 | |
| Company type | Public |
|---|---|
| NYSE: MEG | |
| Industry | Broadcast and Digital |
| Predecessor | Park Communications Spartan Communications Young Broadcasting LIN Media |
| Founded | 1940; 86 years ago (1940) |
| Defunct | January 17, 2017; 9 years ago (2017-01-17) |
| Fate | Merged withNexstar Broadcasting Group |
| Successor | BH Media (newspaper assets only) Nexstar Media Group (television assets only) |
| Headquarters | Richmond, Virginia New York, New York Austin, Texas |
Key people | Warren Buffett(Financier) Mario Gabelli(Financier) J. Stewart Bryan III(chairman) Vincent L. Sadusky (president andCEO) Deborah A. McDermott (Chief Operating Officer) James F. Woodward (CFO) |
| Products | Television Internet Newspaper |
| Revenue | $1.305 B USD (2015) |
Media General, Inc. was an Americanmedia company based inRichmond, Virginia. The company's origins can be traced back to 1887 when Richmond attorney Joseph Bryan acquiredThe Richmond Daily Times, which later becameTheRichmond Times-Dispatch.[1] Joseph Bryan's son,John Stewart Bryan succeeded his father as owner and publisher of theTimes-Dispatch, which merged withThe Richmond News Leader in 1940 to formRichmond Newspapers, Inc.
After John Stewart Bryan's death in 1944, his son, D. Tennant Bryan led the company into a period of expansion into television, changing the company's name to Media General in 1969.[2] Media General, Inc. began trading on theAmerican Stock Exchange in 1970.[2]
In 1990, J. Stewart Bryan III, great-grandson of Joseph Bryan, became chairman, president and chief executive officer of Media General. The fourth-generation Bryan oversaw the company's expansion into digital media and the sale of Media General's newspaper division toBerkshire Hathaway in 2012. J. Stewart Bryan III remained chairman of Media General until his death on January 23, 2016.[3]
In 2013 and 2014, Media General expanded significantly through mergers withYoung Broadcasting andLIN Media. After the latter merger, LIN Media CEO Vincent L. Sadusky became chief executive officer of Media General while former Young Broadcasting CEO Deborah A. McDermott led station operations as Chief Operating Officer.[4] Long-time Media General CFO James F. Woodward remained as Chief Financial Officer[5] until the company's dissolution in 2017.
On January 11, 2017, the FCC approved the sale of Media General toNexstar Broadcasting Group for $4.6 billion.[6]
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The conglomeration of newspapers was founded in 1940 when owners ofRichmond, Virginia's two newspapers, theTimes-Dispatch andNews Leader, merged them to formRichmond Newspapers, Inc. In 1966, it purchased a majority interest in theTampa Tribune, which includedWFLA-AM-FM-TV inTampa, making that the company's first ever foray into television, a strategy that was later used by such acquisition practices.[7] In 1969, as the company's media properties grew and diversified, it was renamed Media General.
In 1981, the company began its expansion practice of television stations under the Media General Telecommunications subsidiary. It first purchasedWJKS-TV inJacksonville fromZiff-Davis Broadcasting on December 7, 1981, for $18 million, the sale was approved on November 8, 1982.[8][9] On July 5, 1982, the company bought outWCBD-TV inCharleston from theState Telecasting Company for $8 million, the deal was approved on January 24, 1983.[10][11]
In 1982 the company acquired The William B. Tanner Company (previously known as Pepper-Tanner), a commercialradio jingle production company headquartered inMemphis. It was divested in 1988. In 1987, Media General, which included its Media General Broadcast Group comprising three television stations at that time, as well as its cable systems in various areas was sold off to a group led by The Giant Group, a firm owned byBurt Sugarman, which purchased a stake for $103.8 million, with backing also held by television production companyBarris Industries.[12]
In 1996, Media General acquired Park Acquisitions, the holding company for Park Communications, formerly owned by the media entrepreneurRoy H. Park.[13]
In 1999, Media General bought Spartanburg-basedSpartan Communications, which increased Media General's station portfolio from 14 to 27.[14]
Four NBC-owned stations in smaller markets were put up for sale on January 9, 2006. On April 6,NBC Owned Television Stations and Media General announced that the latter would purchase the four NBC O&O's as part of a $600 million four-station deal between the two companies.
On July 28, 2006, Media General announced that they would sell KWCH-TV and its satellites to a Schurz Communications-affiliated company Sunflower Broadcasting for $73 million.[15] On August 2, 2006, Media General announced that it would sellWIAT andKIMT toNew Vision Television for $35 million; the sale was finalized on October 12, 2006. Between 2006 and 2008, Morris Network, a division ofMorris Multimedia bought out two station properties,WDEF andWTVQ, the former's price for WDEF cost $22 million, and the latter's price for WTVQ-TV cost $16.5 million, totaling up a $38.5 million budget for the combined two stations.[16][17][18]
On October 29, 2007, Media General announced that the company was exploring the sale ofWCWJ,KALB-TV,WMBB, andWNEG-TV. On March 14, 2008, the company reached an agreement to sell KALB and WMBB toHoak Media. The deal was closed on July 16. On June 25, 2008, Media General announced the sale of WNEG-TV to theUniversity of Georgia.[19] On January 28, 2009,Nexstar Broadcasting Group announced that it had reached an agreement to purchase WCWJ. The deal was finalized on May 1, 2009.
On June 6, 2013,Young Broadcasting announced that it would merge with Media General.[20] On November 8, the FCC approved the merger.[21] The merger closed on November 12.[22] Following the merger, the new company was owned 67.5 percent by Young shareholders and 32.5 percent by Media General shareholders.[23] The combined company owned 30 stations, reaching 14% of the United States.[24] and continued to operate as Media General. Headquarters would remain inRichmond, Virginia, however, for the first time in over a century, the Bryan Family would not have acontrolling interest in the company.[25]
On March 21, 2014, Media General andLIN Media announced that the two companies would merge. The deal, worth an estimated $1.6 billion, would create an entity of 71 stations with a combined reach of 24% of U.S. television households. 45 Media General staff members were laid off; CEO George Mahoney stepped down in favor of his LIN counterpart Vincent Sadusky.[26] In order to comply with FCC ownership rules as well as planned changes to rules regarding same-market television stations which would prohibit futurejoint sales agreements, some of the stations would be sold to several other companies in five markets (Birmingham,Green Bay,Mobile,Providence andSavannah) where both groups already own stations.[27][28][29]
On August 20, 2014, Media General and LIN Media announced several sales. Media General soldWJAR,WLUK,WTGS andWCWF to theSinclair Broadcast Group in exchange for Sinclair'sKXRM,KXTU,WHTM andWTTA. Although the WHTM sale was discussed two months earlier, it was completed in September 2014, the rest of the transactions would not come into effect until the deal was completed.[30][31]Hearst Television acquiredWVTM andWJCL, andMeredith Corporation acquiredWALA.[32] On October 6, the two companies' shareholders approved the deal,[33] and the FCC approved the deal on December 12.[34] The merger was completed on December 19.[35] A condition of the deal requires Media General to end the joint sales and shared services agreements it has with stations inYoungstown, Ohio,Dayton, Ohio, andTopeka, Kansas, due to tighter scrutiny such deals are getting by the FCC. Media General received a two-year waiver in those markets to end the JSAs and SSAs.[36]
On July 14, 2015, Media General pulled its stations off ofMediacomcable systems across theUnited States due to acarriage dispute overretransmission consent fees.[37] This carriage dispute saw Media General stations disappear from Mediacom lineups in 14 television markets across the United States and even three of theFox affiliates owned by Media General were lost to Mediacom subscribers inHampton Roads, Virginia,Terre Haute, Indiana, andTopeka, Kansas just before the start of the2015 Major League Baseball All-Star Game.[38] On July 30, 2015, Mediacom and Media General reached a new agreement, thereby restoring Media General owned stations to Mediacom subscribers in the affected areas.[39]
On July 13, 2016, the FCC issued a $700,000 fine against Media General for using a shared services agreement withWAGT to prevent its new ownerGray Television from divesting it in the spectrum incentive auction.[40]
On September 8, 2015, it was announced that Media General would acquire Meredith Corporation in a cash and stock deal valued at $2.4 billion. Pending regulatory and shareholder approval, the deal was expected to be consummated in June 2016. The combined company was to be known as Meredith Media General, and become the third-largest owner of television stations in the United States—serving an estimated 30% of households. In order to comply with FCC regulations, some stations would have been sold to other companies in six markets where both groups already own stations (Greenville-Spartanburg, Hartford-New Haven, Mobile, Nashville, Portland (OR) and Springfield (MA)). Media General shareholders would have controlled 65% of the company, with Meredith shareholders holding 35%.[41]
On September 28, it was revealed that Nexstar Broadcasting Group had made an unsolicited cash-and-stock offer for Media General, valued at $14.50 per-share. Following the announcement, Media General shareholdersOppenheimer Holdings (7% stake) and Starboard Capital (4.5% stake) opposed the Meredith merger in favor of selling to Nexstar. On October 6, 2015, theNew York Post speculated that the deal had been called off, believing that the deal was unlikely to receive further shareholder support due to these objections. Both companies have denied that this was the case, and reported that other major shareholders were backing the merger.[42][43] Media General hired additional firms to evaluate the Nexstar bid.[44] On November 16, Media General rejected the offer but agreed to negotiate after concluding its merger with Meredith.[45]
On January 27, 2016, Media General announced that it had entered into a definitive agreement to be acquired by Nexstar in a deal valued at $17.14 per-share, valuing the company at $4.6 billion plus the assumption of $2.3 billion debt. The combined company will be known as Nexstar Media Group, and own 171 stations, serving an estimated 39% of households. The company will pay Meredith a termination fee of $60 million, and give Meredith right of first refusal to acquire any broadcast or digital properties that may be divested during the merger (a clause that Meredith did not exercise). The deal also includescontingent value rights for Media General shareholders if it sells spectrum from its stations during the FCC's spectrum incentive auction.[46][47]
The transaction was approved on January 11, 2017,[6] with the sale consummated six days later, on January 17.[48]
On May 17, 2012, it was announced that investment companyBerkshire Hathaway would be acquiring Media General's newspaper division (excludingThe Tampa Tribune). The newspapers were planned to be merged into Berkshire Hathaway's World Media Enterprises division, a sister company of its other newspaper holdings under theOmaha World-Herald.[49] The deal closed June 25, 2012.[50] Media General's chairman and former CEO, J. Stewart Bryan III said the company faced a choice: either sell its newspaper division or file for bankruptcy protection. The latter, he said, was "unacceptable."[51] At the end of 2011, Media General had $658 million in debt.[52] In October 2012,The Tampa Tribune and its associated print and digital products were acquired by Tampa Media Group, Inc., a new company formed by Revolution Capital Group.[53]
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