WEST PALM BEACH — The E.W. Scripps Company and Black Diamond Capital Management LLC have closed Scripps’ acquisition of ION Media Networks.
With the deal, Scripps is, as expected, combining ION’s assets with the Katz networks and Newsy to create “a full-scale national television networks business.” Together, the national networks will reach nearly every American through free over-the-air broadcast, cable/satellite, over-the-top and digital distribution, with multiple advertising-supported programming streams.
Scripps President/CEO Adam Symson calls the ION merger “a historic and transformational moment” for Scripps, one that strengthens its leadership position in broadcasting and accelerates the media company’s multiplatform strategy “to serve diverse audiences everywhere they seek to be informed and entertained.”
And, with the closing of Scripps’ purchase of ION, Black Diamond has completed what it is calling an 11-year turnaround of ION.
“We are extremely proud of ION’s transformation from $33 million of EBITDA in 2009 to $300 million plus during our ownership,” said Christopher W. Parker, Senior Managing Director of Black Diamond and an ION Director. “This sale brings to a conclusion a successful investment for all of ION’s shareholders. We thank ION’s management team and wish Scripps well with its acquisition.”
Scripps believes “the highly accretive acquisition” will yield $500 million in synergies, most of which are contractually based, over the next six years, reaching a $120 million run rate.
Concurrent with Scripps’ merger with ION, the sale of 23 ION affiliated TV stations to INYO Broadcast Holdings, a Salt Lake City–based operator of stations, has also closed.
Scripps is the No. 4 broadcast TV station owner in the U.S.
However, this deal makes Scripps the nation’s largest holder of broadcast spectrum — a potentially valuable situation given the rollout of ATSC 3.0 and its data capabilities.
The transaction was financed with $800 million in term loans, $550 million of secured notes and $500 million of unsecured notes; a $600 million investment from Berkshire Hathaway in preferred stock; and cash from the balance sheet. The debt financing was led by Morgan Stanley Senior Funding Inc. with BofA Securities, Trust Securities, J.P. Morgan and Wells Fargo as joint book runners.
Methuselah Advisors and Morgan Stanley & Co. LLC acted as financial advisors to Scripps and arranged the preferred equity investment by Berkshire Hathaway. Morgan Stanley Senior Funding Inc. provided the financing commitments for the secured and unsecured debt. Ernst & Young Capital Advisors, LLC served as debt advisor.
BakerHostetler and Brooks Pierce served as Scripps’ legal co-counsel for the acquisition, and Simpson, Thacher & Bartlett LLP and Dickinson Wright PLLC served as Scripps’ legal co-counsel for the committed financing. Evercore served as exclusive advisor to the Scripps family, and Kirkland & Ellis served as its legal counsel.
Black Diamond was advised by Akin Gump Strauss Hauer & Feld on FCC legal matters. Skadden, Arps, Slate, Meagher & Flom LLP and Cooley LLP served as legal counsel for ION Media.
A “seasoned broadcast media legal executive” has joined the C-Suite at the broadcast media company superserving Hispanics that one year ago emerged from bankruptcy protection — and shed all vestiges of its founders by changing the company name.
In the Pacific Northwest, the Iglesia Pentecostal Víspera Del Fin has emerged as a broadcast ministry dedicated to serving Hispanic evangelicals.
Now, it is gaining some broadcast power by striking deals with both Amador Bustos and Ed Distell.
WorldCast Systems has announced new software for its Ecreso FM 100W–2000W transmitters.
According to the company, Version 1.9.0, tweaks automation, SmartFM and RDS functions.
WorldCast says the new version enables the transmitter to automate “a configuration change or send GPIO commands in case of specific alarms.”
There are changes to the SmartFM energy monitoring and usage algorithm which the company says will bring greater efficiencies and operational cost savings. The RDS module is receiving new TA, TP, PTY, DSN and MS settings.
Noted figures from the worlds of consumer technology, broadcasting and education will populate two live panel discussions organized by Advanced Television Systems Committee (ATSC) after the first day of activities conclude for the virtual 2021 CES.
“From televisions to smartphones, from set-top boxes to better TV and distance learning, CES 2021 promises to be a showcase of all things NextGen TV,” said ATSC President Madeleine Noland.
ATSC is an Exhibitor at the virtual CES 2021. “Our goal is to amplify and aggregate all the great NextGen TV messages and announcements that consumers, retailers and other stakeholders need to know,” Noland says.
Registration is free for the ATSC panels, which include a January 12 session she will moderate — “ATSC 3.0 at the Consumer’s Fingertips.”
Make your dinner arrangements accordingly: the session is set for 4pm Pacific.
- Mark Aitken, SVP of Advanced Technology, Sinclair Broadcast Group
- Alfred Chan, VP of TV and Smart Home Business Unit, Mediatek
- Nick Kelsey, Chief Technical Officer, SiliconDust
- Steve Koenig, Vice President of Research, Consumer Technology Association
- John Taylor, Senior Vice President, LG Electronics USA
One hour later, at 5pm Pacific, education experts and broadcasters will offer their views during a panel discussion entitled “ATSC 3.0 Powers Distance Education.” Moderated by ATSC VP for Standards Development Jerry Whitaker, the Distance Education panel will include participants:
- Aby Alexander, President/Americas, Thomson Broadcast
- Todd Achilles, Chief Executive Officer, Evoca
- Fred Engel, Chief Technology Officer, UNC-TV Public Media North Carolina
- Lonna Thompson, EVP/Chief Operating Officer & General Counsel, Americas Public TV Stations
To support its CES efforts, the ATSC has launched a dedicated web page (www.ATSC.org/CES) that is now spotlighting NextGen TV Consumer Devices (TV’s, phones, Set-Top Boxes, Systems on Chips, and more), Consumer Services (better TV, distance education, apps, deployments, audio services, advanced emergency messaging) and Future-in-the-Making (labs and testbeds around the world developing the future of NextGen TV.)
Registered CES attendees can also visit ATSC’s ATSC Virtual Booth at CES.
It bears a 1-year target estimate of $7. And, it hasn’t been priced that low since mid-November.
Cumulus Media stock has proven resilient in these COVID-19 pandemic times, and with Thursday’s trading on Wall Street, is again approaching its highest closing price since early March 2020.
Urban One shares soared in Wednesday afternoon trading on Wall Street — triggered, perhaps, by the confirmation that Democratic control of the U.S. Senate had been reached.
Whatever the reason, the C-Suite has responded with a major offering of aggregate principal amount of senior secured notes due 2028.
It’s been a wild 24 hours in Washington, D.C.
That includes the stock performance on the Nasdaq GlobalSelect market for the multimedia company superserving African American consumers based in the Nation’s Capital.
Urban One shares rose by more than 100% on Wednesday. Within the first 25 minutes of trading on Thursday, UONE had given back some 29% of that gain.
What’s to come could be predicated on Urban One’s Q4 results. And, the company released a sneak peek of its fourth-quarter financial report card on Thursday, ahead of the Opening Bell on Wall Street.
On January 4, RBR+TVBR exclusively reported on a matter involving Urban One and the Nasdaq stock market. The multimedia company superserving African American consumers had received notice from Nasdaq that it was no longer in compliance with its trading policies and, with no resolution, could face a delisting.
Such an action was unlikely, but nevertheless concerning. Now, Urban One has guaranteed that it will not happen.
I see trouble ahead in our business in the shortage of qualified broadcast engineers.
I am not speaking of IT people. I am speaking of the guy in a T-shirt and jeans who gets to the transmitter, looks for the problem, reads the schematic, crawls inside the box and replaces R-16, R-17, C-232 and Q-4, and the music again blares forth.
We are losing those guys every day, and they are being replaced by the guy who walks into the site, looks at the box, grabs his cell phone, calls BE or Nautel to find which board to pull, and ships it back while waiting for a loaner to get the rig going.
I never thought of myself as an old-timer. Starting in the business in 1963, old-timers were the guys I learned from, mostly World War II graduates. They knew everything about audio and RF. I wished I knew a tenth as much as they did.
My first real bit of engineering was converting a 50 kW FM station to stereo in 1963. No one listened to FM then, I think there were 10 FM radios in the city and five were in Cadillacs owned by mob hit men.
I remember putting the stereo generator in an eight-foot rack. It took up four feet of the rack and had enough 12AU7s in it to heat the building. It had two outputs, one L+R that went into the phase modulator of the serrasoid exciter and the L–R output that went into the exciter about 200 multipliers later (the crystal frequency was multiplied 864 times).
It was a technical nightmare compared to mono FM. Getting two matched phased phone lines from the studio to the transmitter over three exchanges was another task. But we were stereo most of the time.
The FCC had a rule that if you weren’t transmitting stereophonic program material for more than a certain length of time, you had to shut the stereo pilot off so as not to mislead the 10 listeners by illuminating their stereo beacon. So the pilot on/off was wired into the old Rust remote control so the studio could turn it off when a monophonic recording of a symphony played.
Times changed; we wound up with RF STLs, stereo generators on a single chip, CD players, computers and lots of stuff made in foreign countries that wasn’t worth fixing or whose parts were not available, so when they broke they wound up on a shelf at the transmitter site.Concerted effort
Today many stations have guys who can swap XLRs or RCA plugs from one item to another. But we also still have transmitters, antennas, phasors and all of the other sundry items that make a radio broadcast station distinct from an internet music source (I don’t call internet streams “radio stations” because you can’t have radio without RADiate).
When we talk of RF, we talk of a whole lot more than 5 volts, maybe 3,000 times that, and a whole lot of amps both DC and RF. Sending an IT guy into that is like sending a 90-year-old woman into the Indy 500 with her Buick LeSabre. She ain’t gonna win and she will probably die trying.
One of the problems is lack of interest. When I was young I got a ham license at 12, built my own CW rig with a 6L6, turned it into a phone rig with another 6L6 and a Heising choke, built a superregen receiver and went on 80, 75 and 40 meters. Parts from a few old television chassis and old radios my dad brought home, parts from a military surplus store down the road in 1960 there was still a lot of WW2 surplus.
Try that today; there are no radios or television sets with good parts or even worth trying to get parts from, there is limited surplus and most of the corner parts stores are gone. You can’t even build a Heathkit anymore.
A few years ago, I built a guitar amplifier for my son. What a project, just to find octal tube sockets for the 6L6s took forever. Kids have no interest in this kind of stuff anymore.
We all, especially big conglomerates who own most of the broadcast stations, have to make a concerted effort to get high school and college kids interested in broadcast engineering as a career.
Get them interested, get them educated, best by shadowing an old goat who can show them the tricks of the trade. Yes an EE degree is great to learn Kirchoff’s laws, but Kirchoff never spent several hours at 3 a.m. looking into a dead HT-25. The likelihood is that the old goat will tell the youth that he should probably look at the screen blocker kapton, a lesson the youth is not likely to forget.
Broadcasters have to realize that us old goats are going away, and they had better not only get the youth trained to take over but make the pay comparative to working in an office as an IT manager so they don’t do just that.
We, the limited number of old-timers who learned from the old old timers and through the wisdom of age and smelly fingers from getting too close to the ATU coils, have to keep alert for anyone who might express the slightest interest in our business. I ask around schools, especially the science teachers, if they have any students who seem interested in electronics.
We have to persuade them, nurture them and tell them lies (don’t mention having to walk into a remote site at 2 a.m. in a blizzard with the temperature at –30). Tell them they will have a job for the rest of their life, they can’t ship their job off to China or India or wherever.
At least if we all make an effort to replace ourselves, things can stay status quo. If our ranks aren’t refilled soon, the radio dials are going to start getting really quiet.
The author is a veteran industry engineer.
Radio World sidebar: TPTP Aims to Help
The Society of Broadcast Engineers recently announced a response to ongoing concerns about new technical talent choosing broadcasting as a career by creating the Technical Professional Training Program.
“As technology and the average age and tenure of technical professionals advances there is concern to adequately fulfill the technical staffing needs in the long term,” SBE noted. The goal of the program is to train new entrants to the field of broadcast technology through a series of webinars, mentoring, certification support and other resources.
Learn more about it at http://sbe.org/sbe-technical-professional-training-program/
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TEGNA and Comcast-owned FreeWheel have announced a new multi-year deal “to further transform and automate the way TEGNA’s buyers and sellers transact” — including through CTV/OTT advertising platform Premion.
Under the terms of the deal, TEGNA will continue working with FreeWheel to help enhance business operations in several different ways, including using FreeWheel’s Strata platform to process electronic orders through ePort, an automated platform that enables purchasing ads from local television stations.
TEGNA currently connects with agencies through FreeWheel’s ePort platform, enabling its sellers to receive electronic orders from buyers, send makegoods back to the buying platform, and receive revisions electronically.
Premion, a CTV/OTT advertising platform for regional and local advertisers, will continue to use FreeWheel’s Strata ad management platform. FreeWheel’s marketplace-based technology enables Premion to further enhance its advertising operations, facilitate automation, and increase agency access to its OTT inventory.
The companies have also committed to continuing their joint innovation initiatives, with a specific focus on working on new marketplace-based technology to enhance programmatic transactions and inventory acquisition.
“The media industry has transformed over the past decade, and through our partnership with FreeWheel, we continue to show our customers that we are an industry leader,” said TEGNA Chief Technology Officer Kurt Rao. “Agencies are relying on automation more than ever. With FreeWheel, we are able to process orders more quickly and more efficiently for our agency partners across our marketing and advertising solutions, including Premion.”
Townsquare Media on Wednesday told the SEC that it has successfully completed the previously announced sale of $550 aggregate principal amount of its 6.875% senior secured notes due 2026 at an issue price of 100.0%.
The New Notes mature on February 1, 2026. Interest is payable on the New Notes semi-annually in cash in arrears on February 1 and August 1 of each year, commencing on August 1, 2021.
Townsquare used a portion of the net proceeds from the New Notes Offering to repay
borrowings under its term loan facility provided under the Existing Credit Agreement. The company also intends to use a portion of the net proceeds from the New Notes Offering,
together with cash on hand, to redeem all of its outstanding 6.500% senior notes due 2023 on January 14 and to pay the premium, fees and expenses related thereto.
The New Notes were issued and sold in a private offering to persons reasonably
believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act and to non-U.S. persons outside of the United States pursuant to Regulation S under the Securities Act.
The New Notes and related guarantees will not be registered under the Securities Act, or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.
WASHINGTON, D.C. — One of the FCC’s biggest champions for the radio industry, forced to exit over a Section 230 disagreement with soon-to-depart President Donald Trump, has resurfaced as a visiting fellow at a Washington think tank.
He’ll be working alongside another former Commissioner — someone who served on the FCC from 1997-2001.
By Adam R Jacobson, Carl Marcucci and April McLynn
At 9:30pm Eastern, former Republican presidential candidate Mitt Romney spoke on the floor of the U.S. Senate in a joint session of Congress that resumed some five hours after a rowdy and violent group of supporters of Donald Trump engaged in what Romney called “an insurrection supported by the President of the United States.”
Romney’s speech was well-covered by national media, with live coverage broadcast on NBC.
At the same time, one Washington, D.C. radio station wasn’t covering Romney’s speech. Rather, a field reporter was recalling an incident at the J.W. Marriott with a dozen Trump supporters hours after a 6pm curfew put into effect by Washington Mayor Muriel Bowser to help quell any after-dark eruptions from Trump supporters.
The report from WTOP-FM Capitol Hill Correspondent Mitchell Miller was just one way local radio and TV went above and beyond as national media outlets faced immediate danger simply by doing their jobs.
Call it a Blue Bump thanks to the apparent victories of Jon Ossoff and Raphael Warnock as Democratic U.S. Senators representing the state of Georgia.
Urban One shares soared by 102.1% on Wednesday, with big gains coming in the afternoon hours. After-hours trading shows a decline, but it still represents a super surge for the media company super-serving African American consumers.
With chaos on Capitol Hill putting a dark cloud on what appears to be a shift of the U.S. Senate to Democratic control with wins in Georgia by Jon Ossoff and Raphael Warnock, U.S. financial markets were divergent — the Dow Industrials climbed, while Nasdaq was down.
The Dow 30 gained 1.44% to 30,829.40, while Nasdaq slipped by 0.6% to 12,740.79.
Big movers among media companies include Sinclair Media Group and Nexstar Media Group.
Then, there is Urban One, which is gaining steam in a major way.
Is COVID-19 killing more than a handful of radio stations in Q1?
The latest U.S. broadcast station totals from the FCC show another drop in the number of licensed radio stations during the quarter.
Meanwhile, the number of FM translators licensed for broadcast continues to surge.
A charitable organization dedicated to building the next generation of media leaders and increasing diversity has elected the President of Katz Television Group as its next Board Chairman.
Bob Lawrence has announced his retirement from Revenue Development Resources after 54 years in the broadcasting industry.
A noted on-air talent, PD and GM, Lawrence is probably best known for his 14 years of duty at the Radio Advertising Bureau and his past six years at RDR.
Lawrence’s career started in Emporia, Kansas as an on-air personality. He continually grew his skillsets, rising to positions of PD and then GM, with stops in Kansas, Louisiana, Texas, and nationally on the ABC Radio Network.
Lawrence was then recruited by TM Century in Dallas, where his sales skills and ability to create long term relationships caught the attention of the RAB in 2000. He remained there until rejoining his former RAB colleague Mark Levy at Revenue Development Resources as Director of Sales in 2014.
“I have had the great privilege of working with Bob Lawrence for 13 years, first at the RAB and then with RDR,” Levy says. “During that time, he amazed me with his energy and the respect so many people in the industry had and continue to have for him. But even more than that, he never stopped learning, and he never was anything but nice to people. I know that last part is often brushed over, but it is truly something that made Bob stand out from so many others in this business. He’s been a cheerleader, a sounding board and a sage for so many people…the industry is certainly going to miss him!”
— Renee Cassis
The E.W. Scripps Company has appointed three media industry veterans from ION, Katz and Newsy to roles supporting distribution of its new national networks business.
All roles are effective upon the close of Scripps’ acquisition of ION.