MediaCo Holding Inc., a publicly traded company on Nasdaq whose assets include two FM radio stations in New York, has acquired Estrella Media’s network, content, digital, and commercial operations.
To be clear, an asset purchase agreement with required FCC approval has not been drawn up, and Estrella Media will own its current roster of television and radio stations — for now. While the relationship is akin to a shared serves agreement seen across the broadcast media landscape, Mediaco will have an option to buy the radio and TV stations at a future date.
With the deal, which closed yesterday, an executive leadership change is happening at Burbank, Calif.-based Estrella Media.
Peter Markham, who took the CEO role at Estrella Media in October 2019 following its emergence from federal bankruptcy protection and transition from Liberman family ownership, is exiting the post.
Serving as interim CEO is Jacqueline Hernández, most recently the CEO and Founder of New Majority Ready, a multicultural marketing and content strategy firm. For Hispanic market professionals, she’s widely remembered for her role as Chief Marketing Officer of NBCUniversal Hispanic Enterprises. Hernández held the role from May 2014 through March 2017, when she joined Hispanic Mixed Martial Arts franchise Combate Américas as President. Previously, Hernández was Chief Operating Officer of Telemundo Media, a role she gained in May 2008.

Hernández joined Telemundo following a run as Publisher of People en Español, then the top glossy serving the U.S. Hispanic market. She held that role from March 2004-April 2008, rising from a similar role at Teen People. Prior to that, Hernández was VP of Integrated Marketing and Global Sales Sponsorships at Turner.
Hernández has also recently served as a board member of Estrella Media, and since August 2021 has been a Victoria’ Secret board of directors seat holder.
“This combination of tested media brands and talented teams will fuel growth of content and distribution for the benefit of our multicultural audiences,” said Ms. Hernández. “We believe this combination is the first step in building a unique multicultural media company that will reach diverse U.S. audiences wherever they choose to consume content and create value for marketers working to reach these important audiences.”

Deb McDermott, the CEO of Standard Media, is also the Chair of MediaCo., parent of WQHT “HOT 97” and WBLS in New York. She commented, “This leverages the strengths of two great companies to build something new. We are committed to representing and serving the Hispanic marketplace, as well as continuing to represent and grow the diverse audience that MediaCo already serves. We see a need for media brands to embrace opportunities with all audiences, and Estrella Media is a key part of our growth strategy.”
Among the Estrella Media brands joining MediaCo are EstrellaTV, Estrella News, Cine EstrellaTV, and Estrella Games – and the EstrellaTV app. Estrella Media also has a collection of regional Mexican-focused radio stations in markets such as Los Angeles, Houston and Dallas. Among the company’s most-established audio assets is Don Cheto Al Aire, the nationally syndicated morning show.
The transaction closed on Wednesday as many industry leaders were leaving Las Vegas at the close of the 2024 NAB Show.
As MediaCo sees it, “The combined footprint of MediaCo positions it as one of the strongest radio content providers for Spanish and Urban music in both terrestrial radio and audio streaming. These audiences represent almost one third of the U.S. population and 100% of the consumer growth in the marketplace.”
Kudjo Sogadzi, who serves as President/COO of MediaCo, commented, “Today marks the beginning of an exciting journey for MediaCo. As we embark on this next chapter, we see a great opportunity to combine our strengths and capabilities to redefine how we deliver media to our diverse audiences.”
Markham added, “This is a natural next step in the evolution of Estrella Media’s content operations to better serve our important U.S. Hispanic audience. This transaction helps secure a bright and growing future for MediaCo to become the preeminent media company serving the multicultural audiences who drive ad spend ROI and brand growth.”
Several media brokers who spoke to RBR+TVBR about the transaction noted that Estrella Media had been seeking to conduct a deal for some three years.
MEDIACO’S $120 MILLION MOVE
For MediaCo, the deal marks a significant turning point for an entity some trade publications recently reported was experiencing significant fiscal concerns regarding its continuing operations.
With the transaction that closed April 17, Estrella Media will own and operate its local radio and television stations until a date when MediaCo decides to acquire them … if at all.
MediaCo, until that time, will provide programming and content.
MediaCo will also leverage McDermott’s leadership as Hernandez will work with her in an effort to increase distribution with other broadcast partners, as well as to grow digital streaming, Connected TV, and advertising-based video-on-demand (AVOD) assets.
So, what is the structure of the deal that was completed yesterday, effectively shifting all operations of Estrella Media to MediaCo?
There is an Asset Purchase Agreement, with Estrella Media subsidiary Estrella Broadcasting. This entity purchased “substantially all of the assets of Estrella Broadcasting” other than its local radio and television stations. Importantly, MediaCo received an option to acquire those stations from Estrella Broadcasting at a future date, subject to receipt of necessary regulatory approval.
Is there cash being traded between MediaCo and Estrella Media?
As consideration in the transaction, Estrella Broadcasting is receiving a warrant to purchase up to a total of 28,206,152 newly issued shares of MediaCo Class A Common Stock, exercisable at an exercise price of $0.00001 per share. This puts the value at $282.06.
The bigger news is that MediaCo is paying $30 million in cash today, and will issue $60 million of newly issued shares of MediaCo Series B Preferred Stock that will accrue dividends at a rate of 6% per annum, handing that to Estrella Media.
Then, there is a $30 million second lien term note with a five-year term and an interest rate of SOFR + 6% per annum.
In connection with the exercise of the local radio and television stations option, Estrella Broadcasting would receive an additional 7,051,538 newly issued shares of MediaCo Class A Common Stock.
How is MediaCo financing the deal?
WhiteHawk Capital Partners provided a $45 million first lien term loan facility to MediaCo in connection with the transaction, $35 million of which has been drawn at closing.
In connection with the transaction, three designees of Estrella Broadcasting were added to the Board of Directors of MediaCo. The transaction was approved by the boards of directors of MediaCo and Estrella Broadcasting.
Prior to the consummation of the transaction, Standard General converted all of the outstanding shares of MediaCo Series A Preferred Stock into a total of 20,733,869 shares of newly issued shares of MediaCo Class A Common Stock in accordance with the terms of the Series A Preferred Stock.
MediaCo is filing with the Securities and Exchange Commission a Current Report on Form 8-K that will provide additional detail regarding the transaction.
Fried, Frank, Harris, Shriver & Jacobson LLP and Pillsbury Winthrop Shaw Pittman LLP served as legal counsel to MediaCo in connection with the transaction.
RBC Capital Markets LLC served as exclusive financial advisor to Estrella Broadcasting and Paul, Weiss, Rifkind, Wharton & Garrison LLP and Wiley Rein LLP served as Estrella Broadcasting’s legal counsel.
Sidley Austin LLP served as legal counsel to WhiteHawk Capital Partners.