As RBR+TVBR first reported on Wednesday (11/10), Meredith Corporation‘s Board of Directors signed off on a stock distribution move that effectively signals the coming closing of its merger with Gray Television and the immediate spin-off of Meredith’s National Media arm to the Barry Diller-fronted IAC.
The move put the wheels in motion on what would be the deal’s closing date — assuming regulatory approval would come.
That assumption has proved to be correct.
A nine-page approval letter was sent Friday (11/12) by FCC Media Bureau Video Division Chief Barbara Kreisman to Gray’s legal counsel — Joan Stewart at Wiley Rein LLP — and to Michael Basile, the co-chair of Cooley’s communications practice group and legal counsel for Meredith Corp.
The letter grants the pending applications, and concurrently denied two informal objections to the merger. “We find that the informal objections are without merit,” Kreisman said, adding that the grant of the applications “would serve the public interest, convenience and necessity.”
Filing the informal petitions: Rick Mattoon, and Mr Antenna Las Vegas. The Mattoon objection expresses concern about “consolidation” of the news industry and a
“decline in media integrity.” Gray and Meredith filed a consolidated response to Mattoon’s claims asserting that it merely “makes unsupported and generalized allegations” and fails to “identify any specific facts related to Gray, Meredith, or KPHO-TV that would support his concerns.”
Mr. Antenna’s beef with the merger is tied to what it calls KVVU-5 in Las Vegas’s June 2021 decision that it would no longer accept television advertising related to cord-cutting and that the decision came from a senior-level leader at Meredith. Mr. Antenna requested that
the Commission impose a condition on the transaction requiring that Gray either accept reasonable advertising requests from television antenna vendors, or, in the alternative, require that if Gray ever adopts a policy to refuse advertisements to antenna vendors that it place a certification in its online public file that the policy is unrelated to a desire to protect retransmission consent revenues.
The Video Bureau quickly dismissed Mattoon’s petition, with Kreisman concluding, “Merely making anecdotal and vague observations about the media industry while rhetorically questioning whether the transaction would favor the ‘self-serving interests’ of an applicant is not enough to satisfy even the first step of the Commission’s two-part test under the public interest standard.”
In the case of Mr. Antenna, the inability to conclude that a policy exists, or ever existed, regarding a prohibition on advertising associated with cord-cutting gives the Commission no other choice but to dismiss the petition.
The merger of Gray with Meredith and subsequent spin of the National Media arm will give Gray a portfolio of television stations with a national audience reach of just under 25%. And, in order to get the $2.8 billion+ deal done, WJRT-12 in Flint, Mich., was divested to Allen Media Group — the only transaction necessary to abide by the Commission’s local ownership subcap rules; ownership of WJRT would have run Gray afoul of the FCC’s Top Four rule.
Pre-existing rule-compliant combinations will continue in Portland, Ore.; Phoenix; Atlanta; and Kansas City.
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