On December 30, 2020, the sale of a former Tribune Media property serving the Big Apple formally closed. As a result, The E.W. Scripps Company was no longer the owner of The CW Network’s New York flagship, WPIX-11.
How Scripps ended up with the station, and how it ended up selling it, is a story of its own. Originally, Sinclair Broadcast Group planned to operate WPIX via a Joint Sales Agreement with Cunningham Broadcasting Corp., and its officer and director, Michael Anderson. That arrangement ended up in flames, triggered by former FCC Chairman Ajit Pai’s concerns over “sham” transactions created to push Sinclair’s planned merger with Tribune Media through the regulatory test.
Now, the current ownership of WPIX has come under scrutiny. But, it isn’t the Commission that’s complaining. Rather, it is one of the largest MVPD operators in the nation — and the owner of two direct competitors to WPIX in the Big Apple.
That would be Comcast, the parent of NBCUniversal and the ultimate owner of WNBC-TV and Telemundo-aligned WNJU-47 in New York.
In its view, it believes Nexstar Media Group is in violation of 47 C.F.R. § 73.3555(e) and a FCC order granting the merger of Tribune Media and Nexstar.
Comcast expressed its views in a Petition for Declaratory Ruling submitted to the FCC on July 1. There are two versions. One is a public take on the PDR. The other is a “highly confidential” version submitted directly to the FCC for their eyes only.
Making the filing to the Commission on behalf of Comcast is their outside legal counsel, Jonathan Friedman of K Street law firm Wilkie Farr & Gallagher.
Friedman authored a 33-page PDR that makes it clear that it wants the Commission to designate Nexstar as holding attributable interest in WPIX-11, and to use a de facto control
analysis or the more generalized “influence” standard underlying the broadcast attribution rules in making its determination.
Nexstar does not own WPIX-11. Scripps sold the station at the end of last year to Mission Broadcasting. And, as RBR+TVBR reported, it is a deal made possible through Nexstar’s decision to transfer its option to purchase the station to Mission.
But, there’s more to the story. Scripps purchased WPIX as part of its acquisition of eight television stations in seven markets from Nexstar. Those stations were being divested in connection with Nexstar Media Group’s acquisition of Tribune Media in September 2019.
Thus, while Nexstar couldn’t own WPIX-11, it maintains a relationship with the station not dislike others seen across the U.S. In this case, Mission handles sales and management for WPIX-11, while Nexstar handles production and news operations. Mission was founded in 1996 and owns such stations as WXXA-23 in Albany, N.Y., among other properties.
Yet, Comcast believes the WPIX JSA relationship is nothing more than a “sham” — one that puts Nexstar out of compliance with the FCC’s national ownership cap.
A RETRANS WAR OF WORDS?
How Comcast has arrived at this conclusion is likely a discussion that will spur much debate and dispute. One thing appears certain, though — it is unhappy with retransmission consent negotiations between its MVPD operation and WPIX-11.
Comcast has a separate retransmission consent agreement with Mission Broadcasting. Nonetheless, the company claims in the PDR, “Nexstar has asserted retransmission consent and other broad rights over WPIX, contrary to Nexstar’s express representations to the Commission during the Nexstar-Tribune transaction that it would divest WPIX to stay under the national ownership cap and not provide any services for the station post-transaction.”
Aside from “undermining” the FCC’s divestiture condition, Comcast argues that if Nexstar has its way, its retransmission consent fees for WPIX “would increase dramatically.”
Those fees were redacted from the public version of the PDR.
Given the recent environment regarding retrans disputes, Comcast goes so far as to state that should it refuse to pay higher retrans consent fees as suggested by Nexstar, all Nexstar-owned properties could go dark on Comcast across the New York DMA.
While Spectrum and Optimum by Altice USA are the main cable systems serving the nation’s largest market, Comcast is a player in Northern New Jersey.
The retrans negotiations appear to be the fuel flaming Comcast’s FCC fight. It goes on to say Nexstar “is now exercising its control over WPIX.” Comcast takes issue with Nexstar’s ability to receive 100% of the station’s revenues, and how it “unquestionably” dominates the management of the business affairs.
“Likewise, Nexstar appears to have taken control of WPIX’s personnel decisions,” Comcast argues.
On February 17, RBR+TVBR reported on the appointment of Chris McDonnell as VP/GM of WPIX-11 — a move described by RBR+TVBR as a “promotion,” as he previously served in a similar role at Nexstar-owned KRON-4 in San Francisco. Comcast questions why McDonnell reports to a Nexstar executive and not to Nancie Smith‘s executive team at Mission, based in Dallas and led by President Dennis Thatcher.
Whether or not Comcast’s claims have merit could weigh heavily on McDonnell’s appointment. Or, the Commission could outright dismiss the Comcast PDR, given its assumptions of what could transpire in retransmission consent negotiations.
While Nexstar could have retrans negotiation rights for WPIX as part of a unique arrangement with Mission, such arrangements aren’t unheard of. Entravision Communications’ Univision affiliates see their retransmission consent accords handled by Univision Communications.
A Nexstar representative declined to comment on the matter when contacted by RBR+TVBR.
