Media General, Inc. (NYSE:MEG) and LIN Media LLC (NYSE:LIN) announced
today that they have received approval from the Federal Communications
Commission (FCC) for the business combination that they announced on
March 21, 2014. The FCC also approved the transfer of control of certain
broadcast stations in connection with the divestitures that the
companies announced on August 20, 2014. The Department of Justice (DOJ)
announced its approval for the merger on October 30, 2014. Media General
and LIN Media expect to close on the merger and associated divestitures
on December 19, 2014.
Upon closing of the transaction, the combined company will retain the
Media General name and remain headquartered in Richmond, VA. Shares of
the new Media General will be listed on the NYSE and trade under the
symbol MEG. LIN Media shares will cease trading and will no longer be
listed on the NYSE. The final deadline for Shareholders of LIN Media to
submit their Election Form is Thursday, December 18, 2014 at 5 p.m. ET.
J. Stewart Bryan III, Chairman of the Board of Media General, said, “We
are pleased to have received FCC and DOJ approval for our merger with
LIN Media. We will now move forward to quickly integrate our operations
and build upon our shared values for providing relevant local journalism
and deep community engagement, both of which strengthen our ties to
viewers and advertisers. The powerful combination of two strong local
television broadcasters enhances our leadership position as we compete
in the rapidly evolving media landscape, thus enabling us to deliver
greater shareholder value.”
Vincent L. Sadusky, President and Chief Executive Officer of LIN Media,
said, “With the final regulatory approvals received, we are focused on
closing the merger and integrating our two companies. The new Media
General will have significant national reach and scale, numerous
synergies, a diversified portfolio and, importantly, opportunities to
grow our industry-leading digital business. We have an experienced and
talented management team that is already hard at work on plans to bring
our two great, complementary cultures together.”
Upon closing of the transaction, Media General will become one of the
largest pure-play broadcast companies in the country with the largest
and most diverse digital business. The combined company will own,
operate or service 71 stations across 48 markets, reaching 27.5 million
or 23% of U.S. television households. In addition to the websites
associated with each TV station, Media General’s digital media portfolio
will include LIN Digital, LIN Mobile, Dedicated Media, HYFN and
Federated Media.
About Media General
Media General, Inc. is a leading local television broadcasting and
digital media company, providing top-rated news, information and
entertainment in strong markets across the U.S. The company owns or
operates 32 network-affiliated broadcast television stations and their
associated digital media and mobile platforms, in 29 markets. These
stations reach 17.5 million or nearly 15% of U.S. TV homes. Seventeen of
the 32 stations are located in the top 75 designated market areas. Media
General first entered the local television business in 1955 when it
launched WFLA in Tampa, Florida, as an NBC affiliate. The company
subsequently expanded its station portfolio through acquisition. In
November 2013, Media General and Young Broadcasting merged, combining
Media General’s 18 stations and Young’s 13 stations. In September 2014,
Media General acquired WHTM-TV in Harrisburg, PA.
About LIN Media
LIN Media is a local multimedia company that operates or services 43
television stations and seven digital channels in 23 U.S. markets, along
with a diverse portfolio of websites, apps and mobile products that make
it more convenient to access its unique and relevant content on multiple
screens. LIN Media’s highly-rated television stations deliver important
local news and community stories along with top-rated sports and
entertainment programming to 10.5% of U.S. television homes. The
Company’s growing digital media portfolio helps agencies and brands
effectively and efficiently reach their target audiences at scale by
utilizing its ComScore Top 15 Video and Top 25 Display market share, and
the latest in conversational marketing, video, display, mobile, social
intelligence and monetization, as well as reporting across all screens.
Forward Looking Statements
Certain statements in this press release constitute “forward-looking
statements” within the meaning of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of Media General or LIN
Media to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements.
Statements preceded by, followed by or that otherwise include the words
“believes,” “expects,” “anticipates,” “intends,” “projects,”
“estimates,” “plans,” “increase,” “forecast” and “guidance” and similar
expressions or future or conditional verbs such as “will,” “should,”
“would,” “may” and “could” are based upon then-current assumptions and
expectations and are generally forward-looking in nature and not
historical facts. Any statements that refer to outlook, expectations or
other characterizations of future events, circumstances or results are
also forward-looking statements. There can be no assurance that the
expected benefits from the pending merger will be realized on the
timetable currently contemplated. Additional risks and uncertainties
relating to the pending merger include, but are not limited to, Media
General’s and LIN Media’s ability to promptly and effectively integrate
the businesses of the two companies, any change in national and regional
economic conditions, the competitiveness of political races and voter
initiatives, pricing fluctuations in local and national advertising,
future regulatory actions and conditions in the television stations’
operating areas, competition from others in the broadcast television
markets served by Media General and LIN Media, volatility in programming
costs, the effects of governmental regulation of broadcasting, industry
consolidation, technological developments and major world news events.
A further list and description of important assumptions and other
important factors that could cause actual results to differ materially
from those in the forward-looking statements are specified in Media
General and LIN Media’s respective Annual Reports on Form 10-K for the
year ended December 31, 2013, included under headings such as “Risk
Factors” and “Management’s Discussion and Analysis of Financial
Condition and Results of Operations”. Other unknown or unpredictable
factors could also have material adverse effects on Media General’s or
LIN Media’s performance or achievements. In light of these risks,
uncertainties, assumptions and factors, the forward-looking events
discussed in this press release may not occur. You are cautioned not to
place undue reliance on these forward-looking statements, which speak
only as of the date stated, or if no date is stated, as of the date of
this press release. Media General and LIN Media undertake no obligation
to release publicly any revisions to any forward-looking statements, to
report events or to report the occurrence of unanticipated events unless
required by law.
Copyright Business Wire 2014