Reports: Nexstar says no to WPIX-NY, WSFL-Miami

If you want to do something well, watch someone else do it. That’s the way to improve in most skills in life.

ftvlive logo

That’s one reason I read Scott Jones’ blog, FTVLive.com. Say what you want about him or his spelling, but he’s usually right on the money when it comes to facts, and won’t make claims without backing them up. In other words, I trust what he writes.

This morning, he had two blog posts about the latest attempt to create the nation’s largest local television station owner: Nexstar Media Group’s effort to buy Tribune Media. (Last year, after a lot of opposition, Sinclair Broadcast Group was not allowed to make the purchase.)

When you get this big, things get complicated. The company gets up against against Federal Communications Commission ownership limits, as well as Department of Justice antitrust regulations.

Nexstar owns or operates 174 television stations in 100 mostly small to mid-sized TV markets, reaching nearly 38.7 percent of American households. The limit is 39 percent, and that’s with the FCC’s UHF discount, which only takes half the market’s people into account. Tribune owns or operates 42 stations, including the nation’s biggest cities.

The deal is that Nexstar will pay $4.1 billion for Tribune. Sinclair had offered $3.9 billion but according to USA Today, “breached its contract by misleading regulators during the transaction’s approval process.” Nexstar’s last major purchase was in 2017, when it bought 71 stations from Media General for $4.6 billion.

The ownership limits, which I explained in this post from last March, come into play because two large companies will already own stations in the same markets competing against each other, and will together own too many as a whole. That’s why some stations will need to be sold.

Briefly, the four categories of FCC rules are 1. national TV ownership, 2. local TV multiple ownership, 3. the number of independently owned “media voices” – 4. and at least one of the stations is not ranked among the top four stations in the DMA (that’s the “designated market area” or city, and ranking based on audience share), and at least eight independently owned TV stations would remain in the market after the proposed combination. (Keep in mind, these rules seem to get loosened every time a company comes close to hitting the limit.)

In the case of Nexstar and Tribune, there would be a long list involving about 15 cities. (Nexstar would do well by being honest in its effort to buy Tribune, as opposed to what Sinclair did and had been doing for years.)

sinclair skull and crossbones

Perry Sook, Nexstar’s president and CEO, started the company in 1996 with one station in Scranton, Pa. He has been buying ever since.

“We have no aspirations to be a national anything,” Sook said, according to Variety. “Our company goes from Burlington, Vermont to Honolulu and each of those communities have different needs and different tastes. We do three things that are vitally important: We produce local news content. We deliver entertainment and information. And we help local businesses sell stuff. Those are our reasons to exist.”

That’s contrary to Sinclair, which was reportedly interested in creating a national news network and using must-runs on its stations to spread its ownership’s conservative beliefs.

feature nexstar wpix wsfl

Anyway, this morning, Scott wrote,

“Sources tell FTVLive that Nexstar is not planning on keeping WPIX in New York City after it purchases the station as part of the Tribune deal.”

So if Nexstar pretty-much owns so many stations in small to mid-sized TV markets, and claims to be solely interested in local broadcasting (while probably taking advantage of some scale), why leave out a station in the #1 TV market in the country, which itself broadcasts to about a whopping six percent of American households?

WPIX

According to Scott,

“The spinning off of WPIX will help bring Nexstar under the ownership cap and it will likely put a lot of money back into the Nexstar back account.”

I’d rather see competition remain in New York. I can’t imagine Nexstar losing the power of selling ads on stations in every one of the biggest, influential, most lucrative cities (New York, Los Angeles, Chicago, Philadelphia, San Francisco, Washington, etc.). And it could probably make money selling off many of its smaller market stations, have fewer people doing the same jobs on payroll, pay less for benefits like health insurance, have less regulatory paperwork to do, etc. But it could possibly achieve what Scott suggested in just one move.

Instead of Nexstar, I dread a New York competitor coming in and gutting WPIX’s news department, which has grown over the years from 30 minutes at 7:30pm and an hour at 10, to include morning and early evening news.

Among competitors, WCBS already owns WLNY (Long Island). WNBC already owns WNJU (Telenundo). WNYW (Fox) bought WWOR and got rid of its news department. That pretty much leaves WABC, which is said to be in the buying mood since owner Disney hasn’t bought stations in years, is not up against ownership limits, and has been said to be interested in Cox’s stations (especially its ABC affiliates in Atlanta, Orlando and Charlotte). A duopoly in New York would be good for WABC, but not the public, which owns the airwaves. But considering the other major stations already own second stations in the Big Apple, could WABC be refused?

disney abc logo

Of course, Disney/ABC is already buying most of 21st Century Fox’s assets, including its TV and movie studios, and cable channels except news and business, for $71 billion. The New York Post reports the closing is expected in February or March, and Sinclair may end up buying Fox’s regional sports networks which Disney can’t keep (it already owns ESPN) and nobody else seems to want them.

The so-called New Fox would consist only of its TV stations, and its news and business cable channels. (Comcast/NBC wanted Fox’s entertainment assets but Disney/ABC offered more. Comcast is ending up with Fox’s share of European telecommunications and pay-TV giant Sky.)

Scott also wrote,

“Along with spinning off WPIX in New York, Nexstar plans on selling off WSFL, the Tribune station in Miami.”

We’ve been through this before. Fox has a great Miami affiliate, WSVN, which is owned by Ed Ansin’s Sunbeam Television Corporation. In the 1980s, he wouldn’t sell to then-affiliate partner NBC, so the peacock bought WTVJ in early 1987 and took away WSVN’s #1 primetime programming on Jan. 1, 1989. WSVN became a Fox affiliate on the few days the new network broadcast back then and put its future into local news, more sensational back then, which has worked out well.

WHDH logo 4Then, just a few years ago, the same thing happened with Sunbeam’s WHDH in Boston. Ansin refused to sell to NBC so the peacock invented a station pretty much from scratch to put its programming. Since Boston already had a Fox affiliate (Miami’s went to CBS in 1989), WHDH is now completely independent, without a network, and worth much less.

Fox TV stationsSo Fox has been selling off assets but is interested in buying TV stations (it had a deal to buy several from Sinclair after its merger with Tribune, which ended up falling through) and rights to live programming, especially sports and especially the National Football League. In the past, Fox wanted stations in cities with NFC teams because it broadcasts NFC team away games on Sunday afternoons. Then, it bought the rights to Thursday Night Football, which includes the whole league, so now it’s interested in stations in cities with AFC teams, like the Miami Dolphins.

I’ve shown you how networks have dumped highly-rated, loyal, long-time affiliate stations and went all-out to own stations in cities around the country, even if it meant starting a news department from nothing, which is exactly what WSFL has when it comes to news.

Why would Nexstar sell Tribune’s only Florida station when it doesn’t have much to show for itself in the Sunshine State? Good question! Nexstar only owns WFLA in Tampa, WKRG in Mobile/Pensacola and WMBB in Panama City. Maybe it knows it could get a great deal from Fox (perhaps part of a multi-station deal where Nexstar and Tribune have too many stations competing), or it knows global warming will have Florida under water sooner rather than later.

 

One thing I disagree on with Scott about Fox possibly buying WSFL is that WSVN would probably not exchange affiliations with that current CW affiliate and become the new one. That’s because CBS is a part owner of The CW and that affiliation would likely go to its second Miami station, WBFS, which would probably mean WSVN ends up with WBFS’ MyNetworkTV affiliation.

On the other hand, Philadelphia MyNetworkTV affiliate WPHL (owned by Tribune) airs off-network syndicated reruns from 8 to 10pm (a great idea!) and its MyNetworkTV obligations (pretty much syndicated dramas) air overnight. It also got rid of the “My” on its logo.

That’s the case because I verified WBFS-Miami and WWOR-New York air the same shows from 8 to 10pm (and Fox owns both WWOR and MyNetworkTV, so the shows will definitely run in pattern).

wphl wbfs wwor

Anson’s WHDH – which has been independent for two years – airs Family Feud for an hour at 8 and local news from 9 to 11:35pm. So there are alternatives.

What’s going to happen? Are the reports from Scott true? If so, are they subject to change?

Again, we’ll have to sit back on our couches, and wait and see.

Disappointing news and news coverage

Last night, a woman was shot to death two blocks from my parents (and where I lived from the end of kindergarten, to leaving WSVN and moving to Connecticut, minus my three college years). It happened at about 5pm. I found out when my sister-in-law sent me a TV station’s screen-grab.

Turns out, the victim was a well-known real estate agent, who’d had her face and her dog’s on many bus benches while I was growing up. It happened outside her daughter’s house (same high school, two years older) and the gunman was her estranged son-in-law, who later killed himself.

In the early evening, between 7:30 and 8:30pm, I couldn’t find anything on WSVN’s website, and nonsense with very few facts from the network-owned stations.

WTVJ was a block off and WFOR had no location.

WPLGWPLG had the best coverage, with the right block, and video with a reporter at the scene during its newscast which ended at 6:30. But supposedly, the latest was on a different reporter’s personal, private Facebook page. We never met, but I went to school with his brother years ago, so he’s from the area and has contacts. I found out about his Facebook coverage when I got a call from one of our dozens of mutual friends (28, to be exact), and asked him about it – on Facebook.

Me: “Why did you put Highland Lakes shooting privately on your personal page, but not on your professional page for any interested parties?”

Him: “The station posts on my public”

Me: “I’m sorry. That sucks.”

Him: “Ok sorry”

Me: “I meant for you. I’m sure not everything they’ve posted has been perfect, or the way you would have.”

He doesn’t know what I do and have done for a living, and you see he didn’t realize I felt sorry for him apparently not being able to publish on social media pages that have his name and picture, and depending on others to do it right! His public Facebook page hasn’t been used in almost a month, and his work Twitter account was only used sporadically, not a few times daily like someone with contacts who goes out in the field, working to uncover facts – or simply a trusted reporter who watches the news and has followers who depend on him.

We know people on-air are not decision-makers but they should be trusted to publish on pages with their names and pictures, along with certain folks in the newsroom. Those people on-air with their names and pictures online will probably be the best at making sure what’s reported there is accurate and presented properly.

Who else would care as much?

If you appreciate what you read here, subscribe with either your email address or WordPress account, and get a notice whenever I publish. Don’t rely on social media with its hacking issues and censoring like thisthisthis and this. (I explained the reason for the fourth “this” in my last post.) I just became certified as an IT Support Specialist and am also available for writing/web contract work. LinkedIn: https://www.linkedin.com/in/lennycohen

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Anniversary means time to start something new

It’s Jan. 11 and that means today marks four years since my very first blog post at www.CohenConnect.com.

Back then, when I started, I was still in Florida.

I hadn’t yet moved to the Tri-Cities or returned to Philadelphia.

The blog has been pretty successful and also a learning experience, since there are so many elements involved in getting readers – from the subject, to the writing and pictures, and arranging it all correctly on the emailed subscriber letter, Facebook and Twitter.

I’ve done a lot of experimenting and think I finally have it down, as long as I have time.

But I’m going to have less time because I’ve started freelancing for the weekly newspaper Philadelphia Gay News, or PGN as it’s known around here.

feature pgn

Yes, you know I got my IT Support Specialist certificate, but I’ve been reading the paper for 20 years and keeping up with it while I was out of town.

The publisher Mark Segal and I have been acquaintances for years and recently, the opportunity presented itself.

I’d really like to help with the paper’s website, epgn.com, but that will take some time. For now, I’ve been copy-editing and my first article just came out!

2019-01-11 pgn paper

I’m excited about the possibilities, and to be part of a small group of journalists and technical folks whose members have changed over time, but have been putting out the publication for 43 years.

In fact, PGN has won so many awards, there isn’t enough space on the newsroom walls for them all.

We should all have problems like that!

Anyway, click here to see my first article, on today’s front page!

P.S. You’ve seen me ending blogs with, “If you appreciate what you read here, subscribe with either your email address or WordPress account, and get a notice whenever I publish. Don’t rely on social media with its hacking issues and censoring like thisthis and this.”

In case you haven’t checked, the first this is an article called Facebook Flags, Censors NPR Report on Inflated Government School Shooting Statistics.

censorship from fee article
via FEE: The Foundation for Economic Education

The second this is an article called With ‘Napalm Girl,’ Facebook Humans (Not Algorithms) Struggle To Be Editor.

napalm girl from npr
Nick Ut/AP via NPR

The third this is an article called Did Facebook Flag the Declaration of Independence as Hate Speech?

declaration of independence from snopes
andrasgs / Shutterstock via Snopes

Today, I’m going to start adding a fourth “this.”

From now on, until articles disappear or there’s no need, you’ll see a link to an article called Facebook censors king cake babies for nudity. No kidding, brought to my attention by New Orleans meteorologist David Bernard (who many of you may remember from WFOR in Miami).

nude king cake babies from nola times picayune
NOLA.com | Times-Picayune

My whole point is, it’s always better to be in control of your own content and thoughts. Facebook should be looking out for our privacy and getting rid of hate speech, including Holocaust-denial. Facebook deserves criticism including some of the latest:

How an Experimental Billion-Dollar Privacy Lawsuit Could Clobber Facebook

Amazon will win advertising dollars away from Facebook amid privacy concerns, a new survey suggests

Apple reportedly hired a major Facebook critic and former employee for its privacy team

Facebook privacy scandals get even worse

Odds, ends and new beginnings

It’s always good to be remembered, and hopefully being your last new year’s message of the year will keep some of my thoughts on your minds. (I’d be embarrassed to post something like this more than a week late, even by a few minutes!)

Let me start with the most important: that I became an uncle again, just before the new year. Jennifer and Daniel had a beautiful baby girl, Ayelet. She joins Betzalel, Noam and Tali. I’m due for a visit, and can’t wait!

ayelet maayan cohen

If there’s one good thing about life, it’s that we can usually make fresh starts. Sometimes it’s harder and sometimes it’s not complete, but it’s possible for everybody to some degree. Just start by taking inventory, and figuring out what’s lacking and what’s extra.

In that sense, I completed a life detour by finishing the five courses I needed to earn the Google IT Support Specialist certificate. While I’m on the right track, I started freelancing on a new job that involves my old skills (always with a lot to learn), and hope to become fulltime – which will likely mean working on IT issues there as needed. Details to come. My Twitter feed on this site would be a good place to see it first.

Another big victory for me is all of you, reading this blog and following what I write. It was just Dec. 6 – 32 days ago – this blog hit 20,000 views. Believe me, I don’t visit unless there’s a reason, and that’s usually commenting to update a post. It’s the reason I urge you to comment. You may have come up with a thought I didn’t, and nobody else either, so you’d be adding to the discussion. You’re welcome to say nice things or maybe even criticize me (I’ve never refused to publish anything). But perhaps most importantly is you’ll get an email there’s an update on a topic you care about.

Right now, Monday night, the log says there have been 21,169 hits, and I’ve only published two posts since the 20,000 mark, 32 days ago. So thank you.

On the other hand, this email from Amazon arrived Saturday afternoon:

“We are writing to notify you that your Associates Program application has been rejected and you will no longer have access to Associates Central.

This action was taken because we have not yet received qualified sales activities from your account. As a reminder, Accounts that have not referred three qualified sales within in 180-days of sign-up are automatically rejected.”

Notice how I couldn’t have included that if I’d posted this when I originally wanted!

I’ve made no secret I haven’t made a cent off the blog and won’t ask you pay, make donations, etc., even though it’s costing me money. I don’t like how other sites do that, and also Facebook.

Furthermore, I promised to avoid a certain topic while I’m doing this outside freelance work, and if I become full-time, new thoughts on the topic will end permanently.

So without further ado, let me tie up some loose ends on some posts I’ve written about, pretty much linking to new articles that aren’t in the blog. I’m going to do it by category – Media, Middle East and Religion, and Other – not in any particular order in each category.

MEDIA:

Some cable customers around the country missed the NFL’s Cowboys-Seahawks playoff game over the weekend because of a retransmission dispute between the cable company and a broadcast conglomerate. https://www.ftvlive.com/sqsp-test/2019/1/6/the-fans-are-getting-restless

How many companies in the pay-TV industry have been raising their prices recently? Five: DirecTV, U-verse, Comcast, Charter and the latest, Dish. That’s despite the industry losing customers over the past few years, largely because of rising prices. https://tvanswerman.com/2018/12/23/dish-becomes-5th-pay-tv-op-to-raise-prices-for-2019/ Yes, the cost of programming is going up but I think the biggest culprits are local TV stations asking for more and more of that retransmission compensation, and regional sports networks. I suggest considering cord-cutting. And since I’m taking the time to write, can someone please tell me how to do it while keeping the news channels and a few others (plus, fast internet).

Here are some tips that could help us accomplish that cord-cut: https://www.makingsenseofcents.com/2015/10/cutting-the-cable-cord-by-getting-a-digital-antenna.html

Fox plans to sell almost everything to ABC/Disney, and getting rid of its regional sports networks was probably wise, considering ABC/Disney is having trouble selling them. https://nypost.com/2018/12/10/disney-plans-to-split-up-foxs-local-sports-networks-to-sell/

Why TV ratings (and the web) matter so much more than social media ratings, other than the fact the TV part makes money and the station actually owns its website. https://www.ftvlive.com/sqsp-test/2018/12/18/look-whos-crossing-the-street-in-dc

Why would anyone give a for-profit corporation that’s for sale (again) free money? What do you think? https://tvnewscheck.com/article/227094/tribune-broadcasting-gets-google-news-grant/

Columnist Harry A. Jessell says the government shutdown isn’t all bad, when you factor in the FCC and the market can do its job: “Wouldn’t it be nice if the shutdown of some pointless and counterproductive broadcast regulations were permanent?” https://tvnewscheck.com/article/top-news/227938/lets-make-partial-fcc-shutdown-permanent/

Where Les Moonves and loyal wife Julie Chen escaped to on New Year’s Eve to party, and how many of the world’s super-rich and super-powerful who probably hate hum hung out there before: https://www.mercurynews.com/2019/01/02/les-moonves-julie-chen-escape-scandal-on-david-geffens-590-million-yacht/

When do you go after your old boss? When he’s no longer your boss and loses $120 million. https://pagesix.com/2018/12/19/stephen-colbert-rips-les-moonves-after-he-was-denied-120m-payout/

Female meteorologist in Chicago looks like a young Shaun Cassidy. What she said, and what Shaun Cassidy did, as well! https://www.ftvlive.com/sqsp-test/2019/1/4/boom

NFL LogoTwo years of NFL ratings declines are over. This season, the National Football League improved its overall deliveries by five percent. In fact, 34 of the top 50 most-watched broadcasts were NFL games, and so were 61 of the top 100. Three of Fox’s “Thursday Night Football” broadcasts made the top 100 after Fox had nothing on Thursdays before this season. Maybe overpaying was the right choice. And NBC’s strong schedule of highly competitive games (the Sunday night average margin of victory was just 9.6 points per game, down from 12.9 in 2017) nearly closed the gap with Fox and CBS. They spend more, airing multiple games on Sundays to a team’s home city. https://adage.com/article/media/top-50-u-s-broadcasts-2018/316102/

The Olympics is taking the year off. So are political ads in most places. But there’s good news, considering vehicle ads are among the most popular on TV. Automakers reported an increase of 0.3 percent over a year ago to 17.27 million vehicles. That’s despite rising interest rates, a volatile stock market, and rising car and truck prices. “If there are lots of jobs and people are getting bigger paychecks, they will buy more.” So no worries about the broadcast business. Don’t let your boss tell you they’re broke. Ask for a raise! https://tvnewscheck.com/article/227839/us-new-vehicle-sales-slightly-17-27m/

Advertising on NFL games for the five ad-supported TV networks were up 3.6 percent through 16 of the 17 weeks of this season. https://www.mediapost.com/publications/article/329800/nfl-ad-revenues-up-nearly-4-this-fall.html

Boris Epshteyn clip artFTVLive got a Sinclair internal document that laid out their plans for their must-run “Bottom Line with Boris” segments. What one of President Trump’s former communications spokespersons, now “Chief Political Analyst” for the largest owner of local TV stations, makes for his commentaries. P.S. Boris Epshteyn signed a non-disclosure agreement with the Trump campaign and is barred from talking critically about the president. https://www.ftvlive.com/sqsp-test/2019/1/6/exclusive-sinclair-must-run-costs-nearly-a-million-bucks

sinclair skull and crossbones

A friend in the Oval Office couldn’t even see Sinclair buy Tribune: https://www.baltimoresun.com/entertainment/tv/z-on-tv-blog/bs-fe-zontv-sinclair-bad-year-20181211-story.html

Tribune Broadcasting CompanyColumnist Harry A. Jessell making predictions, including whether Nexstar will be able to close on its merger with Tribune by the end of the third quarter as it said when it announced the merger on Dec. 3: “The regulatory approval process is already a month behind schedule. On the day of the announcement, Nexstar said that the transfer application would be submitted to the FCC the next day and that the ‘comprehensive divestiture plan’ needed for complying with the FCC’s local ownership rules would soon follow. We’re still waiting.” https://tvnewscheck.com/article/227690/whats-store-19-jessells-8-ball-knows/

He said something different, less than a month ago. https://tvnewscheck.com/article/226599/sook-nexstar-sound-right-note-tribune/

Nexstar jumped on Tribune when Sinclair couldn’t become the buyer. As Nexstar looks to become the largest owner of local TV stations, its big boss insists the strategy is to stay laser-focused on local needs. https://variety.com/2018/tv/features/nexstar-tribune-perry-sook-ceo-sinclair-1203094572/

The number of gimmicks to get you to watch local TV news is growing, thanks to a viewer engagement platform I’m not going to help by naming. Wednesday mornings at 10 in Detroit, viewers choose the Big Story. The boss explained it’s

“not necessarily the lead story or the breaking story, but it’s the story we put more resources into, to dig deep into that story.”

Watch what happened in late October, when all three possibilities could’ve been big (except #1, in my humble opinion, and you’ll never guess what the viewers chose!). https://marketshare.tvnewscheck.com/2019/01/04/tv-stations-use-megaphone-amplify-news-ratings/

Think the biggest competition for TV news is that other channel? Think again. The rise of technology such as on-demand and “OTT” (over the top) viewing is the most direct threat. This article explains it all. https://cronkitenewslab.com/management/2018/12/21/the-future-of-broadcast-news-is-ott-on-demand/

2018-12-31 andy cohenPoor Andy Cohen! (No relation.) I insulted a longtime friend by saying Cohen doesn’t matter to me. Now, in a story you wouldn’t have seen here if I got this blog out on time, the Times Square Alliance is fighting his suggestion they singled him out when they made him take down his umbrella during his New Year’s Eve CNN broadcast. Cohen furiously ranted live on the air about being forced to take it down during a downpour. (Slavery is over. How much did he make?) According to the Alliance,

“It has been our policy that umbrellas are not permitted on the media riser so as to not interfere with media colleagues’ sightlines. There were over 100 credentialed members of the media and 15 live broadcast camera spots on the media riser this year.”

If CNN had paid for a stand-alone stage with no other networks present, there wouldn’t have been a problem. And despite Cohen’s claim the Alliance threatened to pull CNN’s credentials, they say, “Some tempers flared, but it was never the case, nor will it be the case, that CNN would be denied credentials or the ability to cover New Year’s Eve.” https://pagesix.com/2019/01/02/times-square-alliance-rips-andy-cohen-over-umbrella-claim/

Ryan Seacrest talks about moving from the west coast to New York – with his girlfriend – when he was tapped to co-host Live with Kelly and Ryan: https://people.com/tv/ryan-seacrest-opens-up-about-falling-for-girlfriend-shayna-taylor/

Netflix has had massive success lowering TV ratings but what about beating Hollywood? Netflix claims more than 45 million people watched “Bird Box,” making it the highest seven-day viewership of any Netflix original film. Could it get people to stop venturing out and spending money at theaters? The view is mixed. https://www.axios.com/box-office-movie-hits-record-sales-2018-hollywood-2c381e8c-8f7e-4573-9b4b-af127e7a9b68.html Preliminary numbers show theaters took in a record-breaking $11.8 billion in 2018, after years of relatively flat box-office admissions. https://www.axios.com/netflix-movie-industry-hollywood-bird-box-cb920482-4e59-4921-8b2d-632cdb9a47ac.html

How many times have I complained about Facebook on this blog? Let MediaPost tell you even more important information: “It comes as no big shock that Facebook is the least-trusted technology company. What’s surprising is the margin by which it wins this honor in a new poll by Toluna.” https://www.mediapost.com/publications/article/329889/facebook-is-least-trusted-tech-outfit-poll.html

mark zuckerberg facebookA new round of Facebook data controversies incensed lawmakers and added to the social network’s mounting problems. “Mark Zuckerberg testified that Facebook doesn’t sell users’ data,” according to Rep. Frank Pallone Jr. (D-N.J.), ranking member of the House Energy and Commerce Committee. “But the company does make deals to hand out consumers’ data for its own financial benefit, including by allowing companies to snoop, or even delete, users’ private messages.” Pallone vowed further action. We’ll see if Democrats and Republicans agree enough to pass a comprehensive data privacy bill. https://thehill.com/policy/technology/422569-lawmakers-grow-impatient-with-facebook

Comcast logo sizedThe Justice Department reportedly decided not to ramp up an investigation into Comcast buying NBCUniversal, seven years ago. That’s even though President Trump had doubled-down on his criticism of the merger as anti-competitive. In a consent decree, Comcast agreed not to withhold NBC programming from rival cable companies or video streaming services, but that expired in September. The DOJ had said it was still monitoring Comcast a month earlier, in August. https://nypost.com/2018/12/27/justice-department-backs-off-comcast-nbcuniversal-merger-probe/

Fewer people, especially younger ones, are watching network prime-time – but one expert said “It’s actually not quite as bad as we were expecting,” and another went with, it’s “still a valuable place to be for advertisers.” https://tvnewscheck.com/article/226770/broadcast-prime-still-8000-pound-gorilla/

When holiday specials and reruns started, CBS, ABC and the CW were having a rough go of it. NBC was hanging tough, and Fox showed renewed signs of life thanks largely to the influx of “Thursday Night Football” viewers. https://variety.com/2018/tv/news/tv-ratings-2018-this-is-us-cbs-abc-fox-1203095671/

fcc logoI’ve written about the FCC loosening rules and one that’s still around really bothers me when broken. So I emailed this letter to the Media Bureau, Policy Division, EEO Branch, where I’m sure somebody will read it when the government shutdown ends:
In early January, Scripps bought three TV stations as part of Gray Television’s acquisition of Raycom.
1.     WTXL, Tallahassee FL: Immediately named Matt Brown vice president and general manager.
2.     KXXV & KRHD, Waco TX: Immediately named Adam Chase vice president and general manager.
3.     WFTS, Tampa FL: Named Sarah Moore news director (Matt Brown’s old job) the very next day!
Your rules on hiring practices are below, along with the source.
For instances 1 and 2 above, were there already vice president and general managers in place who did not resign? How long can a TV station go without a vice president and general manager? Don’t they ever take vacations? Could another department head (or more) temporarily taken on the responsibilities, especially in such a large ownership group with plenty of managers overseeing the TV stations? Could Scripps, at a minimum, have waited to hire until after fulfilling your requirements?
For instance 3, news departments go without news directors for long amounts of time, trying out assistant news directors to save money. Again, could Scripps, at a minimum, have waited to hire until after fulfilling your requirements? (I think this one is the easiest YES.)
I don’t think any of the above qualify as “demanding or special circumstances” (especially #3) since sales happen all the time and Scripps was expecting these to happen. It wasn’t as if there was a disaster and the stations needed immediate leadership, or someone suddenly died and employees had to work while being comforted.
I see your rules of immediately hiring without posting being broken all the time and think it should stop. It’s all about who knows who, which defeats the purpose of EEO (Equal Employment Opportunity). Scripps excluded dozens of qualified and worthy men and women of all backgrounds from applying.
I hope you severely punish these stations, and others that do this in the future, because they will keep doing so until you stop them.
FCC rule requirements (https://www.fcc.gov/consumers/guides/eeo-rules-and-policies-radio-and-broadcast-and-non-broadcast-tv)
The FCC’s EEO rules require broadcasters and MVPDs subject to the recruitment requirements to:
§  widely distribute information concerning each full-time (30 hours or more) job vacancy, except for vacancies that need to be filled in demanding or special circumstances;
§  provide notice of each full-time job vacancy to recruitment organizations that request notice

coast guard logoThe government shutdown is having an impact on meteorologists. Meteorologist Brittney Merlot at KQDS in Duluth said, “As a meteorologist, an important reading we need this time of year is the water temperature. It helps us determine lake effect snow and also monitor lake ice formation.” But they’re not getting it from the Coast Guard. https://www.ftvlive.com/sqsp-test/2019/1/4/government-shutdown-hurts-meteorologists

On and off-air, behind the scenes, the deals, the politics: All the big media changes from 2018 https://www.cnn.com/2018/12/23/media/media-business-year-in-review/index.html

The Top 18 Media Grinches of 2018: https://www.nytimes.com/2018/12/23/business/media/worst-media-people-trump-fox-news-cbs-moonves.html

60 minutes
https://www.cbs.com/shows/60_minutes/

The Egyptian government tried to have 60 Minutes kill Scott Pelley’s interview with Egyptian president Abdel Fattah El-Sisi before it aired last night. Pelley and his producer gave more details. Plus, El-Sisi confirmed this is the deepest and closest cooperation Egypt has ever had with Israel. https://www.adweek.com/tvnewser/60-minutes-scott-pelley-rachael-morehouse-explain-story-behind-the-tense-interview-with-egyptian-president-el-sisi/390052 and https://www.cbsnews.com/news/egypt-president-el-sisi-denies-ordering-massacre-in-interview-his-government-later-tried-to-block-60-minutes-2019-01-06/

MIDDLE EAST AND RELIGION:

You’ve been seeing this growing cable channel’s Twitter posts on the side of this website (desktop, laptop) or below the posts (smartphone, tablet) for months already. https://www.ftvlive.com/sqsp-test/2018/12/21/i24-news-grows

U.S. Ambassador to Israel David Friedman hinted the Trump Administration will not be releasing its Middle East peace plan in the near future. The ambassador said it would be postponed by “several months” because of the Israeli election, April 9, and the ongoing refusal by the Palestinian Authority to accept the plan. https://worldisraelnews.com/us-ambassador-no-peace-plan-anytime-soon

National Security Advisor John Bolton met with Israeli Prime Minister Benjamin Netanyahu, last night, partly to signal the U.S. withdrawal of troops from Syria wouldn’t affect America’s support for the Jewish State. “I think in fact, under your leadership, Mr. Prime Minister – you and President Trump – we now have the best U.S.-Israel relationship in our history,” Bolton said. https://worldisraelnews.com/netanyahu-bolton-meeting-reaffirms-us-commitment-to-israel/

Two Jewish police officers filed a federal lawsuit against the Philadelphia Police Department in November, alleging years of anti-Semitic behavior by their colleagues and being punished professionally for alerting supervisors of their experiences. http://jewishexponent.com/2018/11/28/jewish-philly-cops-file-suit-allege-discrimination/

cory bookerSen. Cory Booker on why he refuses to condemn Farrakhan or Iran, by him and a close rabbi friend of 25 years. “We Jews are sick of being demonized. But we’re also sick of those who say that the demonization must end, but then refuse to condemn the anti-Semites, lest they pay a political price.” https://www.algemeiner.com/2018/12/10/cory-booker-refuses-to-condemn-farrakhan-or-iran-at-adl/

OTHER:

2011 Mayim BialikHow Mayim Bialik managed to spend Thanksgiving with the ex. Oh, not just him but his girlfriend – and his girlfriend’s ex. https://groknation.com/relating/mayim-thanksgiving-blended-family/

NBC’s top 11 must-read LGBTQ news stories of last year: https://www.nbcnews.com/feature/nbc-out/year-s-11-must-read-lgbtq-news-stories-n952346

Rock Hudson’s ‘true love’ says ‘I wish he had been born 30 years later’ https://people.com/movies/rock-hudson-true-love-lee-garlington/

All the best to you in 2019, or at least what’s left of it!

If you appreciate what you read here, subscribe with either your email address or WordPress account, and get a notice whenever I publish. Don’t rely on social media with its hacking issues and censoring like thisthis and this. I just became certified as an IT Support Specialist and am also available for writing/web contract work. LinkedIn: https://www.linkedin.com/in/lennycohen

Level-headed moderation needed now in The Birthplace of America

Philadelphia is a great place to live. It has so much, so close-by: history, museums, sports. It’s walkable, livable, has green space. No, it didn’t get Amazon’s HQ2 and yes, it’s often overshadowed by New York and Washington. Too bad it has people in charge who don’t care about serving the public.

This goes along well with what I’ve recently written about liberalism turning so far left, it’s often becoming extremism. (See here, here, here and here.) Of course, Philadelphia is more to the left than the nation as a whole. Let’s see how much.mazzoni center logo

Here is the deal:

Mazzoni Center is the oldest AIDS-service organization in Pennsylvania, and has been “providing innovative and compassionate care and services for people living with HIV since 1981.” That’s according to director of communications Larry Benjamin in a recent column in the newspaper, Philadelphia Gay News (PGN), which is the main source of news for Philadelphia’s LGBTQI+ community.

For decades, Mazzoni’s CEO was Nurit Shein, an Israeli woman no longer mentioned on the center’s history page but who undoubtably oversaw the “steady and continued growth” listed on that page:

  • The first HIV testing site in Pennsylvania in 1985.
  • The first sponsored housing for individuals living with HIV in 1986.
  • Opening the region’s first HIV-related food bank in 1989.
  • Opening its primary care medical practice, which has since become a cornerstone of the organization’s services, in 2003.
  • “Today, with more than 35,000 individuals benefiting annually from its services, Mazzoni Center is a leader among community-based organizations in the greater Philadelphia area.”

According to PGN,

“The center has 35,000 clients and an annual budget of $16.5 million, $6 million of which is comprised of federal grants. The balance comes from revenue generated through the health center and private-development funding.”

In other words, the nonprofit gets government money and asks for donations, since it can’t come close to surviving by simply charging its clients or patients fees. This affects all of us.

For example, in Sept. 2010, Mazzoni reported,

“Thanks to a newly created HIV-prevention funding opportunity from the Centers for Disease Control and Prevention (CDC), Mazzoni Center will receive $337,248 annually over the next five years to help continue three of our key intervention projects: HIV counseling, testing and referral services for MSM of color, for which we collaborate with GALAEI (Gay and Lesbian Latino AIDS Education Initiative); comprehensive risk-counseling services for HIV-positive or high-risk men to cut down on the risk of future transmission or infection; and our community-outreach program ‘Get Real.’”

In Nov. 2016, it reported,

“Mazzoni Center is pleased to announce it has received an award of $1.5 million through the Commonwealth of Pennsylvania’s Redevelopment Assistance Capital Program (RACP). The funds are designated to support the purchase and renovation of a Center City building at Broad and Bainbridge Streets, where the agency will relocate and consolidate its core programs and services in summer 2017. …

“The grant demonstrates the growing commitment and collaboration between the State of Pennsylvania and the LGBTQ community,”

and both of these examples of public funding happened, like so much else, under CEO Shein.

But despite so many successes over a generation, not all has been going well at Mazzoni for the past few years.

According to PGN’s Nov. 15 article “Another Mazzoni CEO out — What’s next?”

“Last year, Mazzoni Center was plagued by published reports of systemic racism, mismanagement and dysfunction. In April 2017, Robert Winn resigned as medical director amid charges of sexual misconduct. CEO Nurit Shein was asked by the board of directors to resign later that month, following accusations of delayed action on Winn’s alleged misconduct.”

Then,

“Stephen Glassman stepped in to fill the interim CEO job in July 2017. During his tenure until March, he hired consultants with far-right ties to discourage employees from unionizing, which sparked another controversy. Last September, Mazzoni Center employees nevertheless voted 51-34 to unionize.”

Then, the board of directors hired an executive-search firm which spent five months conducting a nationwide search for the right leader.

Lydia Gonzalez Sciarrino was hired as Mazzoni’s third CEO in less than two years – moving up here from Florida – but she recently resigned after just seven months. It wasn’t due to the heat, weather-wise. The former Floridian was probably used to our mostly warm weather during her short tenure.

No. PGN reported the trouble started right away because Gonzalez Sciarrino is a straight woman! Yes! You read correctly. These are the details you’ll probably find disturbing:

“At the time her hiring was announced in March, she was attacked on social media by Mazzoni Center employees and others demanding her resignation, at least partly due to her non-LGBT status.

“The Black and Brown Workers Cooperative (BBWC), who say they represent nearly 400 workers in Philadelphia, told PGN in a statement in early April, just days after Gonzalez Sciarrino took over as CEO: ‘The days of people who are not from our communities coming in to take up a considerable amount of power in our communities is over,’ said BBWC cofounder Shani Akilah. ‘A white, straight cis woman is not fit to lead Mazzoni, no matter how much experience she claims to have,’ said Akilah. ‘The one thing she does not have and will never be able to have is lived experience.’”

Can you believe that?

Such an outrageous statement about an accomplished woman who the board of directors chose to lead their troubled agency after a long search!

Talk about discrimination, and it happened this year – not just in America, but in The Birthplace of America!

Besides, who gets to pick their boss?

Click here for more of the article including why Gonzalez Sciarrino had to stop driving and start walking to work, always changing her route.

For now, three people will lead.

And days after Gonzalez Sciarrino’s resignation, PGN reported Mazzoni Center fired its Senior Health and Sexuality Educator for violating its harassment policy. According to the paper,

sloan

“The move follows a series of social-media postings on Sloan’s personal Facebook page since the announcement of CEO Lydia Gonzalez-Sciarrino’s resignation earlier this week. In one public post on Monday, Sloan wrote: ‘This is what happens when you cross me. HAPPY MONDAY BITCHES!!!!!!!!!!!!!!! #WEWILLNOTLGBTQUIET’ over a shared article of PGN’s coverage of the CEO’s resignation.

congratulations

“A commenter questioned whether Sloan should be congratulated, to which she replied: ‘Congratulations is absolutely the word. THANK YOU … IM [sic] SO HAPPYYYY.’

will not be quiet

“In another, Sloan shared a second article written about Gonzalez Sciarrino resigning with the hashtags ‘WeWillNotLGBTQuiet’ and ‘#Bih,’ internet slang for bitch.’

“As she left the building on Thursday, witnesses told PGN Sloan shouted out: ‘I got fired by y’all — tell your friends.’

raise hell

“Shortly thereafter, she wrote on her Facebook page, ‘They went and fired me for no reason get ready to raise hell everybody.’”

Makes me wonder what kind of people work at Mazzoni!

A PGN editorial, “Social media and public officials,” said,

“Amber Hikes, the executive director of the Mayor’s Office of LGBT Affairs, had opinions on the resignation of its executive director, Lydia Gonzalez Sciarrino, and posted those opinions on social media.

“When we called her for a clarification and asked whether she was representing her own views or the views in her capacity as a representative for the mayor, she stated: ‘This is a trip. It’s weird that it’s a slow day at PGN, especially with everything going on, but I’ll give you a quote to explain what’s going on.’”

That PGN editorial concluded, “The issue boils down to whether a non-LGBT person can run an organization that serves primarily LGBT people,” and the newspaper has spoken out against discrimination like that before.

In this particular case, it wondered based on Hikes’ social media posts, “Is her view personal or administration policy?”

That’s the question I – as a Philadelphia citizen – wanted answered. I even asked about public officials using their own social media accounts while supposedly working for the public, developing policy for the mayor.

Remember the name Amber Hikes, because this post is mostly about her. Shortly, you’ll read the Facebook faceoff we engaged in, and the letter she asked me to send – containing a bunch of questions – she never bothered to answer. You’ll also see several of her tweets containing profanities, and how her support of certain people – and disregard of others – are a prime example of the left gone too far.

PGN reported in March, 2017, Mayor Jim Kenney appointed her executive director of the Office of LGBT Affairs.

mazzoni on hikes job
I’ll bet Mazzoni Center management changed its tune on Hikes not long after the mayor hired her!

Therefore, she works for the city but you’ll find no brotherly love coming from her (except for her boss, the mayor) and little sisterly affection.

Hikes had lived in Philadelphia for more than a decade but moved to California more than a year before her appointment at City Hall. That’s when she told PGN,

“‘When I arrived in Philadelphia about 11 years ago, I was a young, black queer woman seeking people who looked like me who loved like me and frankly, the next decade of my life, [I was] just living, studying, working and trying to build that community that I was seeking,’ Hikes said. ‘I noticed these multiple identities that were reflected in the intersections of so many of our underserved citizens.’”

And apparently those are the only people Hikes cares about.

For example, on Aug. 20, Gonzalez Sciarrino fired Kay Martinez, who was Mazzoni Center’s first director of diversity, equity and inclusion. That caused an estimated 50 people to walk out to protest the firing. Among those protesters was no other than Amber Hikes, the executive director of the Mayor’s Office of LGBT Affairs. I’ll get into the contradiction shortly.

According to a written statement from the Mazzoni Center that PGN published Aug. 30,

“‘The reason for Kay Martinez’s termination was disagreement with the Mazzoni Center management team that resulted in unprofessional conduct that was inconsistent for someone in their role,’ according to Mazzoni’s written statement. ‘We believe the facts, when communicated in the appropriate forum, will be obvious proof that we could not continue the employment of Martinez, a high-level director.’”

In the same article, PGN reported Martinez “filed a complaint with the Philadelphia Commission on Human Relations and publicly accused Mazzoni Center of wrongful termination, retaliation and discrimination,” and accused Gonzalez-Sciarrino of lacking “LGBTQ and trans competency.”

“Gonzalez-Sciarrino took on an ally role once she became the leader of an LGBTQ organization. There needs to be a demonstration of a high level of LGBTQ competency, no matter who it is,” said Martinez. “I’m not saying this heterosexual, cisgendered Latina person has no business being there — it’s about her level of LGBTQ competency. I had to educate the CEO on what my pronouns were and how to properly use the they/them pronouns, and that displayed a very significant trans incompetency.”

I wasn’t there, don’t know what really happened and have not heard about a resolution. Besides, most of us use he/him pronouns for someone who looks male, and she/her for someone who looks female. With so much diversity in the LGBTQI+ community, how could someone look at someone else and automatically know which pronouns they prefer? Even Harry Houdini wouldn’t be able to get out of that one!

But we know Hikes walked out over the firing.

PGN’s editorial stated,

“She (Hikes) injected herself into this latest firestorm (Gonzalez Sciarrino’s resignation), as she has with others on social media.”

So the executive director of the Mayor’s Office of LGBT Affairs has had problems on social media before.

The editorial ended,

“Right before presstime, Hikes did clarify that the statements are ‘on my personal Facebook so yes, I’m speaking personally.’”

Of course, I got interested and looked at her Facebook page. That was last Tuesday, Nov. 20. This is what I found:

ashley love

So at least one of her Facebook friends, apparently not from Philadelphia, was very interested in Gonzalez Sciarrino’s three replacements, and wanted to make sure at least one was of what she considered the proper race, and trans, rather than cis.

Remember, the Mazzoni Center survives on public, taxpayer money – plus the generosity of some individual members of the public. Tens of thousands of people’s health, and other people’s jobs, depend on the place running smoothly. Otherwise, it’s a waste of money and a huge shame after so many people worked for so long, so Mazzoni could offer groundbreaking programs.

See that Facebook friend’s response before my question, which I decided should be about a large group of individuals never once mentioned in the resignation matter: men!

Amber Hikes

You can see I was attacked and also who her Facebook friends are by the number of thumbs-up quickly praising her for acting strong and attacking me. (Who your friends are tells a lot about you.) But I thought this public servant was out of line and didn’t give up, explaining myself further, using her tone against her, and then mentioning the mayor.

all lives matter

My letter makes a good point about her sentence starting with “Yes my boss.” So before going to bed, she made a more disgraceful assumptions and remarks, but invited me to send an email to her office, which I did.

(It appears since then, Hikes made her personal Facebook account private, and after that shut it down. Good move for somebody who was documented as having injected herself into multiple firestorms on social media!)

I spent the next morning crafting this exact letter to Hikes, emailed it midday, and cc’ed Mayor Kenney, whom Hikes spoke for and answers to:

email header 1

Hi, Ms. Hikes! I’m a citizen of Philadelphia, on and off for 20 years on Thanksgiving (tomorrow, by coincidence).

You’ll no doubt remember last night, I wrote, asking you a question. I had just finishing reading PGN‘s latest article on the saga of the Mazzoni Center, and you said to “Feel free to shoot an email … with your grievances.”

Here it is.

I don’t expect detailed answers to every question I’m putting forth here, but would appreciate general explanations about some of the things you’ve said, and some of the ways I feel.

You were quoted in the front-page article “Another Mazzoni CEO Out — What’s Next?” (Nov. 16 edition, https://www.epgn.com/news/breaking-news/13993-another-mazzoni-ceo-out-what-s-next) as saying:

·       “lived experience” qualifies a leader for an organization that deals with marginalized communities.

·       “I think that personal, lived experience with those communities is essential to be able to serve them appropriately” … “In the same way that I think it is appropriate for a black person to lead Black Lives Matter, it is appropriate for a woman to lead the National Organization of Women, I think it’s appropriate for an LGBT person to lead an LGBTQ center.”

Actually, while proofreading before publishing this post, I realized she must’ve meant the The National Organization for Women, not of Women, and she should know better.

I also just realized the NAACP was formed in 1909 as a bi-racial endeavor – not a black organization – to advance justice for African-Americans.

Seems I know more than Ms. Hikes on some aspects of women and African-Americans! It also disproves her last point. But as you may have imagined, there’s plenty more…

That first statement leads me to wonder what qualifications the leader of an organization that deals with marginalized communities should have? If “lived experience” is a requirement, then are there others? If not, then how does “lived experience” qualify compared to other qualifications? Could it simply be a tie-breaker?

That second statement, dealing with demographics, leads me to wonder, “Do you think it was appropriate for President Obama to lead (what was) a majority white nation?” Also, do you feel that’s OK when it comes to labor laws?

Then, the newspaper’s editorial (https://www.epgn.com/opinion/editorials/14003-social-media-and-public-officials) quoted you when they contacted you as saying, “This is a trip. It’s weird that it’s a slow day at PGN, especially with everything going on, but I’ll give you a quote to explain what’s going on.”

That statement sounds to me like something President Trump would say to the media, not “the executive director of the Office of LGBT Affairs for the City of Philadelphia,” as it says in your biography (https://www.phila.gov/departments/office-of-lgbt-affairs/). Would you mind sharing what else was going on the day PGN contacted you? (I’ll be happy to help clear things up with them by forwarding your answer, if you’d like.)

(I don’t agree with PGN’s opinion 100 percent and don’t think anybody in the world can, since it tries to give opposing points of view and make us think. I would suggest a few changes to the newspaper but will not question its original reporting. As for any agenda, after decades as a reader, I will suggest it’s the betterment of the LGBTQI+ community in every way, in Philadelphia and around the world. I take that to mean equality and peace.)

Your use of personal social media while serving the public made news, and it was also news to me that it had made news before. (Editorial: “She injected herself into this latest firestorm, as she has with others on social media.”) Therefore, I became curious.

Also, you chose to have your Facebook account’s privacy setting open to the public (or did not pay attention) which has apparently led to some news and definitely led me to read, which was my right. This morning, I saw that setting had changed and I’m sure you understand the consequences of libel, should that be the case, considering your response to me last night. You know what’s on the Internet tends to stay there. You should also know I always jealously protect my good name, with legal counsel on hand for a situation exactly two weeks ago (Nov. 7). I’ll ask you to make sure any defamatory reference to me on your Facebook timeline is gone, after you respond to me.

I don’t think you treated my questions, and definitely my point, fairly. I was intrigued when I read this comment to your post on Mazzoni, and the probing answers and replies that followed.

ashley love

When I saw the response that followed, from somebody whose Facebook profile says she is “based in Washington DC and California” rather than any mention of Philadelphia, and considering how you answered her, I decided to ask you about this story making news.

I decided to use gender as the basis of my question, because it had not been brought up, and because PGN reported in its news article, “The three new leaders are Medical Director Dr. Nancy Brisbon, Care Services Director Alicia Manley and Chief Financial Officer Racquel Assaye” – all women.

I even called out my own questions as among the “knit-picking” ones! I wanted to make a point.

Let’s say your response to me was different than above, not so nice, and falsely accusatory.

Amber Hikes

I’ll point out, right off the bat, your response to me was absolutely rude. You tried to make it clear you don’t work for Mazzoni, using emojis between every word. Of course not. You’re “the executive director of the Office of LGBT Affairs for the City of Philadelphia.”

Then, you used the phrases “is exactly what we need” and “is moving us in that direction.” Does that sound like a politician with an interest in the center, or something more that may cross a line? It definitely makes your relationship sound different than your first sentence (“I don’t work for Mazzoni,” emoji, emoji, emoji).

But you were one of the people who “participated in a walk-out to protest the firing” (according to the PGN article) of Mazzoni Center’s first director of diversity, equity and inclusion. How could you walk out if you don’t work there, and how could you protest as a city official? I don’t get it, either way.

If you say you were simply standing by the non-management workers there, please realize I’ve been a member of two unions and shop steward at one. I have absolutely no problems with unions, and in fact encourage workers to unionize. Collective bargaining is probably the only way for them to have a voice in working conditions and we are lucky Pennsylvania has not turned the way of Michigan under previous gubernatorial leadership here.

However, the treatment of the patients is the reason Mazzoni exists, and the reason members of the public donate money to keep it running and more. I completely understand the workers walking out if they were ordered to do something morally wrong or illegal. (I chose to leave one job under similar circumstances.) Otherwise, they were probably putting their jobs and even the treatment of their patients on the line.

You also accused me of being sexist, but that is not true in any way. There are women I turn to as mentors for advice, including whether I could be considered one for something I said, did, or believed. Again, I was simply adding one more facet of humanity to the discussion that had not been mentioned: gender. If instead, I had mentioned religion, age or national origin, would you have accused me of “ageist nonsense” and the like?

I don’t know the three Mazzoni leaders’ religions, ages or national origins, and unlike so many others, I’m not asking. It should really be nobody’s concern (except possibly for government employment forms), unless the people involved choose to share that information. Anything else sounds like a quota system and that’s wrong, whether it’s aiming for a number higher or lower than the current number – especially on employment issues where there may be legal concerns and you represent the city of Philadelphia.

Right now, I’m doing as you suggested and emailing you with the address you gave. If you didn’t notice on top, I’m also taking this moment to make sure you know this email is not private since I’m cc’ing your boss, Mayor Jim Kenney, because you called All Lives Matter (a phrase I never used) “nonsense.”

all lives matter

Thanks, but I don’t need you to put words in my mouth.

Mr. Mayor, Would you agree it’s “nonsense” that All Lives Matter, realizing I never brought up that phrase to Ms. Hikes?

Also, should your appointee be answering a constituent as a “black, queer woman” or as a public servant? If you do think she answered appropriately, then do you answer constituents as a “straight white male of Irish descent?”

Ms. Hikes, considering your statement it’s “nonsense” that All Lives Matter, please put in order the amount that these people’s lives matter (in general, not a specific person, and feel free to add any I may have forgotten, or combine any):

white
black
different race
male
female
different gender
lesbian
gay
bisexual
transgender
queer
questioning
intersex
allies

I don’t know about you but I think there is too much division in this country, and a lot of it comes from people treating their fellow Americans as less than them. But on the other hand, others like the ones you responded to cling to very, very specific classifications – and caused me to write.

Right now, our country is divided over so many personal issues. I think concentrating on very, very specific classifications for a job (or three specific jobs) – three of the four (Black, Latina, trans and woman) written by your Facebook friend in the comment, and brown written by you in your first reply to that person – adds to the divisiveness.

The LGBT community is already a minority of the population. Labeling more and more differences separates us, and makes us a tiny minority of a minority of the population. How many people will qualify if you add in religion, age and national origin (oh, and “lived experience”)?

All people are created in the image of God, and automatically entitled to equal human and civil rights. That should be practiced by everyone including the Office of LGBT Affairs for the City of Philadelphia.

Unfortunately, your biography on your city office’s website https://www.phila.gov/departments/office-of-lgbt-affairs/ says you set your “sights on fighting and advocating for the most vulnerable populations within the LGBTQ community—specifically youth, transgender people, and people of color.” I take that to mean not the LGBT community as in your city office’s title, but only certain subsets. Correct me if I’m wrong.

Then, a few paragraphs later: “Hikes believes in employing an intersectional lens in all aspects of community work.” Does that mean filtering people and deciding how worthy they are of the city’s help, using the words from your Facebook post above?

Office of LGBT Affairs

Remember, the top of the page which sounds like a job description reads, “City of Philadelphia Office of LGBT Affairs: Serving the LGBTQ residents of Philadelphia through advocacy and inclusion.” I take that to mean the city’s goal for the office. “The LGBTQ residents of Philadelphia,” from the city, sounds quite different than your quote, “most vulnerable populations within the LGBTQ community.” Again, correct me if I’m wrong with this distinction.

And does the city’s use of the word “inclusion” regarding the office you lead refer to all elements of the LGBTQ residents of Philadelphia or just the ones mentioned in your biography?

You know none of us chose the circumstances in which we were born, and Dr. Martin Luther King, Jr., famously said, “I have a dream that my four little children will one day live in a nation where they will not be judged by the color of their skin, but by the content of their character.” I spent years teaching that quote to elementary schoolchildren. I think that concise quote best describes what all of us should want for the future of the world, and these days can go beyond “the color of their skin.”

We, collectively, have vastly different experiences. Much of it is due, as I said, to the fact none of us chose the circumstances in which we were born. But then to read what you wrote last night, “that we need to see more black and brown trans women in leadership in our organizations,” has me questioning your devotion to all members of the LGBTQI+ community in your role as “executive director of the Office of LGBT Affairs for the City of Philadelphia … serving the LGBTQ residents of Philadelphia through advocacy and inclusion.”

As a city resident, homeowner, and taxpayer – as well as member of the LGBTQI+ community – I want to know how you represent me.

Am I wrong for asking?

Also, do you feel the demographic issue taking such a major role in the Mazzoni saga is turning moderates such as myself to the right, which would probably be the last thing you want politically?

Thank you in advance for your more thoughtful answers this time around.

Lenny Cohen
Philadelphia

I hope you thought the letter was well-written, informative and asked good questions. I don’t know whether Mayor Jim Kenney or his hand-picked executive director of the Office of LGBT Affairs for the City of Philadelphia, Amber Hikes, feel that way.

Neither of them bothered to respond!

That’s ironic since when Hikes was hired, PGN reported a city spokesperson had said,

“There was a very vocal need for someone to be more outward-facing and more community-engagement-based.”

So Tuesday, I forwarded them this second email:

email header 2

Ms. Hikes and Mr. Mayor,

Tomorrow will be one week since I wrote to both of you and I have not received any sort of answer, much less acknowledgement, to my questions and concerns from either of you.

Public servants need to be available to be effective, kind of like journalists. I’ve been one of those for a couple of decades.

Furthermore, I’m wondering if I’m the first person to ask you these questions because if not, then you could’ve probably given me canned answers you’ve already given others.

I plan to blog on this disgrace (at least so far) so thousands around the world know what I consider the craziness and favoritism that goes on in Philadelphia, and how my inquiry has been ignored (so far). It’s all unfortunate.

I’ll include your entire, unedited answers in my post tomorrow, especially from Ms. Hikes, who had time to immediately respond to her personal-but-public (but last I checked, private) Facebook account at odd hours last Tuesday, Nov. 20. I’ll also include my letter.

Please inform me. That shouldn’t be too hard for decision-makers with your titles and powers in such a big city, right? Even Gmail “nudged” me to follow-up, as if I needed to be reminded.

Gmail nudge

Lenny Cohen
Philadelphia citizen and taxpayer

I’m ashamed of the politics that goes on in this great city and sometimes ask myself why I don’t move just over the line, where there is no city wage tax that takes more money from paychecks than the state’s income tax does. Productive people don’t seem to be valued.

As for the Mazzoni Center, its volunteer board of directors is about to become a whole lot different. Five of the 17 will resign. According to PGN, the reason is lack of enough diversity among a board with this membership: “Five are women, six are people of color and eight are white men.”

Board president Chris Pope told the paper,

“Many of our legacy board members have served for 13 years, and now it’s time to make space for new faces, new voices and new perspectives. Diversifying our board has been a major focus for some time now and we are looking for prospective candidates that will bring a fresh outlook as we move the organization forward.”

We’ve been through Facebook. Yesterday, I wondered if Ms. Hikes had a Twitter account, and boy does she!

I hate to say it, but notice the vulgarities from this public servant on this forum. I haven’t published anything like this since my post on the Clarence Thomas-Anita Hill hearings.

These were all her personal tweets. None of them were retweeted from somebody else. I’m going in chronological order, starting just over a year ago, and any underlining in red is mine. I chose words I think she should not have used, or used in the way she did. It’s unbecoming for someone in her role. At least I think so.

kenney kicking ass

gloria residences damn

pgn person of year
Hikes was actually PGN’s “Person of the Year” for last year! I hope the paper reviewed its reasoning. I think the “Creep of the Week” column it features in every issue would be more fitting now.
who is left after so many eliminations
Divisive: Is anybody left when you leave out men, white, cis, able-bodied, documented, straight, and economically-privileged? Read into that last category as you want.

old flag iconic symbol

The rainbow flag colors “reflect the diversity of the LGBT community.” That means it’s an abstraction of everybody, and just a skin deep representation because nobody in real life actually looks like any of the colors. It represented ‘pride’ in Philadelphia until June 2017, when Hikes

“officially added black and brown stripes atop the city’s pride flag — making Philadelphia the first city to do so — to recognize people of color who had long felt excluded. … Hikes views the new flag as a way to start conversations about race and identity, particularly with white people who have not experienced the same disparate treatment as people of color — and may be reluctant to believe it exists.”

Talk about pettiness and simple-minded people separating themselves from others when they’re supposed to be coming together, uniting as one!

rainbow with extras

The Philly.com article goes on to say,

“Some people suggested there should be a white stripe, and the New York Post declared that the flag had divided Philadelphia’s gay community.”

And speaking of coming together, uniting as one: Months earlier, in Jan. 2017, the Philadelphia Commission on Human Relations

“found widespread reports of racial tension and discrimination in the neighborhood (the Gayborhood), which often touts its inclusivity. … The report noted that dress codes, ID policies, bar service and treatment of staff can vary depending on the patron or employee, which perpetuates discrimination.”

Because of that, it forced 11 bars and two nonprofits – the Mazzoni Center and Philadelphia FIGHT – to take part in fair business practice training within 90 days and implicit bias training within 120 days. Did places frequented mostly by straight people face the same requirements? Do you think those establishments, including neighboring ones, are any better?

The Rev. W. Wilson Goode Sr., a black former mayor of Philadelphia who sits on the board of FIGHT, told Philly.com,

“He was shocked to see the organization named in the report. He said he was skeptical about the thoroughness of the vetting process.

“‘Philadelphia FIGHT is probably one of the most diverse organizations in the city,’ Goode said. He called the organization’s CEO, Jane Shull, a champion of equality in the workplace. ‘I do not believe anyone could write that who investigated, who read the personnel plan, who knew what they were talking about.’”

pence hell

trans flag damn

curse at trans event
Cover the top and just show your kids the colorful pictures. Somebody may have forgotten more and more members of the LGBTQI+ community are becoming parents.
tweet on phila lawyer
So high on herself! Can you find Hikes on the cover? Wonder why she doesn’t show herself gracing the cover in her tweet? #exaggeration
phila lawyer cover
https://www.philadelphiabar.org/page/ThePhiladelphiaLawyer

politics after election

So citizens of Philadelphia: Do you think there is any more to this woman than vulgarity, divisiveness and unresponsiveness? Is this appropriate from one of our city leaders? Should Hikes be sent her walking papers?

contact info

This is the contact information for both Ms. Hikes and Mayor Kenney, taken from their pages on the city’s website. Please take a few moments to share your feelings with them (and maybe get a response!), but also the city council member for your district, and don’t forget all seven council members at-large, at the bottom of the webpage.

(Click here if you don’t know who your district’s city council member is. You’ll see a map, where you can type in your address, and their name will come up.)

In Feb. 2017, the city started a Commission on LGBT Affairs, calling it

“a 23-member body that will advise the Mayor on policies that support the lives of LGBT individuals in the city and support and amplify the work of the Office of LGBT Affairs. … The members reflect the diversity of the LGBT community, which includes transgender, gay, lesbian, bisexual, and queer communities, as well as diversity in ethnicity, religion, race, gender, disability, profession, citizenship status, socioeconomic status, geography, housing status and age.”

Hikes, still the newly-appointed LGBT Affairs executive director back then, said,

“I look forward to serving with this vibrant team as we address the needs of our community and elevate the voices of our most underserved community members.”

But Sharron Cooks, the chair of the newly created commission – and also the first transgender person ever to chair a city commission, according to Philadelphia Magazine – was voted out in May, after just six weeks.

The magazine reported,

G Philly was sent documentation from the meeting that raised concerns surrounding Cooks’s social media interactions with members of one of the commission’s committees.

“‘The emergency meeting was basically centered around complaints that Commissioner Amanda Dougherty made about Sharron targeting her in various social media posts she made this past weekend,’ said a commissioner present during the meeting who asked not to be named. ‘Dougherty provided the commission with multiple screenshots of Facebook posts where Sharron indirectly called her out for being a white bisexual woman taking up space in the community affairs committee.’”

Sounds too much like Amber Hikes with social media. And President Trump.

Like the signing of the Declaration of Independence, there has to be another revolutionary change in leaders here in Philadelphia. Click here for directions on registering to vote.

If you like what you read here, subscribe with either your email address or WordPress account, and get a notice whenever I publish. Don’t rely on social media with its hacking issues and censoring like thisthis and this. I’m also available for writing/web contract work. LinkedIn: https://www.linkedin.com/in/lennycohen

The end of an era, and beginning of this one (Part A of this one)

It was 20 years ago tonight. Not exactly. It was actually four days off, on Nov. 25, but what really matters is it was the night before Thanksgiving in 1998.

I had been producing the 11pm news at CBS affiliate WFSB-3 in Connecticut. It was my last newscast there, before moving to Philadelphia – and also the last weathercast for the legendary Hilton Kaderli, who retired that night.

In fact, Hilton and I just got off the phone. He and his family are doing great. He mentioned he had just been doing a bit of work in his study, and his wife is working on their Thanksgiving turkey as I publish this!

The reason for both of us leaving the same night was, back then, TV stations depended on Nielsen ratings. That company picked times around four months to measure viewership. Then, starting on a Thursday and ending on a Wednesday – every November, February, May and July – networks and stations would go all out to show you their best programming along with their sexiest, dirtiest, most dangerous and practically anything to get you to watch. No vacations were allowed, so the A-team would be on every newscast, every day and night.

In 1998 – for the first and last time, I believe – Nielsen ended the ratings period on the night before Thanksgiving rather than the week before, postponing or canceling news people’s vacation plans.

Thanksgiving
We were all turkeys in 1998!

Stations still use those times to have their on-air people announce retirements, reveal health issues, and more to get you to watch – even though Nielsen now realizes there are more than four months in a year, and doesn’t ask randomly selected viewers to fill out diaries about what they watch anymore. Old habits are hard to break.

The 11pm news was arguably most important (financially, why else?) because it followed the network’s huge primetime audience, and had 35 minutes to fill commercials, rather than the typical 30 for a half hour. Stations would then sell ads based on the ratings for at least the next few months, while also looking at year-to-year. People’s jobs depended on good ratings.

This was my first job outside of Florida, my first time in New England cold and my first time living away from home (except for college).

Downtown Hartford was basically a dead center of a doughnut, but not the night before Thanksgiving. (Why weren’t we live from outside?) The day before Thanksgiving was still busy with travel. (Yes, we had a live picture.)

Since then, the station moved from there, two towns south to Rocky Hill. (Yes, Weathersfield and Rocky Hill are towns, while Hartford is a city!)

These days, Al Terzi – the dean of Connecticut TV news, who actually spent some time in West Palm Beach – moderates a weekly political show on WTIC-Fox 61. Denise D’Ascenzo is still at it at Channel 3 after 32 years (and will always be my shiksa sister!), but gets to drive home at a decent hour. No more Nightbeat for her! We can all see and hear Joe Tessitore on ESPN’s Monday Night Football.

I thank Tom Lowell, Steve Sabato and Deborah Johnson for the opportunity. I followed Tom up from Miami.

Plus, my friend Megan Robinson who followed me up and started producing weekend mornings, before becoming an executive producer in Charlotte. We went to dinner every Sunday night in a different town so we could study the state we covered.

Reporters Dennis House (now anchoring and also blogging, so I get a weekly email to keep up with the area!), Jennifer Watson (in Atlanta), Melissa Francis (Fox Business) and Susan Raff (still there!) found news or followed up on developing stories, sometimes live so late and further away than they would’ve liked to have been.

In the beginning of my time at WFSB, someone you may have heard of – Gayle King – returned from home and her then-little ones to anchor after her 5:30 newscast because Denise was on maternity leave. (Now, that means her baby girl is old enough to drink!) Of course, Gayle went on to the syndicated Gayle King Show and now anchors CBS This Morning.

Assignment editor Andre Hepkins left WFSB and returned as a reporter. Now, he’s a big-time anchor in Baltimore. And Dana Luby kept getting promotion after promotion and recently went from long-time news director of the station to its general manager! Plus, Mike Guerrieri (Vice President of Creative Services at NBC’s Miami station) with the prime-time teases that kept so many viewers up longer than they would’ve liked.

Of course, I’ll never forget the late, great newscast director Jeff Bright. And I’ll never be able to mention everyone whose work went into making the newscast such a success, so please forgive me.

We were a #1 team. I should’ve made more of it. Come to think of it, I think I fought like hell with every one of the people mentioned at least once (except Gayle)! Every one of cared that much and made each other better.

I mentioned I ended up moving to Philadelphia. I stayed six years, returned to Miami for some time before getting back to Philadelphia (for Part B, as this post’s title suggests).

Click here for how The Hartford Courant reported that day.

Now, to the video!

1 of 3: Lots of touches I remember starting, the New England Patriots’ move to Hartford(!), Hilton’s memories, and perhaps a record number of municipalities mentioned in the first tease instead of the typical three

2 of 3: Michael J. Fox reveals he has Parkinson’s and Hilton’s final forecast

3 of 3: Sports, Hilton’s final good-bye and classic clips

(Why didn’t I get an on-air mention after 19-1/2 months?)

Bonuses:

Gayle King’s friend Oprah joins Hilton on weather in 1992

And click here to read and watch the most memorable moment in WFSB history (at least involving Hilton)!

Plus, thank you to Spencer Medbery for providing most of the clips!

If you like what you read here, subscribe with either your email address or WordPress account, and get a notice whenever I publish. Don’t rely on social media with its hacking issues and censoring like thisthis and this. I’m also available for writing/web contract work. LinkedIn: https://www.linkedin.com/in/lennycohen

Stupid, stupid, stupid!

Sometimes I see or hear something so stupid, I lose control and have to call it out right away. That’s especially true when it comes from somebody who makes herself seem like some sort of expert on a topic. Unfortunately, this is one of those times.

Nachman header
https://lauranachman.wordpress.com/

I woke up to a lot of emails, as usual, but three were about blog posts from Laura Nachman, who has “Philly TV and Radio” on the top of her site. She has been writing about the subject since before I first came to town in 1998.

So much of what she writes is nonsense, which makes it good that her posts tend to be short, but take a look at the first of her three posts from overnight:

Nachman 1
https://lauranachman.wordpress.com/2018/09/26/furious-at-cbs3/

The ONLY thing good about this is that it happened after the storm and not during it!

She’s not just angry, but furious KYW-CBS3 broke into programming for what she referred to as a “weather alert” which was really a tornado warning, if she knew the difference and was paying attention. I mean, if it was on for ten minutes (I’d say almost, but I was doing my own work and not timing the meteorologist), wouldn’t a normal viewer have been able to get that? The coverage and maps seemed on point.

Does she really think TV stations make information like tornado warnings up? Maybe she’s confused that some stations call a “First Alert Day” or some other branding to get viewers to watch throughout the day because something may happen, but a tornado warning comes from the National Weather Service.

In fact, here it is:

tornado warning
https://forecast.weather.gov/product.php?site=NWS&issuedby=PHI&product=TOR&format=CI&version=1&glossary=0

 

If a TV station didn’t break into coverage for a tornado warning, then what type of weather coverage should warrant a special report? A few inches of snow?

And the tornado warning came from an arm of the same federal government that licenses TV and radio stations to use the public airways for the public interest.

The National Weather Service website says about tornadoes:

Biggest Takeaway: (Their bold font) Whatever plan you base off a tornado warning, that NWS tornado warning needs to be received instantly, & your plan triggered and accomplished rapidly (within a few minutes) to be of value.”

Isn’t that something that should be of concern to the public?

Nachman claims she’s furious because she “missed Inside Edition‘s coverage of the Bill Cosby sentencing.” BFD! (See definition #1.)

I’m sorry that was inconvenient for Ms. Nachman, but Philadelphia didn’t miss any coverage of the Bill Cosby sentencing.

Didn’t every station break into afternoon programming when he was sentenced? Didn’t all the stations have live reports from the Montgomery County Courthouse for the past two days?

Was anybody really surprised Cosby was sentenced to prison? The only variable was the length of time, and that gets less and less important when the convict is an 81-year-old blind man.

Then, she chastises the station:

“You just had three and a half hours of local news from 4-7 to talk about the possible tornado.”

That’s absolutely wrong. First, some math: 4-7pm is three hours, not three-and-a-half hours as Bachman claimed. Furthermore, the half-hour from 6:30 to 7 was not local news. It was the CBS Evening News with Jeff Glor, so that’s down to two-and-a-half hours.

Nachman certainly wouldn’t make a good news producer if she can’t time her newscast. Maybe her boss should double-check her timesheets for other exaggerations.

And yes, Glor’s newscast covered Bill Cosby for his national audience. I didn’t have three TV sets on at the same time but I’d guess the other two network newscasts did, as well.

You wanted more national coverage? What about CNN, MSNBC and Fox News? Did you consider those for hour after hour?

Does Laura Nachman really think local news from 4 to 6:30 can cover a tornado warning issued at 6:47pm? Let’s give her a lesson in telling time. 6:47pm comes AFTER 6:30pm. Therefore, there was no way to put a tornado warning issued at 6:47 into a newscast that ended at 6:30pm. Besides, if we could go back and control time, wouldn’t you be furious irked if that took away from your Cosby coverage?most viewed

Let’s look at some other numbers. CBS3 claims the two ‘Most Viewed’ stories on its website are Bill Cosby stories. Nachman can check there if she wants to know more. Plus, just about every other website in the world has Cosby coverage in some form or another! Does anybody else think demanding specific coverage from Inside Edition makes her sound like a two-year-old?

Does she think the weather wasn’t a story?

Look at all the storm reports around the area.

storm reports
https://philadelphia.cbslocal.com/video/category/news-weather/3941636-weather-update-heat-humidity-return/

Also, look at the number of rescues, thanks to first-responders. The video of the ambulance that had to be pulled out because it was stuck in high water was obviously from after the sun went down, and close to the area of the tornado warning.

ambulance flood
https://philadelphia.cbslocal.com/2018/09/25/heavy-rain-flooding-rescues/

By the way, has she checked Inside Edition‘s website for Cosby coverage? It’s right here:

IE Bill Cosby
https://www.insideedition.com/bill-cosby-sentenced-3-10-years-sexual-assault-case-47081

Seems like much ado over nothing.

By the way, her other gems from overnight:

Nachman 2
https://lauranachman.wordpress.com/2018/09/26/gritty-makes-inside-edition/

I’m so glad she got to see this, which has been all over the local news for two days, and the mascot even visited the local stations yesterday. It’s also here, for the rest of you:

IE Gritty
https://www.insideedition.com/philadelphia-flyers-mascot-gritty-ignites-social-media-firestorm-47102

Nachman is into sports coverage. Yesterday, she published separate posts naming the announcers for this weekend’s Penn State and Eagles’ games, and two short items on Monday about the same sports radio story.

Unfortunately, in this #MeToo world, she missed the big universal story that FTVLive.com’s Scott Jones mentioned and even non-sports fans would care about.

“Amazon’s live streams of 11 NFL ‘Thursday Night Football’ games will feature the first all-female broadcast booth in league history, the company announced on Tuesday.

“Andrea Kremer, a longtime NFL reporter and recent Pro Football Hall of Fame inductee, will announce the games alongside Hannah Storm, an ESPN ‘SportsCenter’ anchor and ‘Monday Night Football’ pregame show host.”

Amazon Thursday Night Football
https://www.ftvlive.com/sqsp-test/2018/9/26/ladies-night

And finally, her specialty, that she can’t stop writing about:

Nachman 3
https://lauranachman.wordpress.com/2018/09/26/happy-49th-anniversary-brady-bunch/

(That’s its, not it’s!)

Maybe Nachman should consider other people’s lives and property, and think of herself as lucky instead of furious. She did lose her credibility in the storm but I’m sure that won’t stop her from hosting a Brady Bunch party for herself today. Priorities!

I just wonder if Nachman is so furious at CBS3 she’s going to boycott Jessica Dean’s last newscasts tonight. Nah! I don’t wonder at all.

nachman jessica dean
https://lauranachman.wordpress.com/2018/09/24/another-new-normal-for-cbs3/

Her readers deserve better.

And please, don’t miss out. If you like what you read here, subscribe to CohenConnect.com with either your email address or WordPress account, and get a notice whenever I publish. I’m also available for writing/web contract work.

Labor Day weekend leftovers

I don’t know, but I’m pretty sure you’ve had a busy week, between getting used to having your kids in school or planning what to do on this long holiday weekend.

Sorry for the folks in “sunny Florida” with plans ruined while dealing with Tropical Storm Gordon. (But you’re welcome for this souvenir to help you remember the occasion.)

amx_loop

I’ve been doing a lot of reading, besides taking my Google IT Support Professional Certificate class on Coursera, so I haven’t been able to share them on this blog like I should. I say “should” because they follow-up on issues I’ve raised here and you deserve a resolution to what you read here. Often, I put information on social media (my Twitter feed @feedbaylenny is on this page), or in the comments section of blog posts, but it’s only right to follow through in the format you saw it, and update the original. Unfortunately, most media don’t do so.

There may be a lot but it’ll go by quickly.

Ajit Pai fcc wikipedia
Ajit Pai (Wikipedia)

I’ll start with Federal Communications Commission Chairman Ajit Pai being cleared by his agency’s own inspector general. Reuters reported the Donald Trump appointee was under investigation to determine whether he was unfairly biased in favor of the Sinclair Broadcast Group–Tribune Media merger. Just weeks before the deal was announced, Pai raised suspicion by bringing back a rule – the UHF discount – that would’ve helped the largest U.S. television broadcast group stay within national ownership limits. But the inspector general said in his report there was

“no evidence, nor even the suggestion, of impropriety, unscrupulous behavior, favoritism toward Sinclair, or lack of impartiality related to the proposed Sinclair-Tribune merger.”

Of course, the deal never happened since the FCC eventually questioned Sinclair’s candor over necessary sale of some stations. Tribune backed out and sued Sinclair for $1 billion for alleged breach of contract. According to Reuters, Tribune said Sinclair

 “mishandled efforts to get the transaction approved by taking too long and being too aggressive in its dealings with regulators.”

feature Tribune gavel Sinclair

Now, Sinclair is countersuing.

“In Delaware Court of Chancery, Sinclair rejected Tribune’s allegations and suggested the companies had been very close to winning U.S. Department of Justice approval.”

It accused Tribune of pursuing a

“deliberate effort to exploit and capitalize on an unfavorable and unexpected reaction from the FCC to capture a windfall.” Tribune called Sinclair’s counterclaim “entirely meritless” and “an attempt to distract from its own significant legal exposure.”

Do you have access to the internet? Of course you do, since you’re reading this. (OK, maybe you’re reading a friend’s printout of this post.) Regardless, in December, the FCC under Ajit Pai repealed many net neutrality rules passed in 2015 during the Obama administration. Think of it as price up or speed down. Those internet service providers (ISPs) you love to hate, according to Variety, had been banned from

“blocking or throttling traffic, or from selling ‘fast lanes’ so websites and other types of content can gain speedier access to consumers.”

person on computer typing facebookBut luckily, denying all Americans equal access to a free and open internet got very controversial. Friday, California lawmakers passed a bill what Variety called “the strongest government-mandated protections in the country” and it’s now on Gov. Jerry Brown’s desk. Brown hasn’t said whether he’ll sign it. But the FCC ’s repeal forbids states from passing their own net neutrality rules. If Gov. Brown signs California’s bill, this could go to court. Pai, a former Verizon lawyer (think Fios), claims net neutrality stifled investment and burdened ISPs with regulation. Since June, ISPs have been able to make changes as long as they’re disclosed. So far, Reuters reports major providers have made no changes in internet access.

fcc logoHere’s more controversy from the FCC, and something I hadn’t written about before. This time, the agency is accused of lying to its watchdog, Congress, and it involves a TV comedian. More than a year ago, during the height of the net neutrality debate, the FCC claimed its “comment filing system was subjected to a cyberattack,” according to The Verge. On May 7, 2017, our old friend John Oliver, who I’ve shown on this blog several times, asked Last Week Tonight “viewers to leave pro-net neutrality comments on the commission’s ‘Restoring Internet Freedom’ proceeding.” Oliver encouraged them

“to flood the FCC’s website with the use of memorable links like gofccyourself.com and justtellmeifimrelatedtoanazi.com. That night, the FCC’s filing system crashed.”

LANGUAGE: Viewer discretion advised.

The next morning, senior officials concluded, according to emails uncovered by the inspector general, “some external folks attempted to send high traffic in an attempt to tie-up the server.” Of course, the site was shut down by a surge of valid complaints. Several people disputed the unsubstantiated fabricated traffic claim in emails, but the DDoS theory was passed on to commissioners, like Pai, who told members of Congress (Fake News Alert!) what happened that evening was “classified as a non-traditional DDoS attack.” Now, the agency’s inspector general is reporting

“there was no distributed denial of service (DDoS) attack, and this relaying of false information to Congress prompted a deeper investigation into whether senior officials at the FCC had broken the law.”

Turns out, an Oliver producer gave the FCC a “heads up” days before running the episode but it never responded, and the commission knew Oliver’s show had the power to move enough viewers to crash their system! According to that busy inspector general’s report, “We learned very quickly there was no analysis supporting the conclusion” that it was a DDoS attack. That’s when FCC officials started being investigated for allegedly breaking the law by providing false information to Congress. But the Justice Department decided not to prosecute.

We knew Facebook has been on the hot seat with Americans angry about how it handled 50 million users’ people’s data, as far back as March, but President Trump was more concerned about Amazon. Then, days later, I reported, “‘Vice President Mike Pence is concerned about Facebook and Google,’ according to a source. He argues those companies are dangerously powerful, and is worried about their influence on media coverage, as well as their control of the advertising industry and users’ personal info.” It looks like the Pence position is winning. Trump spent the week tweeting about fake news and according to Axios, attacked Google “for allegedly silencing conservative voices.”

Ars Technica reported that on Wednesday, Trump tweeted this

“video that claimed, incorrectly, that Google did not feature his first speech to Congress as president.”

(Hit the play button.)

It also reported Sen. Orrin Hatch (R-Utah) wrote a formal letter to the Federal Trade Commission, released Thursday, asking it to “reconsider the competitive effects of Google’s conduct in search and digital advertising.” But it wasn’t just Google for Trump.

Politico quoted him as saying,

“I think what Google and what others are doing, if you look at what is going on with Twitter and if you look at what’s going on in Facebook, they better be careful because you can’t do that to people. …I think that Google and Twitter and Facebook, they are really treading on very, very troubled territory and they have to be careful.”

nbc nightly news lester holtAnd as you just read, the president also claimed NBC Nightly News anchor “Lester Holt got caught fudging” his tape on Russia, but the peacock network fought back and posted the video of Trump’s extended, unedited interview with Holt last year.

No wonder he hates the media!

Of course, I won’t completely defend the news media from allegations of dumbing down and doing anything for profit in too many cases. But I’d love to see some of these disagreements fought out in open court. I don’t care who sues who. I just want the evidence presented so the truth becomes obvious to everyone.

2013-08-17 Leonard Cohen wikipedia Kings Garden Odense Denmark
Wikipedia: Cohen at King’s Garden, Odense, Denmark, Aug. 17, 2013

Also, I want to know why all Lenny Cohen searches show Leonard Cohen the musician instead of me!

As for the big tech companies, Yahoo! Finance reports,

“Wednesday morning, the Senate Intelligence Committee will question Twitter CEO Jack Dorsey and Facebook chief operating officer Sheryl Sandberg on their responses to foreign disinformation campaigns. The committee also invited Google CEO Sundar Pichai, but he declined to testify — another Google representative will testify in his place.

“Wednesday afternoon, the House Energy & Commerce Committee will quiz Dorsey on Twitter’s ‘algorithms and content monitoring.’”

NBC News has reported Facebook CEO Mark Zuckerberg announced changes to the platform’s news feed product since the data issue March, with “more posts from friends and family” and “less public content, including videos and other posts from publishers or businesses.” Now, NBC continues,

“The goal was to make Facebook more social with fewer commercial and product posts. Publishers ranging from big businesses to mommy bloggers are forced to post more content that they create personally, rather than sharing products or affiliate links.

“With these changes, some small publishers claim to see a massive downside.”

What I want to know is why in July, Zuckerberg decided Facebook would not ban Holocaust deniers! Fortune reported,

“Zuckerberg, who is Jewish, said he found Holocaust deniers ‘deeply offensive.’ Then he said, ‘but at the end of the day, I don’t believe that our platform should take that down because I think there are things that different people get wrong—I don’t think that they’re intentionally getting it wrong. It’s hard to impugn intent and to understand the intent.’”

So Holocaust deniers are simply uninformed? Are you kidding me, Mark? I would’ve hoped Sandberg, who grew up in North Miami Beach, whose brother David was my high school class valedictorian, would’ve set him straight. The Times of Israel reports Sandberg “said in an interview last year that, as a tech company, Facebook hires engineers — not reporters and journalists.” Personally, I find this would be one fight losing my job over. There has to be a line somewhere. Go far enough and you’re “just following orders” and we know what made that phrase so well known.

Zuckerberg later clarified in an email,

“I personally find Holocaust denial deeply offensive, and I absolutely didn’t intend to defend the intent of people who deny that.” Then, he “reiterated a distinction he tried to draw in the interview: Posts that advocate violence will be taken down, but those that peddle misinformation will stay but ‘would lose the vast majority of its distribution in News Feed.’”

Sounds like he has lost the vast majority of his mind!

Also coming up this shortened Labor Day week, Morning Brew reports Sen. Bernie Sanders (I-Vt.) will “introduce a bill requiring major employers—like Amazon, Walmart, and McDonald’s—to cover the cost of government assistance programs its workers rely on…programs like food stamps, public housing, Medicaid, and more.” For years, there has been criticism years about the way Amazon pays and treats workers at its warehouses. According to The Washington Post, the Democratic Socialist said his goal

“is to force corporations to pay a living wage and curb about $150 billion in taxpayer dollars that go to funding federal assistance programs for low-wage workers each year. The bill … would impose a 100 percent tax on government benefits received by workers at companies with 500 or more employees. For example, if an Amazon employee receives $300 in food stamps, Amazon would be taxed $300.”

Keep in mind, Amazon owner Jeff Bezos (another who spent years in Miami) also owns The Washington Post!

Two last things: The cemetery near Detroit finally fixed my grandfather’s grave. In June, it took hours to find the marker since it was buried under inches of dirt. Now, it has been raised and leveled.

oakview cemetery

bar mitzvah shirt

And this weekend is the 3?th anniversary of my bar mitzvah. The party had an animal theme, of course, and all the kids got t-shirts like this. (Yes, I’m keeping the specific year as evergreen as the narrator says on that Philadelphia show The Goldbergs on purpose, even though there are readers who were there!)

So that’s about it. All the original pages I found have been updated.

Before I go, I also have to thank every one of you for more than 16,800 page views on this site! The numbers have risen exponentially recently, and I wonder why. Please let me know if there’s anything I should be doing more here.

Leave your comments in the section below, and don’t miss out. If you like what you read here, subscribe to CohenConnect.com with either your email address or WordPress account, and get a notice whenever I publish. I’m also available for writing/web contract work.

Sanctions against Sinclair? Sounds justified

It’s either coincidence, karma or a higher power when things come together in ways previously thought impossible.

This weekend, Jewish people around the world read the Torah portion Shofetim (שֹׁפְטִים, or “Judges,” comprising Deuteronomy 16:18–21:9).

The best-known line in it is the third, “Justice, justice shall you pursue” (צֶ֥דֶק צֶ֖דֶק תִּרְדֹּ֑ף, Deut. 16:20).

Shofetim also happens to be the Torah portion from my bar mitzvah and it’s interesting that it’s coming up this week because an article in Axios yesterday said,

Sinclair Broadcasting’s failed effort to buy Tribune Media may soon become more than just a costly embarrassment. It could result in the company ultimately losing its broadcast licenses.”

Isn’t that what I suggested should happen, weeks ago, back on July 27?

And two days earlier, how

“It looks like one of the seven deadly sins – greediness – may have killed the (merger) deal!”?

Yesterday, Axios wrote,

“The conservative broadcaster has been accused of lying to the FCC, and of acting in bad faith with Tribune.”

There’s not much a huge corporation can do to anger the Federal Communications Commission these days – if it follows the rules, which get eased all the time – but lying is its one big crime.

Back on Jan. 27, I wrote the FCC was going to allow the deal but

“force Sinclair to sell off a bunch of stations because it’ll be (way, way, way) too big.”

And that was the crux of the problem: ownership limits and which stations would be sold off. Oh, and would the companies buying really be associated with Sinclair and let Sinclair control the stations?

Ajit Pai fcc wikipedia
Ajit Pai (Wikipedia)

In mid-July, FCC Chairman Ajit Pai said in a statement:

“Based on a thorough review of the record, I have serious concerns about the Sinclair-Tribune transaction. … The evidence we’ve received suggests that certain station divestitures that have been proposed to the FCC would allow Sinclair to control those stations in practice, even if not in name, in violation of the law. … When the FCC confronts disputed issues like these, the Communications Act does not allow it to approve a transaction. Instead, the law requires the FCC to designate the transaction for a hearing in order to get to the bottom of those disputed issues.”

That was a huge surprise and the turning point in the drawn-out deal.

On July 24, the newspaper in Sinclair’s hometown, The Baltimore Sun, wrote what finally did the deal in:

“FCC Chairman Ajit Pai, an appointee of President Donald J. Trump who has been viewed as friendly to Sinclair and such a merger, raised ‘serious concerns’ Monday about whether the deal would serve the public interest.”

Ah, the public interest! It’s always nice to hear about that, since we’re talking about use of the public airwaves.

I quoted TVNewsCheck’s Harry A. Jessell on the seriousness of what Sinclair had actually been doing pretty quietly doing for years:

“Its mishandling of its merger application has badly stained its permanent FCC record in a way that could greatly complicate its future regulatory dealings. … And a liar is what the FCC has accused Sinclair of being by obfuscating the fact it would continue to control three major market stations that it told the FCC it would spin off to other broadcasters to comply with ownership limits.

sinclair before tribune
Sinclair’s reach. Large enough?

“You see, the FCC acts on the honor system. It presumes that you are obeying all the rules and expects you to confess any infractions. It’s the principal way the FCC polices those it regulates. That’s why lying – the ever-polite FCC calls it “misrepresentation” or “lack of candor” – is taken seriously and is the FCC equivalent of a capital crime. … As the lawyers pointed out to me this week, once indicted for misrepresentation as Sinclair has now been, it sticks because it goes to the broadcaster’s basic character qualifications to be a licensee. It cannot buy or sell a station or even renew a license until it resolves the character question. Sinclair’s best move now is to walk away from the merger and promise, no, swear on a stack of Bibles, that it will never, ever mislead the FCC again.

“Sinclair has no one but itself to blame for this fiasco. It pushed too hard to keep as many of the Tribune stations as it could and somewhere along the line lost sight of the larger goal – get the transfer through the FCC and get to closing. … (David Smith) kept going back to the FCC (and the Justice Department) demanding more and more. Ironically, he will likely end up with nothing, except maybe a new set of regulatory hassles.”

feature Tribune gavel Sinclair

Tribune called off the deal and sued Sinclair for $1 billion.

— UPDATE: Sinclair counter-suing Tribune, accusing its onetime takeover target of a “deliberate effort to exploit and capitalize on an unfavorable and unexpected reaction from the FCC to capture a windfall.” —

Of course, Sinclair denied everything and said in a statement,

“We have been completely transparent about every aspect of the proposed transaction.”

fcc commissioners 2018One thing Sinclair failed to do after telling the FCC it was withdrawing the deal was asking the administrative law judge, who FCC commissioners unanimously recommended look into Sinclair’s representations during the Tribune negotiations, to end his planned hearing. The FCC’s Enforcement Bureau said it had no problem if the hearing was terminated.

But Broadcasting & Cable reported “The FCC docket was still open” as of Monday and got confirmation from an FCC spokesperson,

“Although Sinclair’s pleading states that the applications ‘have been withdrawn’ and are to be dismissed with prejudice, it fails to specifically seek such relief from the Chief Administrative Law Judge.”

B&C added,

“That’s because the licenses are now before him, rather than the FCC staffers who had been vetting them before the hearing designation.”

tv airwavesThis is a world of bigger and bigger broadcasting companies – in part because of competition from cable, satellite and the internet – but as I’ve said about a million times, the broadcasters have special responsibilities since they use the public airways. And they need a tougher FCC to keep them, and the newer companies, in line.

On the other hand, Axios quoted Dennis Wharton, executive vice president of communications for the National Association of Broadcasters as saying,

“Scale matters when we are competing against massive pay TV conglomerates, Facebook, Apple and Netflix. If you want a healthy broadcast business that keeps the Super Bowl on free TV, that encourages local investigative journalism and allows stations to go 24-7 live with California wildfire coverage, broadcasters can’t be the only media barred from getting bigger.”

The FCC is still determining whether to raise the limits on TV station ownership above 39 percent. Most experts told Axios they

“believe that cap will be lifted above 50 percent, but they don’t know what the exact limit will be, or when it will be passed and implemented.”

RKO General 1962Anyway, the FCC has taken away broadcast licenses before. I wrote about the RKO General situation all over the country, and also allegations of impropriety in the granting of a Boston television license.

According to experts Axios spoke to, Sinclair’s first batch of licenses comes up for renewal in June 2020. (Look for more activist challenges then.)

They also

“describe Sinclair as a ‘hard headed’ company that rarely engages with D.C. and which recently lost its top lobbyist.”

That description should come as no surprise to any regular reader of this blog.

So for now, there’s no deal, but a lawsuit, between Sinclair and Tribune.

Sinclair’s alleged misrepresentations to the FCC

“can be reviewed by an administrative law judge during a license renewal hearing, were the FCC to recommend such a hearing (which may be likely, given FCC’s concerns and Sinclair’s many outside critics),”

according to Axios.

The judge could revoke Sinclair’s licenses outright, which would teach the industry and its investors a big, important lesson. But a telecom lawyer Axios spoke to said,

“A more likely scenario … is that the FCC would reach a settlement whereby Sinclair is required to divest stations.”

My opinion: Crush them or cut them down to size, but at least do something.

One last note is that Sinclair is going to have trouble finding another merger partner due to its potential license renewal issues, but also because Tribune’s lawsuit accused the company of being “belligerent.” It’s what happens when you’re too big.Tribune Broadcasting Company

Now to the Tribune side, where there is less justice.

Reuters reported the company is going to pay big

“bonuses to executives who worked for more than 15 months on its failed merger.”

You’d think they’d be in line for bonuses after a successful merger!

How big are these bonuses? Reuters reported the company said,

“16 percent of target annual bonuses, which had been conditioned on completion of the Sinclair merger.” (I underlined. –Lenny)

money dollars centsAre you hearing this, shareholders?

This is what it adds up to. Three top executives – chief financial officer Chandler Bigelow, president of broadcast media Larry Wert, and general counsel and chief strategy officer Edward Lazarus – will be getting

“between $102,000 and $160,000. Other executives will get bonuses based on a similar percentage of their targeted annual bonuses.”

Why?

“In recognition of the substantial efforts and time that each of them devoted to the company’s anticipated merger with Sinclair and their contributions to maintain and grow the company’s business,”

according to the company.

That’s if the company was actually spending money to “maintain and grow” the business which is doubtful because companies in the process of being bought are cheap, not replacing employees or equipment so the financial sheets look better.

And what about all the employees who were encouraged to work under harder conditions and so much uncertainty for so long?

That’s the world, these days, kids.

Reuters also mentioned,

“Last week, Tribune Media Chief Executive Officer Peter Kern told investors it (was) ‘open to all opportunities’ in terms of industry consolidation or remaining independent. He noted on an investor call there was ‘tons of activity out there.’

“Kern said he would continue to run the company until Tribune reached a ‘permanent state.’”

Keep in mind, last Monday, Tribune announced it

“reached a comprehensive agreement with Fox Broadcasting Company to renew the existing Fox affiliations of eight Tribune Media television stations, including KCPQ-TV (Seattle), KDVR-TV (Denver), WJW-TV (Cleveland), KTVI-TV (St. Louis), WDAF-TV (Kansas City), KSTU-TV (Salt Lake City), WITI-TV (Milwaukee), WGHP-TV (Greensboro, NC). Terms of the agreement were not disclosed.”

disney abc logo

But knowing Fox is selling most of its assets to Disney/ABC and looking for more stations to buy, especially those in NFL football team markets, I’d consider Tribune a seller rather than a buyer.

TVNewsCheck’s Jessell agrees, pointing out,

“Recall that just prior to the announcement of the Sinclair deal, Fox tried to swoop in and buy Tribune out from underneath Sinclair. It coveted some of Tribune’s stations and it feared Sinclair becoming too big an affiliate group for it to push around.”

Fox TV stations

I’d also consider telling the FCC not to let Fox buy any of those eight stations, except Seattle, because it owned them at one point and sold them when it made sense for the company. In other words, it showed no commitment to the communities or their people. Companies shouldn’t be allowed to sell unneeded stations and then buy them back when they feel they’ll make more money.

standard media

Besides Fox, which could face ownership limits, Jessell pointed to Soo Kim’s new Standard Media, which was going to buy nine Tribune stations in seven cities, and Nexstar as potential buyers.

Jessell also mentions there are a lot more stations on the market now than two years ago.

cox media group

Cox is looking for someone to buy its 14 stations, Gray is buying Raycom and has to spin off nine stations, and Cordillera will be leaving the industry once it sells its 11 stations.

So complicated!

But some more from Jessell on Sinclair:

“Not in the entire history of broadcasting, with the possible of RKO, has a major company so thoroughly managed to trap itself in such a regulatory and legal morass. …

“If Executive Chairman David Smith did not control the board, he would be thrown out for directing this debacle and hobbling the company at a critical time for it and the industry. It will be interesting to see who is made the scapegoat. …

“Sinclair can continue to churn out cash, but, from a strategic standpoint in broadcasting, is indefinitely sidelined. Until it resolves the alleged character issues at the FCC, it cannot buy a broadcast license. It can’t even renew one.

“Sinclair’s challenge today is to start digging out — and it’s going to be costly. First it must settle with Tribune. And then it has to return to the good graces of the FCC.” …

Also, “The Sinclair independent shareholders (could) file a lawsuit against Smith and his team for gross mismanagement.” …

And, “Indeed, Sinclair did everything wrong, allowing arrogance and self-righteousness to overcome its good sense at every turn.”

I think a lot of justice is what’s needed here, and soon.

Please leave your comments in the section below, and don’t miss out. If you like what you read here, subscribe to CohenConnect.com with either your email address or WordPress account, and get a notice whenever I publish. I’m also available for writing/web contract work.

Tribune to Sinclair: Judge’s gavel instead of merger’s handshake

It’s a great day in broadcasting, or as great as things can get in this day and age. There will be no merger between Sinclair Broadcast Group and Tribune Media.

Today, according to Axios, Tribune announced it

“terminated its $3.9 billion merger agreement with Sinclair Broadcasting and that it has filed a lawsuit for breach of contract.”

— UPDATE: Sinclair counter-suing Tribune, accusing its onetime takeover target of a “deliberate effort to exploit and capitalize on an unfavorable and unexpected reaction from the FCC to capture a windfall.” —

Tribune sued in Delaware Chancery Court. It’s asking for “approximately $1 billion of lost premium to Tribune’s stockholders and additional damages in an amount to be proven at trial,” according to TVNewsCheck.

The Wall Street Journal reported Tribune alleges Sinclair “failed to make sufficient efforts to get their $3.9 billion deal approved by regulators.”

The first sign of trouble from the Federal Communications Commission, other than delays, came last month. It was a surprise, considering how the FCC greased the wheels for the takeover, whether on purpose or not. (That’s under investigation.)

— UPDATE: The FCC inspector general cleared Chairman Ajit Pai of being unfairly biased in favor of the Sinclair Broadcast Group–Tribune Media merger. —

TVNewsCheck continued,

“Tribune claimed that Sinclair used ‘unnecessarily aggressive and protracted negotiations’ with the Department of Justice and the FCC over regulatory requirements and that it refused to sell the stations it needed to in order for regulatory approval.”

In the filing, Tribune said:

“Beginning in November 2017, DOJ repeatedly told Sinclair that it would clear the merger if Sinclair simply agreed to sell stations in the 10 markets the parties had identified in the merger agreement. DOJ’s message to Sinclair could not have been clearer: if Sinclair agreed to sales in those 10 markets, ‘We would be done.’”

That’s what happens when you get into business with a company like Sinclair. I’ve written plenty about it and its top officials, including those who inherited the company.

Personally, it proves what I wrote here on July 25,

“Even better, it looks like one of the seven deadly sins – greediness – may have killed the deal!”

The deal, while complex and controversial, should not have been a problem.

The biggest hurdle was supposed to be national ownership rules, but ironically, the FCC took care of that just weeks before the deal’s May 2017 announcement.

Bloomberg reported,

“Broadcasters may own stations that reach 39 percent of U.S. households – but how that audience is measured has been in dispute. Last year, the FCC’s Republican majority reinstated a measure that treats ultra-high-frequency or UHF band stations as counting for just half of their lower-frequency counterparts, enabling broadcasters to own more stations and enjoy greater reach.”

Democrats had gotten rid of the so-called UHF discount the year before, since it started way back at a time when there where major reception differences between VHF and UHF stations on your television dial.

“FCC Chairman Ajit Pai, a Republican appointed by President Donald Trump,” is even under investigation by his own agency’s inspector general because of the timing of the reinstatement and whether it was done for Sinclair.

But still, the deal would’ve been so big that some stations would have to go, and that’s what led to problems. Specifically, it was which stations the combined Sinclair-Tribune would own, would have to go.

Sinclair and Tribune are two of the country’s largest broadcasters.

Sinclair, the largest, claims it “owns, operates and/or provides services to 191 television stations in 89 markets.”

According to TVSpy,

“Sinclair was proposing to control 233 stations in 108 markets, adding 42 Tribune stations to their current roster.”

sinclair before tribune
Sinclair’s reach, without Tribune

That would’ve included the nation’s biggest TV markets where Sinclair has no presence, like New York, Los Angeles, Chicago and Philadelphia.

But there was a lot of pushback from public interest groups fighting for smaller companies and localism, and against micromanaging the largest group of stations in the country.

Boris Epshteyn clip art

They were joined by Democrats concerned Sinclair would give even more stations its conservative bent. Sinclair requires so-called must-runs, including airing commentaries by one of President Trump’s former communications spokespersons, Boris Epshteyn. The company also forced anchors at their stations to read a message that parroted President Trump’s talking points about the media.

jared kushnerAnd President Trump’s son-in-law and advisor Jared Kushner said Sinclair executives worked with the campaign to spread pro-Trump messages in Sinclair newscasts when he was running against Hillary Clinton, which Sinclair vehemently denied.

Plus, conservative media outlets were afraid Sinclair would get in the game and interfere with their efforts to compete with Fox News. And all the time passing didn’t help Sinclair’s case.

Meanwhile, Sinclair defended the merger as necessary consolidation in the face of competition from cable and tech, according to NBC News.

The network also reported it came “in the face of opposition from the FCC and questions about whether Sinclair tried to mislead the government with its divestiture plan, in which it sought to sell some stations to parties close to Sinclair.” (I’ve written about these so-called sidecar agreements time and time again.)

The first sign of trouble, other than delays, came last month.

TVNewsCheck wrote Pai, perhaps the deal’s biggest cheerleader after President Trump, decided he had “serious concerns” about the Tribune stations Sinclair would get in Chicago, Dallas and Houston – that Sinclair might still be able to operate them “in practice, even if not in name.”

WGN-TV

TVSpy put it this way:

“Pai suggested Sinclair would sell but still operate those stations, which is illegal. The FCC then sent the deal for review by an administrative law judge.”

Sinclair has been known to use shell corporations, local marketing agreements and joint sales agreements to operate stations it doesn’t own. (See Cunningham Broadcasting, for example. Click here for Baltimore and here for mid-Michigan.)

There were also concerns about spinning off stations for unreasonably low prices.

Tribune’s complaint alleges

“Sinclair’s material breaches were willful breaches of the merger agreement, because they were deliberate acts and deliberate failures to act that were taken with the actual knowledge that they would or would reasonably be expected to result in or constitute a material breach.

“As a result of Sinclair’s breaches, Tribune has sustained financial harm and has lost the expected benefits of the merger agreement.”

As I wrote here on July 27, “Tribune can leave Sinclair at the alter/chuppah on Aug. 8.” That was yesterday.

This morning, Tribune released this statement:

“Tribune Media Company today announced that it has terminated its merger agreement (the ‘Merger Agreement’) with Sinclair Broadcast Group, Inc. (‘Sinclair’), and that it has filed a lawsuit in the Delaware Chancery Court against Sinclair for breach of contract. The lawsuit seeks compensation for all losses incurred as a result of Sinclair’s material breaches of the Merger Agreement.

“In the Merger Agreement, Sinclair committed to use its reasonable best efforts to obtain regulatory approval as promptly as possible, including agreeing in advance to divest stations in certain markets as necessary or advisable for regulatory approval. Instead, in an effort to maintain control over stations it was obligated to sell, Sinclair engaged in unnecessarily aggressive and protracted negotiations with the Department of Justice and the Federal Communications Commission (the ‘FCC’) over regulatory requirements, refused to sell stations in the markets as required to obtain approval, and proposed aggressive divestment structures and related-party sales that were either rejected outright or posed a high risk of rejection and delay—all in derogation of Sinclair’s contractual obligations. Ultimately, the FCC concluded unanimously that Sinclair may have misrepresented or omitted material facts in its applications in order to circumvent the FCC’s ownership rules and, accordingly, put the merger on indefinite hold while an administrative law judge determines whether Sinclair misled the FCC or acted with a lack of candor. As elaborated in the complaint we filed earlier today, Sinclair’s entire course of conduct has been in blatant violation of the Merger Agreement and, but for Sinclair’s actions, the transaction could have closed long ago. (I highlighted that last sentence. —Lenny)

“‘In light of the FCC’s unanimous decision, referring the issue of Sinclair’s conduct for a hearing before an administrative law judge, our merger cannot be completed within an acceptable timeframe, if ever,’” said Peter Kern, Tribune Media’s Chief Executive Officer. ‘This uncertainty and delay would be detrimental to our company and our shareholders. Accordingly, we have exercised our right to terminate the Merger Agreement, and, by way of our lawsuit, intend to hold Sinclair accountable.’”

(Tribune’s statement continued with earnings information and then returned to the Sinclair situation. See that at the bottom of this post, along with its CEO’s memo to employees.)

That’s a big change from exactly three weeks ago, July 19, when Tribune responded to the FCC issuing its Hearing Designation Order with this statement:

“Tribune Media has now had the opportunity to review the FCC’s troubling Hearing Designation Order.  We are currently evaluating its implications and assessing all of our options in light of today’s developments.

“We will be greatly disappointed if the transaction cannot be completed, but will rededicate our efforts to running our businesses and optimizing assets.  Thanks to the great work of our employees, we are having a strong year despite the significant distraction caused by our work on the transaction and, thus, are well-positioned to continue maximizing value for our shareholders going forward.”

Click here for the 62-page complaint.

In case you don’t plan to read it all, The Washington Post reported Tribune accused Sinclair of

“engaging in ‘belligerent and unnecessarily protracted negotiations’ with the FCC as well as the Justice Department.” Also, it argued “in its lawsuit that Sinclair had been ‘confrontational with and belittling of DOJ staff.’ During negotiations, for example, Sinclair’s general counsel, Barry Faber, challenged the Justice Department’s top antitrust official, Makan Delrahim, telling him at one point, ‘sue me,’ Tribune alleged. In another meeting, Faber accused Delrahim of ‘misunderstand[ing] the industry,’ the suit said.”

Also new, The Post reported Tribune alleged it threatened to sue Sinclair in February if it didn’t divest stations to secure the DOJ’s support, prompting Sinclair to revise its offer.

Click here for 176 pages of exhibits.

Sinclair, for its part, put out this response:

“Sinclair Broadcast Group, Inc. announced today that it received a termination notice of its Merger Agreement from Tribune Media Company. In response, the Company subsequently has withdrawn with prejudice its FCC applications to acquire Tribune and filed with the Administrative Law Judge a notice of withdrawal of the applications and motion to terminate the hearing.” ‘’

“‘We are extremely disappointed that after 15 months of trying to close the Tribune transaction, we are instead announcing its termination,’ commented Chris Ripley, President & Chief Executive Officer. ‘We unequivocally stand by our position that we did not mislead the FCC with respect to the transaction or act in any way other than with complete candor and transparency. As Tribune, however commented, in their belief, the FCC’s recent designation of the deal for a hearing in front of an Administrative Law Judge would have resulted in a potentially long and burdensome process and, therefore, pursuing the transaction was not in the best interest of their company and shareholders. As for Tribune’s lawsuit, we fully complied with our obligations under the merger agreement and tirelessly worked to close this transaction. The lawsuit described in Tribune’s public filings today is entirely without merit, and we intend to defend against it vigorously.

“‘Nonetheless, we wish to thank both our and Tribune’s employees and our many advisers who have committed a tremendous amount of time and effort over the past 15 months towards the acquisition of Tribune. It is unfortunate that those efforts have not been realized. The combined company would have benefited the entire broadcast industry and the public through the advancement of ATSC 3.0, increased local news and enhanced programming.’”

FTVLive’s Scott Jones brought more from Ripley.

Chris Ripley statement

Despite Sinclair stock starting lower today, the company announced it’s buying back up to $1 billion of its Class A common shares.

“We strongly believe in the long term outlook of our company and disagree with the market’s current discounted view on our share price,” Ripley said. “The $1 billion authorization does not use our future free cash flow generation, but simply the excess cash currently on our balance sheet.”

Sinclair stock ended the day 2.58 percent higher, but fell in after-hours trading.

The FCC did not comment today.

The Sinclair-Tribune deal would’ve led to several others. Stations that put the combination above the legal ownership limit were supposed to be spun off to several different companies. Now they won’t.

One of those companies is 21st Century Fox, which The Hollywood Reporter described as partially merging with Disney/ABC. Disney still plans to buy “the Fox film and TV studio, Nat Geo, FX Networks, Star India, 39 percent of Sky and 30 percent of Hulu … along with 22 regional sports networks (RSNs).”

Disney is selling those regional sports networks because the Justice Department was worried they “coupled with ESPN would create a sports monopoly.”

Yahoo! Finance reports Disney will have 90 days from the deal closing to sell, and CEO Bob Iger said on Tuesday’s earnings call,

“The RSNs will be sold, and the process of selling them is actually already beginning. Conversations are starting, interest is being expressed. And it’s likely that we’ll negotiate a deal to sell them but the deal will not be fully executed or close until after the overall deal for 21st Century Fox closes.”

It added, Iger said Disney “assumed the responsibility of divestiture” in December 2017 when it first made an offer to Fox, “if the regulatory process demanded that we do that.”

There was never a possibility Fox would keep the networks or buy them back.

Yahoo! suggests potential buyers are Comcast, which has its own RSNs and lost the bidding war for Fox’s assets; Discovery Communications; AT&T, owner of DirecTV and now also Time Warner, but the Justice Department is appealing that; Verizon, owner of Fios; and another cable company, Charter Communications.

So Fox will be left with “the Fox broadcast network, FS1, FS2, Fox Business Network and the Fox News Channel, which, collectively, is known for now as New Fox,” according to The Hollywood Reporter.

It planned to buy some of those stations that had to be spun off from the Sinclair-Tribune deal, probably insisting on the number and places (NFL football markets), or threatening to pull the stations’ affiliations and put Fox programming on a competitor.

“Live sports is clearly the most valuable content in our industry,” executive chairman Lachlan Murdoch said during a conference call, yesterday. His company is now paying a fortune for rights to Thursday Night Football.

Thursday Night Football logo

But now, with no merger, the station sales to Fox and others are in jeopardy, and decisions whether to sell or not return to Sinclair and Tribune.

However, new deals may already be in the works. Just Monday, Tribune announced it

“reached a comprehensive agreement with Fox Broadcasting Company to renew the existing Fox affiliations of eight Tribune Media television stations, including KCPQ-TV (Seattle), KDVR-TV (Denver), WJW-TV (Cleveland), KTVI-TV (St. Louis), WDAF-TV (Kansas City), KSTU-TV (Salt Lake City), WITI-TV (Milwaukee), WGHP-TV (Greensboro, NC). Terms of the agreement were not disclosed.”

So we can expect those stations to keep airing Fox programming unless there’s something in the “terms of the agreement” that mentions the merger not happening.

On top of that, last week, FTVLive’s Scott Jones reported, “Fox is very interested in a number of the Tribune stations” – still – and, “the suits from Fox have been spotted inside (those) Tribune stations looking around” as if to buy. So we’ll see if it ends up with more Tribune stations than it was expected to buy under the deal.

Fox WSFL WSVN

Not mentioned is Miami/Fort Lauderdale Tribune station WSFL. That CW affiliate was going to be sold to Fox, even though Fox has an affiliation agreement with Sunbeam’s WSVN in South Florida. What would’ve happened if Fox bought a competitor was anyone’s guess, but that’s now a moot point.

Of course, the big question is whether Tribune will still sell at all. TVNewsCheck’s Harry Jessell reported Tribune CEO Peter Kern cast some doubt on that today, telling analysts the company may want to “enhance” its TV station portfolio.

cox media group

We know Cox Media Group is exploring selling. Others will if the price is right, and prices should rise if there are fewer, bigger companies in the business – especially if they’re allowed to buy more after the FCC takes another look at raising ownership caps.

Despite uncertainty, there’s probably a lot of relief at Tribune stations they won’t have bosses from Sinclair.

TVNewsCheck’s Harry Jessell – who I quote a lot – recently wrote

“how Sinclair’s aggressive approach in its dealing with the Justice Department and the FCC with regard to its merger with Tribune has been polluting the best regulatory atmosphere in Washington since the Reagan administration.”

Jessell ended his column by writing,

“So, let’s recap. Sinclair’s attempt to win regulatory approval of its Tribune merger has so far severely damaged Sinclair’s standing at the FCC, aggravated the most broadcast-friendly FCC chairman in decades, subjected its own and several other broadcast groups’ basic business dealings to intense Justice Department scrutiny and exposed those same groups to (an antitrust) lawsuit that, no matter how frivolous, needs to be answered.”

As promised earlier, this is the rest of today’s Tribune statement:

RECENT DEVELOPMENTS

Sinclair Acquisition

On May 8, 2017, the Company entered into the Merger Agreement with Sinclair, providing for the acquisition by Sinclair of all of the outstanding shares of the Company’s Class A common stock and Class B common stock by means of a merger of Samson Merger Sub Inc., a wholly owned subsidiary of Sinclair, with and into Tribune Media Company (the “Merger”), with the Company surviving the Merger as a wholly owned subsidiary of Sinclair.

In the Merger, each share of the Company’s common stock would have been converted into the right to receive (i) $35.00 in cash, without interest and less any required withholding taxes, and (ii) 0.2300 of a share of Class A common stock of Sinclair.

The consummation of the Merger was subject to the satisfaction or waiver of certain important conditions, including, among others: (i) the approval of the Merger by the Company’s stockholders, (ii) the receipt of approval from the FCC and the expiration or termination of the waiting period applicable to the Merger under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”) and (iii) the effectiveness of a registration statement on Form S-4 registering the Sinclair Common Stock to be issued in connection with the Merger and no stop order or proceedings seeking the same having been initiated by the Securities and Exchange Commission (the “SEC”).

Pursuant to Section 7.1(e) of the Merger Agreement, Sinclair was “entitled to direct, in consultation with the Company, the timing for making, and approve (such approval not to be unreasonably withheld) the content of, any filings with or presentations or submissions to any Governmental Authority relating to this Agreement or the transactions contemplated hereby and to take the lead in the scheduling of, and strategic planning for, any meetings with, and the conducting of negotiations with, Governmental Authorities relating to this Agreement or the transactions contemplated hereby.” Applications to regulatory authorities made jointly by Sinclair and Tribune in connection with the Merger were made at the direction of Sinclair pursuant to its authority under this provision of the Merger Agreement.

On September 6, 2017, Sinclair’s registration statement on Form S-4 registering the Sinclair Common Stock to be issued in the Merger was declared effective by the SEC.

On October 19, 2017, holders of a majority of the outstanding shares of the Company’s Class A Common Stock and Class B Common Stock, voting as a single class, voted on and approved the Merger Agreement and the transactions contemplated by the Merger Agreement at a duly called special meeting of Tribune Media Company shareholders.

The applications seeking FCC approval of the transactions contemplated by the Merger Agreement (the “Applications”) were filed on June 26, 2017, and the FCC issued a public notice of the filing of the Applications and established a comment cycle on July 6, 2017. Several petitions to deny the Applications, and numerous other comments, both opposing and supporting the transaction, were filed in response to the public notice. Sinclair and the Company jointly filed an opposition to the petitions to deny on August 22, 2017 (the “Joint Opposition”). Petitioners and others filed replies to the Joint Opposition on August 29, 2017. On September 14, 2017, the FCC’s Media Bureau issued a Request for Information (“RFI”) seeking additional information regarding certain matters discussed in the Applications. Sinclair submitted a response to the RFI on October 5, 2017. On October 18, 2017, the FCC’s Media Bureau issued a public notice pausing the FCC’s 180-day transaction review “shot-clock” for 15 days to afford interested parties an opportunity to comment on the response to the RFI. On January 11, 2018, the FCC’s Media Bureau issued a public notice pausing the FCC’s shot-clock as of January 4, 2018 until Sinclair has filed amendments to the Applications along with divestiture applications and the FCC staff has had an opportunity to review any such submissions. On February 20, 2018, the parties filed an amendment to the Applications (the “February 20 Amendment”) that, among other things, (1) requested authority under the FCC’s “Local Television Multiple Ownership Rule” (the “Duopoly Rule”) for Sinclair to own two top four rated stations in each of three television markets (the “Top-4 Requests”) and (2) identified stations (the “Divestiture Stations”) in 11 television markets that Sinclair proposed to divest in order for the Merger to comply with the Duopoly Rule and the National Television Multiple Ownership Rule. Concurrently, Sinclair filed applications (the “Divestiture Trust Applications”) proposing to place certain of the Divestiture Stations in an FCC-approved divestiture trust, if and as necessary, in order to facilitate the orderly divestiture of those stations following the consummation of the Merger. On February 27, 2018, in furtherance of certain undertakings made in the Applications and the February 20 Amendment, the parties filed separate applications seeking FCC approval of the sale of Tribune’s stations WPIX-TV, New York, New York, and WGN-TV, Chicago, Illinois, to third-party purchasers. On March 6, 2018, the parties filed an amendment to the Applications that, among other things, eliminated one of the Top-4 Requests and modified the remaining two Top-4 Requests. Also on March 6, 2018, the parties modified certain of the Divestiture Trust Applications. On April 24, 2018, the parties jointly filed (1) an amendment to the Applications (the “April 24 Amendment”) that superseded all prior amendments and, among other things, updated the pending Top-4 Requests and provided additional information regarding station divestitures proposed to be made by Sinclair in 15 television markets in order to comply with the Duopoly Rule or the National Television Multiple Ownership Rule, (2) a letter withdrawing the Divestiture Trust Applications and (3) a letter withdrawing the application for approval of the sale of WPIX-TV to a third-party purchaser. In order to facilitate certain of the compliance divestitures described in the April 24 Amendment, between April 24, 2018 and April 30, 2018, Sinclair filed applications seeking FCC consent to the assignment of license or transfer of control of certain stations in 11 television markets.

On May 8, 2018, the Company, Sinclair Television Group, Inc. (“Sinclair Television”) and Fox Television Stations, LLC (“Fox”) entered into an asset purchase agreement (the “Fox Purchase Agreement”) to sell the assets of seven network affiliates of Tribune for $910.0 million in cash, subject to post-closing adjustments. The network affiliates subject to the Fox Purchase Agreement are: KCPQ (Tacoma, WA); KDVR (Denver, CO); KSTU (Salt Lake City, UT); KSWB-TV (San Diego, CA); KTXL (Sacramento, CA); WJW (Cleveland, OH); and WSFL-TV (Miami, FL). The closing of the sale pursuant to the Fox Purchase Agreement (the “Closing”) was subject to approval of the FCC and clearance under the HSR Act, as well as the satisfaction or waiver of all conditions of the consummation of the Merger, which was scheduled to occur immediately following the Closing.

On May 14, 2018, Sinclair and Tribune filed applications for FCC approval of additional station divestitures to Fox pursuant to the Fox Purchase Agreement. On May 21, 2018, the FCC issued a consolidated public notice accepting the divestiture applications filed between April 24, 2018 and May 14, 2018, for filing and seeking comment on those applications and on the April 24 Amendment, and establishing a comment cycle ending on July 12, 2018.

On July 16, 2018, the Chairman of the FCC issued a statement that he had “serious concerns about the Sinclair/Tribune transaction” because of evidence suggesting “that certain station divestitures that have been proposed to the FCC would allow Sinclair to control [the divested] stations in practice, even if not in name, in violation of the law,” and that he had circulated to the other Commissioners “a draft order that would designate issues involving certain proposed divestitures for a hearing in front of an administrative law judge.”

On July 18, 2018, at the direction of Sinclair pursuant to its authority under the Merger Agreement, Sinclair and Tribune jointly filed an amendment to the Applications reflecting that the applications for divestiture of WGN-TV (Chicago), KDAF (Dallas), and KIAH (Houston) filed in connection with the April 24 Amendment were being withdrawn, that WGN-TV would not be divested, and that KDAF and KIAH would be placed in a divestiture trust pending sales to one or more new third parties. The applications for divestiture of WGN-TV, KDAF and KIAH were withdrawn by concurrent letter filings. On July 19, 2018, the FCC released a Hearing Designation Order (“HDO”) referring the Applications to an FCC Administrative Law Judge (“ALJ”) for an evidentiary hearing to resolve what the FCC concluded are “substantial and material questions of fact” regarding (1) whether Sinclair was the real party-in-interest to the divestiture applications for WGN-TV, KDAF, and KIAH, and, if so, whether Sinclair engaged in misrepresentation and/or lack of candor in its applications with the FCC; (2) whether consummation of the merger would violate the FCC’s broadcast ownership rules; (3) whether grant of the Applications would serve the public interest, convenience, and/or necessity; and (4) whether the Applications should be granted or denied. The HDO designated as parties to the proceeding the FCC’s Enforcement Bureau and persons who had filed formal petitions to deny the Applications, and directed the ALJ to establish a procedural schedule by Friday, August 24, 2018.

On August 2, 2017, the Company received a request for additional information and documentary material, often referred to as a “second request”, from the United States Department of Justice (the “DOJ”) in connection with the Merger Agreement. The second request was issued under the HSR Act. Sinclair received a substantively identical request for additional information and documentary material from the DOJ in connection with the transactions contemplated by the Merger Agreement. The parties entered into an agreement with the DOJ on September 15, 2017 by which they agreed not to consummate the Merger Agreement before certain dates related to their certification of substantial compliance with the second request (which occurred in November 2017) and to provide the DOJ with 10 calendar days’ notice prior to consummating the Merger Agreement. Although Sinclair and DOJ reached agreement on a term sheet identifying the markets in which stations would have to be divested, they did not reach a definitive settlement and their discussions on significant provisions remained ongoing as of August 2018.

Pursuant to the Merger Agreement, the Company had the right to terminate the Merger Agreement if Sinclair failed to perform in all material respects its covenants, and such failure was not cured by the end date of August 8, 2018. Additionally, either party may terminate the Merger Agreement if the Merger is not consummated on or before August 8, 2018 (and the failure for the Merger to have been consummated by such date was not primarily due to a breach of the Merger Agreement by the party terminating the Merger Agreement). On August 9, 2018, the Company provided notification to Sinclair that it had terminated the Merger Agreement, effective immediately, on the basis of Sinclair’s willful and material breaches of its covenants and the expiration of the second end date thereunder. In connection with the termination of the Merger Agreement, on August 9, 2018, the Company provided notification to Fox that it has terminated the Fox Purchase Agreement, effective immediately. Under the terms of each of the Merger Agreement and the Fox Purchase Agreement, no termination fees are payable by any party.

On August 9, 2018, the Company filed a complaint in the Chancery Court of the State of Delaware against Sinclair, alleging breach of contract under the Merger Agreement. The complaint alleges that Sinclair willfully and materially breached its obligations under the Merger Agreement to use its reasonable best efforts to promptly obtain regulatory approval of the Merger so as to enable the Merger to close as soon as reasonably practicable. The lawsuit seeks damages for all losses incurred as a result of Sinclair’s breach of contract under the Merger Agreement.

This is Tribune CEO Kern’s memo to employees, thanks again to FTVLive’s Scott Jones:

Tribune Team,

Earlier this morning we announced the termination of our proposed merger with Sinclair and that we have filed a lawsuit against Sinclair for breach of contract—attached (above —Lenny) is the press release we issued a short time ago.

Given the developments of the last few weeks, and the decision by the Federal Communications Commission to refer certain issues to an administrative law judge in light of Sinclair’s conduct, it’s highly unlikely that this transaction could ever receive FCC approval and be completed, and certainly not within an acceptable timeframe. This delay and uncertainty would be detrimental to our company, to our business partners, to our employees and to our shareholders. Accordingly, our Board made the decision to terminate the merger agreement with Sinclair to enable us to refocus on our many opportunities to drive the company forward and enhance shareholder value.

As for the lawsuit, we are confident that Sinclair did not live up to its obligations under the merger agreement and we intend to hold them accountable. A suit like this does not get resolved overnight and it is the last thing you should be thinking about, but I want you to know that Tribune did everything it was supposed to do, and we will make sure we are treated fairly.

Right now, I am sure many of you are still absorbing the news and wondering what it means for our company, for our future, and most especially for each of you. I want to take a moment to answer these questions and address some of your concerns as we now re-adjust to the old normal of running our great and storied Tribune Media Company.

So, let’s begin there—Tribune Media remains as strong as ever, with great TV stations, important local news and sports programming, a re-energized and financially powerful cable network, and a terrific history of serving our viewers, our advertisers, and our MVPD and network partners. You need look no further than the exceptional financial results we released today for proof of that. Our consistent success is directly related to your talent, your experience, your innovation, and your willingness to give your best every day.

As for the future, we continue to live in complex times in the media world. New consumer habits, new entrants to the space, new competitors every day, and consolidation going on all around us. Rapid change has become the norm—it’s impossible to predict the next big thing. What I do know, though, is that we’ve got valuable assets, great people running them, and we remain one of the preeminent broadcasting companies in America.

No doubt the rumor mill will begin anew with speculation about who might buy us or who we might buy or whether the regulatory landscape still favors consolidation. We can’t do anything about such speculation. What we can do is rededicate ourselves to our own performance. Let’s shake off the cobwebs of deal distraction, ignore the outside noise, and continue delivering on our commitment to each other, to our customers, to our partners and to the communities we serve. If we do that, the rest will take care of itself.

Let’s get together for a companywide town hall meeting tomorrow at Noon ET. We’ll broadcast the meeting live to our business units, talk more about all these issues and take your questions—you can submit questions in advance of the meeting to: questions@tribunemedia.com.  In the meantime, if you have any concerns, our HR team is ready to help; and Gary Weitman can handle any media inquiries you might get.

Thank you, again,
Peter

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Sinclair sinks, Trump’s temper, Cox’s cash value

There’s something to be said for waiting before starting to write. That’s not my nature. I want to get things out first. I type very well but nobody can do it as quickly as my brain, so I often dictate into a phone and email myself. Then, I make any corrections and additions, and create the graphics and email preferences.

But this saga of Sinclair Broadcast Group trying to buy Tribune Media that has been going on for more than a year and suddenly failing last week – supposedly failing – is full of interesting details.

NO sinclair tribune

I wrote about a lot of them, Tuesday night. That was mostly background. You know how little I admire Sinclair and the people who run it. Tonight, you’ll see exactly what went wrong for the deal and what I think should be done. Let’s just say what went wrong could’ve been a lot of what I wrote Tuesday night!

I’m going to suggest starting by reading that last post, if you haven’t. It gives a lot of background about why Sinclair is so despised – that I’ve written about for months but conveniently put in one place – so there’s no sense repeating it here.

cox media group

But first, the latest, and that’s Cox Media Group – one of the best corporations owning TV stations out there, and a private one – is exploring putting itself up for sale.

Yesterday, FTVLlive’s Scott Jones got a secret copy of the talking points Cox managers are supposed to use while talking to employees. Let’s face it, “talking points” is another phrase meaning public relations. In other words, they’re trying to convince the workers to keep working extra hard because everything is going to be great! (I hope you used your best Tony the Tiger when you read that.)

Of course, that’s not how employees are feeling. When your company suddenly sets itself up to be bought, there is lots of uncertainty. You know spending will go down and jobs will not be filled, so the company’s financials look more attractive. And being bought by another major established company could lead to layoffs. But you know that’s not in the talking points which you can see below in this six-page slideshow.

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Cox’s 14 TV stations are pretty good and most are highly-rated ones. From left to right, by row, they’re the ABC affiliate in Atlanta; ABC and independent in Orlando; Fox in Boston; CBS in Seattle; NBC in Pittsburgh; ABC and independent in Charlotte; Fox and CBS in Jacksonville; Fox in Memphis; CBS in Dayton, Ohio; Fox in Tulsa, Okla.; and also a “supply-side platform that brings automation and data-driven targeting to the buying and selling of television advertising” called Videa.

cox stations

There are also 61 radio stations, 4 daily newspapers, 11 non-daily papers, 16 digital brands, and one local cable channel.

FTVLive’s Scott Jones also got a market analyst report from Wells Fargo about how much Cox Media may be worth. The answer it gives is $2.65 billion, but consider many factors including the number of willing buyers, whether the stations get split up, and whether Tribune goes back on the market.

wells fargo cox

See Tuesday’s post for a lot more links to, and details on, the rest of Atlanta-based Cox.

So FCC Chairman Ajit Pai was arguably putting himself on the line while supporting the Sinclair-Tribune merger when surprisingly, last week, he said in a statement:

“Based on a thorough review of the record, I have serious concerns about the Sinclair-Tribune transaction. … The evidence we’ve received suggests that certain station divestitures that have been proposed to the FCC would allow Sinclair to control those stations in practice, even if not in name, in violation of the law. … When the FCC confronts disputed issues like these, the Communications Act does not allow it to approve a transaction. Instead, the law requires the FCC to designate the transaction for a hearing in order to get to the bottom of those disputed issues.”

How surprising?

Pai embraced the merger so much, he’s under investigation by the FCC’s inspector general for allegedly greasing the wheels by bringing back the UHF discount rule weeks before the deal was announced. That way, the new, larger company could still meet the FCC ownership limit of 39 percent of U.S. households, rather than vastly exceeding them.

— UPDATE: The FCC inspector general cleared Chairman Ajit Pai of being unfairly biased in favor of the Sinclair Broadcast Group–Tribune Media merger. —

sinclair before tribune
Sinclair’s reach now, without Tribune

Then yesterday – at an awkward moment for Pai, Sinclair and Tribune – a Washington-based U.S. Appeals Court rejected a challenge to the FCC reinstating the UHF discount that could’ve and could still pave the way for the merger. The three-judge panel was comprised of two President Barack Obama nominees and one President Trump nominee. They dismissed the case on technical grounds without considering its merits, ruling the activist groups that filed suit hadn’t shown they’d be injured by the consolidation at the heart of their case. What this really means is Tribune could be worth more if it pulls out of the deal, because other potential suitors will have more flexibility to make offers. Tribune can leave Sinclair at the alter/chuppah on Aug. 8.

The UHF discount, started in 1985, let companies with UHF (channels 14+) stations only count half the coverage area towards the ownership limit. But that was when there was a big difference between watching channels 2 to 13, and channels 14+. With today’s technology – and cable, satellite and computers added to the mix, and broadcast signals digital rather than analog – the quality looks the same. The rule was ended in 2016, just before the end of President Obama’s administration.

So why bring back the rule last year? For big corporations, up against the ownership limit, urging Pai to reinstate it so they could buy more stations – exactly what Sinclair needed to merge with Tribune.

According to Variety, Commissioner Mignon Clyburn, the sole Democrat on the FCC at the time, warned it would diminish diversity, competition, and localism, and she predicted a wave of mergers and acquisitions.

Variety wrote at the time,

“She showed a chart from Bloomberg showing how major station groups benefit from the discount. The largest, ION Media, reaches 33.7% of the country with the discount, but 65.2% without. Univision reaches 23.6% with the discount, but 44.8% without. When the discount was repealed last summer, station groups were allowed to retain their existing holdings, but they would be forced to divest assets in the event of a merger or corporate takeover.”

tv owner population share

But Pai argued the FCC would start examining the media ownership cap and reinstating the UHF discount would give the FCC a “blank slate.” The examination started in December.

generic tvA year later, in April 2018, Variety reported a panel of appellate judges asked why the FCC reinstated the rule and raised some concerns. Two of the three judges on the D.C. Circuit Court of Appeals also expressed concerns the FCC had restored a rule that was considered obsolete.

According to Variety, Judge Gregory Katsas noted to the FCC’s attorney, James Carr, that while the FCC

“might want to raise the cap,” there was “no reason for thinking at that the end of the day, part of the solution will be keeping the discount.”

“I think that is probably fair, your honor,” Carr replied. He argued that the UHF discount shouldn’t be eliminated without considering its implications to the 39% cap.

Meanwhile, CEO Chris Ruddy of conservative TV news network Newsmax said, “The judges on the D.C. Circuit reviewing the FCC’s UHF discount were left scratching their heads wondering why the rule was re-instated when everyone — Republicans and Democrats alike — agree that the discount is an analog relic and makes no sense in a digital world.

“The FCC should avoid the appearance of impropriety and proceed with a transparent national ownership cap proceeding to set a level playing field before approving any merger that benefits just one company, namely Sinclair.”

He also said he told President Trump strict limits on national TV ownership are needed not only to keep a lid on Sinclair, but also on the ‘liberal’ broadcast networks.

I told him [Trump] about my opposition because Sinclair would reach 70 percent of U.S. homes and — while I don’t disagree necessarily with Sinclair’s editorial point of view — I did not want to see NBC and ABC and the big liberal networks…[reaching] 70 percent.

“I think that would have been very dangerous if NBC was dictating the local news coverage in Des Moines, Iowa,” Ruddy said.

Keep in mind, Ruddy’s Newsmax and also Sinclair want to challenge Fox News Channel for conservative news viewers.

Politico summed it up by saying,

“Sinclair has been a frequent target for Democrats and liberal groups disturbed by reports that it favors President Donald Trump in its coverage via ‘must-run’ segments pumped to its network of stations.”

During the 2016 presidential election, The Washington Post reported Sinclair

“gave a disproportionate amount of neutral or favorable coverage to Trump during the campaign” while airing negative stories on Hillary Clinton, and Politico reported “on a boast by Trump’s son-in-law Jared Kushner that the president’s campaign had struck a deal with the broadcast group for better media coverage. Sinclair disputed the characterization, saying it was an arrangement for extended sit-down interviews that was offered to both candidates.”

Also, it was Trump who nominated Pai for the agency’s top post, so most experts felt the merger would eventually get the go-ahead due to President Trump’s public comments praising the media company, which boasts a conservative-leaning, anti-mainstream media news operation.

My last post mentioned many different cases of using shell companies under Sinclair’s control to still broadcast on more stations than allowed. Those so-called sidecar arrangements let Sinclair keep a stake in the revenue and programming of the spun-off stations.

I even asked, “Why was the FCC the last to find out? Or did it know and ignore the facts for political reasons?”

Today, I found a new example of a virtual triopoly (three stations in a market), when the FCC only allows duopolies (two stations in a market) and only under certain conditions.

So what changed? Politico reports problems in three cities.

WGN-TV

First, in Chicago, the plan was to sell

“WGN to Steven Fader, a Maryland business associate of Sinclair Executive Chairman David Smith who oversees car dealerships.”

According to Reuters,

“The draft order circulated by Pai’s office … said Sinclair’s actions around the divestiture of TV station WGN in Chicago ‘includes a potential element of misrepresentation or lack of candor.’”

Ouch! Not good for a company licensed to use the public airwaves. I used another example below and then offered a suggestion about what should happen to Sinclair.

Adweek added,

“The FCC feels Smith selling the asset to his friend and business associate presents a problem,”

and I’ll say the price of $60 million is ludicrous, considering the station is worth hundreds of millions of dollars.

According to The Chicago Tribune,

“The WGN services agreement would have kept Sinclair in charge of everything from programming to ad sales while giving it an option to buy back the station for the same price, subject to adjustments, within eight years.”

WPIX

Sinclair was also supposed to sell WPIX-New York, the nation’s largest TV market by far, for a measly $15 million to that same Cunningham Broadcasting, a company with close ties to the Smith family. That caused Pai to say he was concerned Sinclair’s proposed sales in Chicago and New York may have attempted to deceive the government.

Adweek said also troubling

“were the deals to sell stations in Dallas and Houston to Cunningham Broadcasting.”

The Tribune reported,

“The proposal also included an option to buy the stations back.”

According to Reuters,

“Separate filings with the FCC last month by the American Civil Liberties Union and conservative news outlet Newsmax Media” … raised “questions about whether Sinclair would continue to control some of the stations it proposes to divest.”

So Politico said,

“Pai announced an administrative law judge would review the station spinoff issues. The FCC takes that step when companies fail to persuade it that a transaction, even with conditions, would be in the public interest.”

Ars Technica reported the decision by FCC commissioners to adopt a Hearing Designation Order and have a judge review aspects of the deal was unanimous. Other options were

“denying the merger outright, approving the merger, or approving it with conditions.”

Click here for the full order. One of the key parts reads:

“Among these applications were three that, rather than transfer broadcast television licenses in Chicago, Dallas, and Houston directly to Sinclair, proposed to transfer these licenses to other entities. The record raises significant questions as to whether those proposed divestitures were in fact “sham” transactions. By way of example, one application proposed to transfer WGN-TV in Chicago to an individual (Steven Fader) with no prior experience in broadcasting who currently serves as CEO of a company in which Sinclair’s executive chairman has a controlling interest. Moreover, Sinclair would have owned most of WGN-TV’s assets, and pursuant to a number of agreements, would have been responsible for many aspects of the station’s operation. Finally, Fader would have purchased WGN-TV at a price that appeared to be significantly below market value, and Sinclair would have had an option to buy back the station in the future. Such facts raise questions about whether Sinclair was the real party in interest under Commission rules and precedents and attempted to skirt the Commission’s broadcast ownership rules. Although these three applications were withdrawn today, material questions remain because the real party-in-interest issue in this case includes a potential element of misrepresentation or lack of candor that may suggest granting other, related applications by the same party would not be in the public interest.”

This keeps getting better!at&t time warner

Politico said an administrative law judge was called in 2015 with the proposed Comcast-Time Warner Cable deal. The companies later abandoned it, rather than go through the hearing process. AT&T ended up with Time Warner, at least for now, after a federal judge allowed it without conditions, but the Justice Department is appealing.

By last Wednesday, Reuters reported Sinclair announced it would not divest the three TV stations currently owned by Tribune

“to ‘expedite’ the transaction after the FCC suggested the company would still control the stations,” and “two FCC officials who did not wish to be identified said Wednesday they believe the merger will not be able to proceed.”

Instead, Sinclair itself will acquire WGN-Chicago, and put KDAF-Dallas and KIAH-Houston into a divestiture trust and sold by an independent trustee (if the acquisition is finalized).

The Justice Department is also still reviewing the deal and the FCC may have even more concerns.

Sinclair denied any effort to mislead the FCC and issued this long statement:

“While neither Sinclair or Tribune have seen the draft HDO, Chairman Pai’s comments and press reports indicate the FCC is questioning the proposed divestitures in Dallas, Houston and Chicago.  Accordingly, in order to address such concerns and to expedite the Tribune transaction, Sinclair has withdrawn the pending divestitures of stations in Dallas (KDAF) and Houston (KIAH) to Cunningham Broadcasting Corporation and Tribune has withdrawn the pending divestiture of WGN in Chicago to WGN-TV LLC.  Sinclair intends to request permission from the FCC to put the Dallas and Houston stations into a divestiture trust to be operated and sold by an independent trustee following the closing of the Tribune acquisition.  Sinclair expects to have identified and entered into a purchase agreement with a third party buyer or buyers for the Dallas and Houston stations prior to closing.  As a result of the withdrawal of the application relating to WGN, Sinclair will simply acquire that station as part of the Tribune acquisition, which is, and has always been, fully permissible under the national ownership cap.

“Throughout the FCC review process of the Tribune merger and divestitures, Sinclair has had numerous meetings and discussions with the FCC’s Media Bureau to make sure that they were fully aware of the transaction’s structure and basis for complying with FCC rules and meeting public interest obligations. During these discussions and in our filings with the FCC, we have been completely transparent about every aspect of the proposed transaction. We have fully identified who the buyers are and the terms under which stations would be sold to such buyer, including any ongoing relationship we would have with any such stations after the sales. All relevant agreements documenting such terms as required by FCC rules have been filed. While we understand that certain parties, which oppose the transaction object to certain of the buyers based on such buyers’ relationships with Sinclair, at no time have we withheld information or misled the FCC in any manner whatsoever with respect to the relationships or the structure of those relationships proposed as part of the Tribune acquisition. Any suggestion to the contrary is unfounded and without factual basis.

“While the structures put forth to the FCC throughout the process have all been in compliance with law and consistent with structures that Sinclair and many other broadcasters have utilized for many years with the full approval of the FCC, we have consistently modified the structure in order to address any concerns raised by the FCC. As a result and in light of the ongoing and constructive dialogue we had with the FCC during the past year, we were shocked that concerns are now being raised. Nonetheless, we have decided to move forward with these additional changes to satisfy the FCC’s concerns.

“There can be no question regarding misrepresentation or character given that Sinclair has fully disclosed all terms of all aspects of the transactions it has proposed. The FCC’s reported concerns with sales to certain parties have been eliminated in light of the withdrawals of the applications relating to Dallas, Houston and Chicago. Accordingly, we call upon the FCC to approve the modified Tribune acquisition in order to bring closure to this extraordinarily drawn-out process and to provide certainty to the thousands of Tribune employees who are looking for closure.”

So what’s next for Tribune? Will it stick by the deal as it said it intends? We don’t know for sure yet, but it has until Aug. 8 and I already mentioned reasons to separate from Sinclair.

This video was made before Cox threw its assets into the ring.

One big winner, so far, could be 21st Century Fox Inc. chairman Rupert Murdoch, who has become close with President Trump.

Bloomberg notes, over the decades, Fox and Sinclair have been in business together, but the conservative organizations have also been rivals.

Sinclair owns dozens of local Fox affiliates. So does Tribune. Last year, Fox tried unsuccessfully to outbid Sinclair for Tribune.

In the meantime, the companies divide the retransmission fees paid by cable and satellite operators (meaning what you and I pay). Networks say local stations have more value because of them.

Former Fox exec Preston Paddon remembers in his blog,

“By 1992, Congress found that cable systems were paying carriage fees to the non-broadcast channels but not to the broadcasters, and that this was unfair to the broadcasters.”

It’s why we pay for free local TV if we’re not watching with an antenna.

Anyway, Sinclair buying Tribune and its own Fox affiliates would’ve given it a stronger negotiating hand in talks with Fox about how to divvy up those fees.

So after losing out on Tribune,

“Fox threatened to pull its affiliates from Sinclair and switch the stations to an independent broadcaster. Eventually, in order to satisfy regulators, Sinclair agreed to sell some Tribune stations to Fox, which, in turn, said it would renew Sinclair’s affiliation with more than two dozen stations.”

Now, Fox may be able to buy even more stations.

And “Sinclair may soon compete with Fox News for right-leaning TV viewers” may not come to pass. It has reportedly been talking about hiring former Fox News stars to create a block of conservative programming using WGN America, which it would acquire, or The Tennis Channel, which it already owns. Former Trump advisor Boris Epshteyn and former CBS correspondent Sharyl Attkisson already work for Sinclair. Politico reported Sinclair has even approached current and former Fox talent such as Jeanine Pirro, and Greta Van Susteren and Eric Bolling. I already wrote Talks with former Fox host Bill O’Reilly fell apart. Sinclair won’t admit to any of that.

Also, the Justice Department appealed the ruling that let AT&T buy Time Warner. That’s good for Fox at the moment because it involves Fox News Channel rival CNN, and may have kept Comcast/NBC from buying most of Fox, as it downsizes to become “New Fox.” Murdoch prefers Disney/ABC buying the assets, which the government already approved, and “the Murdoch family would see more tax benefits in that deal.”

So what’s President Trump’s beef? You already read about his relationship with Sinclair.

Tuesday night, he tweeted it was “sad and unfair that the FCC wouldn’t approve the Sinclair Broadcast merger with Tribune,” but Republicans control the FCC, he appointed Ajit Pai as chairman, and Pai has been accused of being too cozy with Sinclair. But except for appointments, the FCC is independent from the White House.

Deadline reported Sinclair commentator Boris Epshteyn, who used to work for Trump, is for the deal. So is Steve Bannon, who got friendly with Sinclair stations in swing states before the election. And Trump has to like Sinclair’s publicity.

The only Democratic FCC commissioner at the moment tweeted her response to the president with just one word: disagree.

But Trump’s friend Rupert Murdoch – who also owns TV stations and the pro-Trump Fox News Channel – is said to be against the merger. That would be especially so if Sinclair starts putting conservative news on cable through WGN America and The Tennis Channel. Trump is so chummy with Murdoch, he called in December to congratulate him on the Disney-21st Century Fox deal.

I wrote another friend, NewsMax chief Chris Ruddy, is definitely against Sinclair-Tribune, as well.

Furthermore, the president compared Sinclair-Tribune to letting “Liberal Fake News NBC and Comcast (get) approved” which happened under the Obama administration and FCC. Trump criticized it as being too big.

He didn’t mention it’s on the level of AT&T-Time Warner, which a federal judge recently allowed but the Justice Department is appealing.

The difference between Sinclair-Tribune and Disney-Fox – and NBC-Comcast and AT&T-Time Warner – is that the first pair involve companies that make content but don’t distribute it. In the second pair, NBC and Time-Warner make content, but Comcast and AT&T actually distribute it — Comcast through cable and AT&T by DirecTV satellite, both of which are paid subscription services.

In April, Axios reported President Trump defended Sinclair after the company started

“forcing conservative, pro-Trump editorials on its” news anchors and “Deadspin created a video of Sinclair broadcasters spurning ‘fake news.’

Viewers of Sinclair’s 200-plus local stations had already seen “centrally drafted opinion items reflecting its conservative, often pro-Trump positions,” but not by their own local anchors and certainly not side-by-side along with so many others.

That was at 6:34am. Keep in mind, a great number of Sinclair’s stations are affiliated with the networks.

Then, at 6:58, Trump took on CNN…

and got pushback from its PR department.

CNN reports some Sinclair journalists said they were unhappy with President Trump’s portrayal of the company as “conservative” because they want to be recognized for their straight-forward, nonpartisan work. Despite their stations being forced to air pro-Trump commentaries and stories, most journalists at local stations don’t want to be labeled by the president or anyone else.

As for Sinclair’s claim of more localism if the deal goes through, FTVLive’s Scott Jones found Sinclair station WSYX-Columbus, Ohio, doing a series of reports called “Gator Week” (as opposed to Shark Week, that has been on the Discovery Channel since 1988). Still, Jones thought it was “odd” considering “you don’t see many alligators in Ohio.” Then, he found out about other Sinclair stations doing the same thing, “including WGXA (Macon, Ga.), WPMI (Mobile, Ala.), WPEC (West Palm Beach) and others.” He joked he wasn’t sure it was a must-run.

I, myself, found Shark Week on a retweet from the Cunningham Broadcasting station in mid-Michigan. Maybe WBSF was allowed to go a different route.

WBSF’s “About” section says it’s “owned and operated by Cunningham Broadcasting Corporation and receives certain services from an affiliation of Sinclair Broadcast Group.” So there are three terms/phrases: owned, operated, and “receives certain services from an affiliation of Sinclair Broadcast Group.” Maybe that’s because just above, it says to send all press releases to news@nbc25news.com. So maybe “certain services from an affiliation of Sinclair Broadcast Group” includes press releases.

But wait!

Below, there are nbc25news email addresses for comments, webmaster (the Sinclair owned, operated, and apparently “affiliated” websites all look similar), contests and weather.

And below that are Sinclair (sbgi.net) email addresses for corporate, two for national advertising, and the secondary person for closed-captioning concerns.

So maybe those are all the “certain services from an affiliation of Sinclair Broadcast Group.”

That’s all very interesting since I knew Sinclair controlled two other stations in the same location!

NBC affiliate WEYI has on its “about” section (with the same look) that it’s “owned and operated by Howard Stirk Holdings, LLC and receives certain services from an affiliation of Sinclair Broadcast Group.” That entire phrase is merely a substitution for Armstrong Williams’ company and we established in my last post that WEYI is one of a few Howard Stirk stations run by Sinclair. They also use the nbc25news email, but it’s more appropriate here.

Then there’s Fox affiliate WSMH that has on its “about” section (with the same look, of course) that it’s – wait for this! – actually “owned and operated by Sinclair Broadcast Group.” The email addresses are all wsmh.com. The “receives certain services” phrase is not there.

I did notice after the paragraph with the name of the owner, etc., and ties to Sinclair, is another called “Community Involvement.”

What’s funny is that all three stations start with “The owner and Sinclair Broadcast Group, LLC. continue to broaden its recruiting outreach…”

That means “the owner” can be whichever company actually holds the station license and it’s not named here, just referred to as “the owner,” out of laziness.

But what’s especially funny here is saying “The owner and Sinclair Broadcast Group” when Sinclair is really the owner!

But seriously, how does Sinclair operate the three stations with the same address, etc.? We learned in my last post that’s not allowed in Baltimore, with Sinclair, Cunningham and Deerfield Media. In fact, in Nov., 2012, TVNewsCheck reported the situation as “a virtual triopoly.”

The FCC’s webpage called Broadcast Ownership Rules clearly states in its section, Local TV Multiple Ownership:

“An entity is permitted to own up to two TV stations in the same Designated Market Area if either:

  • “The service areas – known as the digital noise limited service contour – of the stations do not overlap

  • “At least one of the stations is not ranked among the top four stations in the DMA (based on audience share), and at least eight independently owned TV stations would remain in the market after the proposed combination”

That’s the summary in its entirety! The stations cover the same area. An old website reports “eight full-power television stations in the Flint-Saginaw-Bay City market,” the others being CBS and ABC affiliates, two PBS affiliates and a religious broadcaster.

And the NBC, Fox and CW stations are controlled by the same company, for all intents and purposes. I’d bet the CW station is not in the top four rated, but the rules are for an entity “to own up to two TV stations” – just two!

(The MyNetworkTV affiliate is on a sub-channel of the CBS affiliate.)

I just found the mid-Michigan situation by accident and wonder how many other cities this has been going on in.

TVNewsCheck’s Harry A. Jessell put it this way, and then made lists of winners and losers at this point:

“Its mishandling of its merger application has badly stained its permanent FCC record in a way that could greatly complicate its future regulatory dealings. … And a liar is what the FCC has accused Sinclair of being by obfuscating the fact it would continue to control three major market stations that it told the FCC it would spin off to other broadcasters to comply with ownership limits.

“You see, the FCC acts on the honor system. It presumes that you are obeying all the rules and expects you to confess any infractions. It’s the principal way the FCC polices those it regulates. That’s why lying – the ever-polite FCC calls it “misrepresentation” or “lack of candor” – is taken seriously and is the FCC equivalent of a capital crime. … As the lawyers pointed out to me this week, once indicted for misrepresentation as Sinclair has now been, it sticks because it goes to the broadcaster’s basic character qualifications to be a licensee. It cannot buy or sell a station or even renew a license until it resolves the character question. Sinclair’s best move now is to walk away from the merger and promise, no, swear on a stack of Bibles, that it will never, ever mislead the FCC again.

“Sinclair has no one but itself to blame for this fiasco. It pushed too hard to keep as many of the Tribune stations as it could and somewhere along the line lost sight of the larger goal – get the transfer through the FCC and get to closing. … (David Smith) kept going back to the FCC (and the Justice Department) demanding more and more. Ironically, he will likely end up with nothing, except maybe a new set of regulatory hassles.”

Bloomberg quotes B. Riley FBR Inc. analyst Barton Crockett, who said in a note he has

“never seen such ‘harsh’ language from the FCC about an applicant for a merger. The ‘vitriolic’ tone of the FCC statement makes it dubious that Sinclair and Tribune will be able to come back with divestitures that will satisfy the FCC.”

Bottom line: Anyone who knows me knows I can be tough, especially on myself. The people who run and invest in the nation’s largest media company have been breaking rules all over the place for many years. It’s time the FCC gets extremely serious so it’s taken seriously when protecting the public interest from those using the public airwaves.

Does anyone remember the RKO situation? Have a seat and look for similarities. (I wrote this with information from several Wikipedia listings.)

RKO General 1962
1962 logo

RKO General was the main holding company through 1991 for the non-core businesses of the General Tire and Rubber Company.

It had been in broadcasting since 1943, and General Tire bought the RKO Radio Pictures movie studio in 1955, but dissolved it in 1959. From then until 1991, it operated six TV stations and more than a dozen radio stations. It also holds the record for the longest licensing dispute in television history.

KHJThe trouble began in 1965. RKO General applied for license renewal of KHJ-TV in Los Angeles (now KCAL-Channel 9). A local group, Fidelity Television, challenged it, charging RKO with second-rate programming, and later and more seriously, that General Tire conditioned its dealings with certain vendors on the basis they’d buy advertising time on RKO General stations. These “reciprocal trade practices” are considered anti-competitive. RKO and General Tire executives testified before the FCC and rejected the accusations. Four years later, in 1969, the commission issued an initial finding that Fidelity’s claims were correct.WNAC RKO

That same year, RKO faced a license challenge for WNAC-TV in Boston (now WHDH-Channel 7, not to be confused with the old WHDH-Channel 5), again charged with reciprocal trade practices.

WOR RKOFour years later, in 1973, the FCC ruled in favor of RKO in the Los Angeles case, pending findings in the still-ongoing Boston investigation. The next year, in 1974, when RKO applied for license renewal of WOR-TV in New York (now WWOR-Channel 9, technically Secaucus, NJ), the FCC conditioned the renewal on the Boston case as well.

SIDEBAR: Another Boston FCC case lasted 15 years – not the record, but from sign-on to sign-off – and involved the former WHDH-Channel 5. The DuMont Television Network applied for a construction permit for the channel, but shut down its network before getting it. The Boston Herald Traveler Corporation got the license, signed on in 1957, and shortly after, the FCC started investigating allegations of impropriety in the granting of the television license. (Allegedly, the controversy was over luncheon meetings the newspaper’s chief executive had with an FCC commissioner during the original licensing process.) So the old channel 5 (WHDH) never had a license longer than six months at a time while the standard was three years.

Eventually, the FCC ordered comparative hearings and in 1969, a local group called Boston Broadcasters was granted a construction permit for a new station on channel 5 called WCVB after it promised to air more local programming than any other station in America at the time. That’s even though the old channel 5 (WHDH) often broadcast more local programming than any other commercial TV station in Boston. Herald-Traveler Corporation lost its court case in 1972 and WCVB went on the air in its place. Luckily, everyone on the old channel 5 moved to the new channel 5 which still broadcasts from the suburb of Needham, since the old WHDH-TV refused to sell its studios, transmitter and tower to the new WCVB, which is now owned by Hearst.

NOW BACK TO THE STORY: In June, 1974, an administrative law judge renewed the WNAC-Channel 7 Boston license even after finding General Tire and RKO General had engaged in reciprocal trade practices. In December, 1975, a company competing for the license called Community Broadcasting asked the FCC to revisit the case. It alleged General Tire bribed foreign officials, maintained a slush fund for U.S. political campaign contributions, and misappropriated revenue from overseas operations. RKO denied all the allegations during a year-and-a-half series of proceedings. Then, in July, 1977, General Tire admitted to an eye-popping litany of corporate misconduct, including the bribery and slush fund charges, in order to settle an action brought by the Securities and Exchange Commission. But the TV situation wasn’t over yet. Still, the RKO proceedings dragged on!

Finally, in 1980, after a half-decade of hearings and investigations, the FCC stripped RKO of WNAC’s license. It found RKO “lacked the requisite character” to be the station’s licensee and gave as examples, the reciprocal trade practices of the 1960s, false financial filings by RKO, and General Tire’s gross misconduct in non-broadcast fields.

But the worst was RKO’s dishonesty before the FCC. During hearings, RKO withheld evidence of General Tire’s misconduct, including the fact the SEC had been investigating the company in 1976. RKO also denied it had improperly reported exchanges of broadcast time for various services, despite indications to the contrary in General Tire’s 1976 annual report. So the FCC found RKO had displayed a “persistent lack of candor” over its own and General Tire’s misdeeds, which threatened “the integrity of the Commission’s processes.” That FCC ruling meant RKO lost the KHJ-TV Los Angeles and WOR-TV New York licenses as well.

RKO appealed to the District of Columbia U.S. Court of Appeals, which upheld the revocation solely on the basis of RKO’s lack of candor. It wrote in its opinion, “[t]he record presented to this court shows irrefutably that the licensee was playing the dodger to serious charges involving it and its parent company.” But the court interpreted the candor issue so narrowly that it applied only to WNAC-TV, and ordered rehearings for WOR and KHJ. RKO General appealed again, this time to the U.S. Supreme Court. In 1982, SCOTUS refused to review the license revocation, and it was over. RKO General sold WNAC’s assets to New England Television (NETV), a new company from the merger of Community Broadcasting and another competitor for the license, the Dudley Station Corporation. The FCC granted a full license to NETV on channel 7, which it renamed WNEV-TV. Since then, the station changed its call letters to WHDH-TV, had low ratings, and was sold to Ed Ansin’s Sunbeam Television Corporation. (This WHDH has no relation to the old WHDH-Channel 5.)

It could’ve been worse. In 1983, the FCC began taking competing applications for all of RKO’s broadcasting licenses, but Congress passed a law sponsored by Sen. Bill Bradley requiring the commission to automatically renew the license of any commercial VHF-TV station relocating to a state without one, meaning New Jersey and Delaware. Two months later, RKO General officially changed WOR’s city of license from New York to Secaucus, NJ, where it remains on paper. The FCC made the station move its main studio there and step up coverage of events in the Garden State. Still, WOR maintained its identity as a New York station. (It’s now owned by Fox, which also owns WNYW-Channel 5, and got rid of channel 9’s newscasts.)

In 1984, RKO sold its Radio Networks operation to United Stations. In 1986, under pressure, RKO put WOR up for sale. MCA/Universal won the bidding war and the FCC approved the purchase. In 1987, MCA changed the call letters to WWOR. (Remember the slogan Universal 9, about 15 years before NBCUniversal was formed?)

RKO was lucky it sold WOR. In 1987, an FCC administrative law judge found it unfit to be a broadcast licensee due to a long history of deceptive practices he called the worst case of dishonesty in FCC history, and ordered RKO to surrender the licenses for its two remaining two TV stations and 12 remaining radio stations. RKO declared all of the employees responsible for the misconduct had been fired and appealed, claiming the ruling was deeply flawed. But the FCC made it clear it would probably reject any appeals and strip the licenses, and urged RKO to sell everything before that became necessary.

In 1988, under an FCC-supervised deal, the license of KHJ-Los Angeles was granted to Fidelity, the company that had originally challenged RKO General. Fidelity then transferred it to Disney, before it bought ABC, for $324 million. RKO got about two-thirds and Fidelity got the rest. By 1991, everything was sold. (Fort Lauderdale-Miami’s WAXY-FM 105.9 – which labeled itself “an RKO radio station” before giving its call letters, near the end – was sold in 1990. That was 28 years ago! Unbelievable!)

TVNewsCheck’s Harry Jessell put it this way:

“When people are making comparisons between your station group and RKO General, you know you have screwed up.”

I think there are too many changes going on in the industry right now as technology improves so quickly. Jessell mentioned certain former FCC commissioners would’ve gone the RKO route with Sinclair. I agree because now more than ever, broadcasters use the public airwaves and must pay us back with public service under tougher rules than its competitors. And the FCC needs complete and total honesty, with so much on its hands.

Sinclair needs to be brought down similarly for all it has done, with the same family as owners and no concern for anything but profit over the decades. The stations should be separated. Local broadcasters or broadcasting groups with no other industry interests should be given first shot at the stations. Then, they can hire experienced people with original ideas, and decisions would be made right there in the studio building.

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