26. GENERAL INFORMATION The Divestiture Applications have been accepted for filing upon initial review. The Commission reserves the right to return any application if, upon further examination, it is determined to be defective and not in conformance with the Commission’s rules or policies. Interested persons Persons and entities that file petitions to deny become parties to the proceeding. and parties wishing to file comments and reply comments to the Divestiture Applications or Original Applications, as amended, must file petitions to deny no later than June 20, 2018. Oppositions to petitions to deny must be filed no later than July 5, 2018. Replies must be filed no later than July 12, 2018. In addition, interested persons with comments on the top-four showings shall use this same pleading cycle. To allow the Commission to consider fully all substantive issues regarding the applications in as timely and efficient a manner as possible, petitioners and commenters should raise all issues in their original filings. Replies may only address matters raised in oppositions. 47 CFR § 1.45(c). A party or interested person seeking to raise a new issue after the pleading cycle has closed must show good cause why it was not possible to raise the issue previously. See id. §§ 1.46(a) and 73.3584(e). Submissions after the pleading cycle has closed that seek to raise new issues based on new facts or newly discovered facts should be filed within 15 days after such facts are discovered. Absent such showings of good cause, any issues not timely raised may be disregarded by the Commission. All filings concerning matters referenced in this Public Notice should refer to MB Docket No.17-179, as well as the specific file numbers of the individual applications or other matters to which the filings pertain. We remind interested parties seeking to make ex parte presentations to refer to the July 2017 Public Notice for instructions. We further remind interested parties that filings in this proceeding are to subject a protective order. In the Matter of Tribune Media Co. (Transferor) & Sinclair Broad. Grp., Inc. (Transferee), DA 17-730 (Med. Bur. Aug. 3, 2017). Submissions in this matter may be filed electronically (i.e., through ECFS) or by filing paper copies. · Electronic Filers: Documents may be filed electronically using the Internet by accessing the ECFS: http://fjallfoss.fcc.gov/ecfs2/. · Paper Filers: Parties who choose to file by paper must file an original and four copies of each filing. Filings may be sent by hand or messenger delivery, by commercial overnight courier, or by first-class or overnight U.S. Postal Service mail. All filings must be addressed to the Commission’s Secretary, Office of the Secretary, Federal Communications Commission, 445 12th Street, S.W., Washington, DC 20554. · All hand-delivered or messenger-delivered paper filings no larger than a copier paper box for the Commission’s Secretary must be delivered to the Mail and Distribution Window at FCC Headquarters at 445 12th Street, S.W., Washington, D.C. 20554. All hand deliveries must be held together with rubber bands or fasteners. Any envelopes must be disposed of before entering the building. · Commercial overnight mail (other than U.S. Postal Service Express Mail and Priority Mail) must be sent to 9300 East Hampton Drive, Capitol Heights, MD 20743. · U.S. Postal Service first-class, Express, and Priority mail must be addressed to 445 12th Street, S.W., Washington, DC 20554. In addition, one copy of each submission must be sent to the following: · David Brown, Video Division, Media Bureau, Room 2-A662, e-mail David.Brown@fcc.gov · David Roberts, Video Division, Media Bureau, Room 2-A660, e-mail David.Roberts@fcc.gov · Jeremy Miller, Video Division, Media Bureau, Room 2-A821, e-mail Jeremy.Miller@fcc.gov Any submission that is e-mailed to David Brown, David Roberts, or Jeremy Miller should include in the subject line of the e-mail: (1) MB Docket No. 17-179; (2) the name of the submitting party; (3) a brief description or title identifying the type of document being submitted (e.g., MB Docket No. 17-179, Sinclair Tribune Merger, Ex Parte Notice). People with Disabilities. To request materials in accessible formats for people with disabilities (braille, large print, electronic files, audio format), send an e-mail to fcc504@fcc.gov or call the Consumer & Governmental Affairs Bureau at (202) 418-0530 (voice), (202) 418-0432 (TTY). Availability of Documents. Documents in this proceeding will be available for public inspection and copying during business hours at the FCC Reference Information Center, Portals II, 445 12th Street, S.W., Room CY-A257, Washington, D.C. 20554. The applications are also available electronically through the Commission’s ECFS, which will provide hyperlinks to the applications in the Media Bureau’s Consolidated Database System (CDBS). ECFS may be accessed on the Commission’s Internet website at http://www.fcc.gov. For further information, contact David Brown at (202) 418-1645, David Roberts at (202) 418-1618, or Jeremy Miller at (202) 418-1507. For press inquiries, contact Janice Wise at (202) 418-8165. By: Chief, Media Bureau ATTACHMENT Call Sign Community of License FAC ID Licensee File Number KOKH-TV Oklahoma City, OK 35388 KOKH Licensee, LLC BALCDT-20180430ACV KUNS-TV Bellevue, WA 4624 Sinclair Seattle Licensee, LLC BALCDT-20180426ABR KMYU(TV) St. George, UT 35822 KUTV Licensee, LLC BALCDT-20180426ABQ WXLV-TV Greensboro, NC 414 WXLV Licensee, LLC BALCDT-20180430ADA WRLH-TV Richmond, VA 412 WRLH Licensee, LLC BALCDT-20180430ACY KDSM-TV Des Moines, IA 56527 KDSM Licensee, LLC BALCDT-20180430ACU KDNL-TV St. Louis, MO 56524 KDNL Licensee, LLC BALCDT-20180514ABW KSWB-TV San Diego, CA 58827 KSWB, LLC BALCDT-20180514ABC KCPQ(TV) Tacoma, WA 33894 Tribune Broadcasting Seattle, LLC BALCDT-20180514AAU WJW(TV) Cleveland, OH 73150 WJW License, LLC BALCDT-20180514ABB KTXL(TV) Sacramento, CA 10205 KTXL, LLC BALCDT-20180514ABA KSTU(TV) Salt Lake City, UT 22215 KSTU License, LLC BALCDT-20180514ABF WSFL-TV Miami, FL 10203 WSFL, LLC BALCDT-20180514AAZ KDVR(TV) Denver, CO 126 Tribune Broadcasting Denver License, LLC BALCDT-20180514ABD Call Sign Community of License FAC ID Licensee File Number KFCT(TV) Fort Collins, CO 125 Tribune Broadcasting Denver License, LLC BALCDT-20180514ABE KAUT-TV Oklahoma City, OK 50182 Tribune Broadcasting Oklahoma City License, LLC BALCDT-20180426ABP KDAF(TV) Dallas, TX 22201 KDAF, LLC BALCDT-20180427ABL KIAH(TV) Houston, TX 23394 KIAH, LLC BALCDT-20180427ABM WXMI(TV) Grand Rapids, MI 68433 WXMI, LLC BALCDT-20180430ADB WPMT(TV) York, PA 10213 WPMT, LLC BALCDT-20180430ACX WGN-TV Chicago, IL 72115 WGN Continental Broadcasting Company, LLC BALCDT-20180227ABD KPLR-TV St. Louis, MO 35417 KPLR, Inc. BTCCDT-20180514ABV 7