Sinclair Broadcast Group to acquire 21 regional sports networks from Disney for $10.6 Billion

Sinclair Broadcast GroupSinclair Broadcast Group and The Walt Disney Company have entered into a definitive agreement under which Sinclair will acquire the equity interests in 21 Regional Sports Networks and Fox College Sports, which were acquired by Disney in its acquisition of Twenty-First Century Fox, Inc.. The transaction ascribes a total enterprise value to the RSNs equal to $10.6 billion, reflecting a purchase price of $9.6 billion, after adjusting walt disney companyfor minority equity interests. Completion of the transaction is subject to customary closing conditions, including the approval of the U.S. Department of Justice.

The RSN portfolio, which excludes the YES Network, is the largest collection of RSNs in the marketplace today, with an extensive footprint that includes exclusive local rights to 42 professional teams consisting of 14 Major League Baseball teams, 16 National Basketball Association teams, and 12 National Hockey League teams. In 2018, the RSN portfolio delivered a combined $3.8 billion in revenue across 74 million subscribers.

The RSNs will be acquired via a newly formed indirect wholly-owned subsidiary of Sinclair, Diamond Sports Group LLC. Byron Allen has agreed to become an equity and content partner in a newly formed indirect wholly-owned subsidiary of Sinclair and an indirect parent of Diamond. Mr. Allen, who bought The Weather Channel in 2018, is the Founder, Chairman, and Chief Executive Officer of Entertainment Studios, a global media, content and technology company.

Sinclair expects to capitalize Diamond with $1.4 billion in cash equity, comprised of a combination of approximately $0.7 billion of cash on hand and a contribution of $0.7 billion in the form of new fully committed debt at Sinclair Television Group, Inc. In addition, the purchase price will be funded with $1.0 billion of fully committed privately-placed preferred equity of a newly-formed indirect wholly-owned subsidiary of Sinclair and direct parent of RSN Holding Company. The remainder of the purchase price is being funded by $8.2 billion of fully committed secured and unsecured debt incurred by Diamond. The transaction will be treated as an asset sale for tax purposes, with Sinclair receiving a full step-up in basis.

The transaction has been unanimously approved by the Board of Directors of both Sinclair and Disney.

Chris Ripley, President and CEO of Sinclair, said, “This is a very exciting transaction for Sinclair to be able to acquire highly complementary assets. While consumer viewing habits have shifted, the tradition of watching live sports and news remains ingrained in our culture. As one of the largest local news producers in the country and an experienced producer of sports content, we are ideally positioned to transfer our skills to deliver and expand our focus on greater premium sports programming.”

“The transaction is expected to be highly accretive to free cash flow and brings consolidated net leverage to 4.7x and 5.1x through the preferred financing. This acquisition is an extraordinary opportunity to diversify Sinclair’s content sources and revenue streams with high-quality assets that are driving live viewing. We also see this as an opportunity to realize cross-promotional collaboration, and synergistic benefits related to programming and production.”

USA, Baltimore & Burbank, CA & Hunt Valley, MD

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Informa sells Life Sciences Media Brands portfolio for over $100M

InformaExhibitions, events, business intelligence and publishing group Informa has sold its life sciences media brands portfolio to US-based healthcare education, market research and medical comms business, MJH Associates, for just over $100 million.

MJH Associates

The life sciences media brands portfolio was part of UBM which Informa bought for £3.9 billion last year. The transaction does not include the CBI events business, which had been combined with the branded life sciences business within the knowledge & networking division of Informa.

UK, London & USA, Cranbury Township, NJ

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Meredith sells Fortune magazine to Thai billionaire for $150M

MEREDITH CORPORATION LOGOU.S. media company Meredith Corp is selling Fortune magazine for $150 million in cash to Thai businessman Chatchaval Jiaravanon, the second time the influential business magazine has changed hands this year. Best known for the “Fortune 500” list, the magazine was acquired by Meredith as part of its acquisition of Time Inc in January for $1.84 billion.

Jiaravanon is best known for his affiliation with Charoen Pokphand Group, or C.P. Group, a business conglomerate with stakes in the Thai telecommunications, food, retail and automotive industries.

The Fortune sale is expected to close before the end of the year and it will be a personal holding of Jiaravanon. In a statement, Jiaravanon said he wants to make Fortune “the world’s leading business media brand. The demand for high-quality business information is growing and with further committed investment in technology and brilliant journalism, we believe the outlook for further profitable growth is excellent both for the publication and the events business”.

Alan Murray, who has been editor of Fortune since 2014 and previously served as chief content officer of Time Inc., is becoming president and CEO of Fortune. He wrote on Twitter that he’s “delighted to have found a buyer for Fortune that shares our mission, our independence and will invest to make Fortune grow.”

USA, New York, NY

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Comcast outbids Fox to acquire Sky in £30BN deal

Comcast CorporationThe Comcast Corporation is to acquire Sky after an unusual blind bidding auction moderated by the UK Takeover Panel saw their offer of £17.28 per share overshadow Fox’s £15.67 rival offer, for a total of £30.6 billion in cash for the entire issued and to be issued Sky share capital. The bid has already been accepted by Sky’s independent directors and shareholders now have until 11 October to decide whether to accept the recommended offer.

The acquisition ends a two-year bidding war and follows Comcast’s unsuccessful attempt to take over Fox in June, when it lost out to Disney. Sky has 26 million customers across Europe, and has backed the production of shows for Amazon, HBO and Showtime. It’s also well known for its sports broadcasting, such as its Premier League channel. Comcast will soon have a much larger international presence in these fields.

Jeremy Darroch, Sky’s group chief executive, said: “As part of a broader Comcast we believe we will be able to continue to grow and strengthen our position as Europe’s leading direct to consumer media company. Today’s outcome is down to the hard work of tens of thousands of people who have built and developed this business together over the last 30 years. Sky has never stood still, and with Comcast our momentum will only increase.”

USA, Philadelphia, PA & UK, London

 

Immediate Media acquires BBC Good Food

Immediate MediaImmediate Media Co is to acquire BBC Good Food, the UK’s biggest food media brand, from BBC Studios. The deal, Immediate’s first acquisition under the ownership of Hubert Burda Media, continues the company’s development as it looks to accelerate its growth through strategic M&A and product development. The terms of the transaction were not disclosed.

Launched in 1989, BBC Good Food has the biggest cross-media reach of any UK magazine brand. bbcgoodfood.com is the UK’s largest food website, with 22 million visitors globally a month; BBC Good Food magazine, is the best-selling food magazine in the UK, with 1.3 million monthly readers; whilst the BBC Good Food show live events are the largest and most popular food and drink shows in the UK, with over 250,000 visitors a year.

Immediate Media CEO Tom Bureau said, “We are excited to be acquiring BBC Good Food. Not only is this the biggest brand in food publishing and media, but is absolutely on strategy for Immediate, given our focus on high value special interest communities, and cements our market leadership in the Food sector. We see significant opportunity in growing the brand, which we know well from working closely with BBC Studios. I’m looking forward to welcoming the hugely talented BBC Good Food team to Immediate, and we are committed to continue to produce the world-class content they are known for, whilst developing the brand across all platforms.”

BBC Good Food will form a new food business portfolio for Immediate. Headed up by BBC Good Food’s publishing director, Chris Kerwin, who takes up the role of food managing director, reporting to group managing director, Alison Forrestal.

Under the terms of the deal, the BBC Good Food brand name and the bbcgoodfood.com URL are licensed to Immediate by BBC Studios.

UK, London

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Nine Entertainment to take over Fairfax media in estimated A$4BN deal

Nine EntertainmentAustralia’s Nine Entertainment is to take over Fairfax Media, for an estimated A$4 billion. The television network will take a controlling 51.1% stake in the newly merged company, which will be renamed NEC, or Nine Entertainment Company. Nine will acquire all of Fairfax’s shares and take a controlling 51.1% share in the new business, which will be called NEC. Under the terms of the proposed transaction, Fairfax shareholders will receive 0.3627 Nine shares for each Fairfax share held and $0.025 cash. It represents a 21.9% premium to Fairfax’s closing share price of 77c on 25 July 2018.

Hugh Marks of Nine will be the new chief executive and Peter Costello, the Nine chairman, will now lead the board of the new business.

Costello said, “Both Nine and Fairfax have played an important role in shaping the Australian media landscape over many years. The combination of our businesses and our people best positions us to deliver new opportunities and innovations for our shareholders, staff, and all Australians in the years ahead.”

Marks added, “The ground-breaking merger – harnessing the strength, assets, quality and reach of two of the country’s most famous industry brands – is another highly significant step in the evolution of Nine’s business into one of the most powerful media organisations in the country. The scope of this deal is genuinely quite breathtaking. In addition to our existing television and digital businesses, the new NEC will also become the proprietor of the iconic Fairfax mastheads as well as the new majority owner of Domain (60%) and the Macquarie Radio Network (54.5%)“.

Fairfax Chief Executive Officer Greg Hywood said, “The proposed transaction for Fairfax reflects the success of Fairfax’s transformation strategy which has created value for shareholders through targeted investment in high growth businesses, such as Domain and Stan, and prudent management of our media assets. The combination with Nine provides an exciting opportunity to continue to drive incremental value well into the future. We are confident that the strength of the combined management team and staff will ensure the continuation of our quality journalism.”

Australia, Sydney

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Kew Media completes acquisition of Essential Media Group

Kew Media GroupProduction and distribution firm Kew Media Group has completed the previously reported acquisition of the Essential Media Group.

The Essential Media Group is the newly formed international content company from the merger of two leading independent production companies and joint venture partners – Essential Media and Entertainment and Quail Entertainment. Headed by CEO and Executive Producer Chris Hilton and CCO and Executive Producer Greg Quail, EMG combines strong credentials and track records in both scripted and unscripted content.

Steven Silver, Kew Founder and CEO, said, “The addition of Essential to the Kew platform is another step forward in our growth strategy. It expands Kew’s US offering and gives us a first presence in Australia. We anticipate strong revenue synergies coming from Essential’s inclusion for 2019.

Canada, Toronto & USA, Los Angeles, CA

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