Reps. Jared Huffman, D-Calif., and David Price, D-N.C., are expected to criticize Sinclair’s proposed buy of Tribune during a Tuesday Capitol Hill news conference, deal opponent Coalition to Save Local Media said Monday. The group launched a national ad campaign against Sinclair/Tribune last month (see 1710190028). Former FCC Commissioner Michael Copps, One America News Network President Charles Herring, Ride TV CEO Michael Fletcher and Sports Fans Coalition Chairman David Goodfriend will also speak.
Qualcomm’s board will weigh Broadcom’s “unsolicited” takeover proposal of $70 a share -- $60 a share in cash, the rest in Broadcom stock, said Qualcomm in a Monday statement. The board will do what’s best for Qualcomm shareholders, and the company will have no further comment until the board finishes its review, it said. Broadcom, in a Monday statement, said its $70-a-share offer is a 27.6 percent premium over Qualcomm’s $54.84 closing price Thursday, “the last unaffected trading day prior to media speculation regarding a potential transaction.” Reports speculating on a deal that would be valued at $103 billion sent Qualcomm shares soaring 12.7 percent Friday to close at $61.81. Qualcomm shares closed 1.2 percent higher Monday at $62.52, while Broadcom shares closed up 1.4 percent at $277.52. A combined Broadcom/Qualcomm would become “a global communications leader with an impressive portfolio of technologies and products,” said Broadcom CEO Hock Tan in the statement: “We would not make this offer if we were not confident that our common global customers would embrace the proposed combination.". The combined company would become the No. 3 global semiconductor supplier, said Stuart Carlaw, ABI Research chief research officer. Qualcomm shareholders “are likely to be split” over the Broadcom offer, “with many viewing this opportunity as a solution to the worsening relations with Apple, whom Broadcom has a good relationship with,” he said. Broadcom/Qualcomm “raises significant questions surrounding the difficult takeover of NXP by Qualcomm and much is still to be discerned regarding the value of the Qualcomm patent holdings and its associated lucrative high-margin revenue stream,” he said. Qualcomm still hopes to close its $110-a-share NXP buy by year-end, but the slower than expected regulatory approval process may cause the close to slip into 2018, executives said last week.
AT&T remains confident it will close on Time Warner by year's end, despite word DOJ is considering challenging the deal, analysts said Thursday. That close could come by month's end, analyst David Barden of Bank of America emailed investors Thursday. The Wall Street Journal that day reported the agency is discussing possible settlement terms. BOA said it's standard for the agency to work along multiple fronts for merger reviews. BOA said new DOJ antitrust chief Makan Delrahim is positioning himself to have the last word on any conditions, and the company expects any conditions to be reasonable. It said the time Delrahim is taking has to do with coming up to speed on the takeover rather than with material issues. Wells Fargo's Jennifer Fritzsche emailed investors the issue might be more about Justice increasing leverage in negotiating conditions than a serious intent to block the deal, saying the DOJ would face an "uphill battle" in court trying to block the vertical merger. If the department does push back, that might indicate horizontal mergers -- like Sprint/T-Mobile -- might not fly with the administration, Wells Fargo said. DOJ didn't comment. AT&T said when the agency reviews any transaction, "it is common and expected for both sides to prepare for all possible scenarios. For over 40 years, vertical mergers like this one have always been approved because they benefit consumers without removing any competitors from the market. While we won't comment on our discussions with DOJ, we see no reason in the law or the facts why this transaction should be an exception." Time Warner closed down 3.8 percent to $94.70. BOA said AT&T Senior Executive Vice President-External and Legislative Affairs Bob Quinn indicated this week DOJ wouldn't likely approve consolidation of two national wireless carriers without creation of a fourth facilities-based player, since that would likely face political and career antitrust staff opposition. BOA said an MVNO-based cable provider also wouldn't fit that bill of a facilities-based operator. AT&T didn't comment on that.
Rep. Tony Cardenas, D-Calif., sent a letter to Sinclair CEO Chris Ripley on concerns about the potential impact the company's proposed purchase of Tribune could have on local news operations, consumers and communities, as expected (see 1710250050). Communications Subcommittee ranking member Mike Doyle, D-Pa., and Digital Commerce Subcommittee ranking member Jan Schakowsky, D-Ill., were among 48 House Democrats who signed Cardenas' letter. They sought responses by Nov. 10 on questions about Sinclair/Tribune's potential impacts, along with information on the broadcaster and FCC officials using nongovernmental and personal email addresses and social media. “We need to get all the information on this merger ahead of time,” Cardenas said in a news release. “In light of recent actions by the FCC to remove obstacles for Sinclair, Congress must step up and ask the tough questions to fulfill our oversight duties." Sinclair Senior Vice President-Strategy and Policy Rebecca Hanson told us she met with Cardenas' office “this morning, and we had a productive dialogue addressing his concerns. We are happy to converse with any office willing to [learn] more about us as a company, our commitment to localism, and the public interest benefits of this transaction.”
CenturyLink said Wednesday it closed its takeover of Level 3, two days after the FCC approved license transfers with limited conditions, the deal's last regulatory clearance (see 1710300065 and 1710310036). "The combined company, with estimated pro-forma revenue of $24 billion" (with certain adjustments) for the 12 months ending June 30, "anticipates that approximately 75 percent of its core revenue will come from business customers and nearly two-thirds of its core revenue will come from strategic services," said a release.
The case for a Viacom/CBS combination "is increasingly hard ... to ignore" for controlling shareholder National Amusements Inc. since it would boost Viacom's negotiating leverage with distributors, give big savings via synergies, provide more content for CBS All Access, and give Viacom time and capital for investing in its core networks, Credit Suisse analyst Omar Sheikh wrote investors Wednesday. He said NAI might be more open now to a CBS sale of Paramount than a year ago when previous deal talks ended (see 1612120060). NAI didn't comment.
Senate Minority Whip Dick Durbin, D-Ill., urged FCC Chairman Ajit Pai to give “careful consideration” to his position on Sinclair’s proposed buy of Tribune, saying in a Monday letter that allowing the proposed merger “would go directly against” Congress’ direction that the commission “establish limits to how many households a single broadcasting company could reach.” Recent actions, including restoration of the UHF discount, show the commission “is now going out of it is way to clear barriers to [Sinclair/Tribune] by rolling back any rule that may pose a problem to it,” Durbin wrote: “Sinclair no longer will even need to go through the formality of pretending to divest" its stations because of recent FCC actions. Durbin noted his opposition to Sinclair/Tribune last week in a Crain’s Chicago Business opinion piece. Democrats’ concerns about Sinclair/Tribune dominated a Wednesday House Communications Subcommittee FCC oversight hearing (see 1710250050). The agency has received Durbin's letter and is "reviewing it," a spokesman said. Sinclair meantime “seems unconcerned that the approach to smaller markets and the inevitable adverse impacts on consumers will be scrutinized” in buying Tribune, said National Cable Television Cooperative CEO Rich Fickle in a statement. “Sinclair is acting with total confidence that its merger with Tribune will be approved.” Fickle said Sinclair is using its “Gorilla-like weight” to intimidate smaller cable carriers: “We are very concerned that if unchecked, Sinclair’s size will create notable economic harm to consumers in smaller markets.” The broadcaster didn't comment.
Conservative groups and those saying they represent the public interest asked DOJ for conditions on AT&T buying Time Warner. In a letter Thursday, Americans for Limited Government, the American Family Association, Consumer Federation of America, Frontiers of Freedom, Public Knowledge, Tea Party Patriots and Writers Guild of America West said they have significant policy disagreements, but they agree in wanting to ensure "free expression is not threatened" by media consolidation, urging "significant conditions" addressing those competitive concerns. They said dangers posed by AT&T/TW include New AT&T favoring its own programming via zero rating, channel placement strategies, cost discrimination or not allowing rival programming on its network. They said the buyer could favor its DirecTV by making programming more costly to competitor Dish Network. The signatories didn't make specific condition suggestions. AT&T said it has "consistently demonstrated how this transaction will benefit consumers. We look forward to closing the transaction by year-end so that we can bring consumers these benefits, including greater competition and innovative services." Meanwhile, TW said in its earnings release Thursday it still expects the deal (see 1710230013) to close by year's end.
FCC Commissioners Jessica Rosenworcel and Mignon Clyburn tweeted in support Tuesday of a commentary arguing that media ownership policies would make it harder to combat fake news. “The FCC’s recent actions can only lead to a massive consolidation of stations and homogenization of news,” wrote Newsmax CEO Chris Ruddy in The Washington Post. “The cure for ‘fake news’ isn’t consolidation, it is more diverse and competitive news.” Rosenworcel called the column “Truth” in a tweet linking to it, and Clyburn tweeted, “I agree,” while sharing the same link. FTC Commissioner Terrell McSweeny tweeted her own agreement in a response to Rosenworcel. “The American people deserve a voice in the way Washington is dismantling local media,” Rosenworcel said in another tweet about the article. Ruddy cited FCC actions on the main studio rule, UHF discount and media ownership, and the expected approval of Sinclair buying Tribune as combining to consolidate media market power. Ruddy has been an opponent of Sinclair/Tribune. “Democrats have already raised suspicions about the commission’s decision to implement the UHF discount just three weeks before the Sinclair-Tribune merger was announced. Could those companies have known somehow that such a change was going to occur to make their merger legal?” Ruddy asked. Pai’s longtime criticism of the elimination of the UHF discount was widely seen as far back as January to indicate he would restore it (see 1701110067). “While President [Donald] Trump has been condemning 'fake news,' his very own FCC is pursuing policies that will lead to the greatest concentration of television media power in history,” Ruddy said. The FCC didn't comment.
AT&T released Q3 results after market close Tuesday, assuring investors its acquisition of Time Warner remains its top priority. “We look forward to closing” the acquisition “and bringing together premium content with world-class distribution to deliver a better entertainment experience for consumers and more effective targeted advertising,” AT&T CEO Randall Stephenson said. Stephenson said AT&T is pleased with its progress on FirstNet. “Already 27 states and territories have opted in, and we’re working closely with them as we prepare to deploy the FirstNet network,” he said. AT&T said it had 3 million total wireless net adds, including 2.3 million in the U.S. -- combining connected devices and prepaid and postpaid phones. It reported nearly 700,000 net adds in Mexico. Revenue fell to $39.7 billion vs. $40.9 billion in the year-ago quarter, “primarily due to declines in legacy wireline services and consumer mobility,” the company said. Net income attributable to AT&T was $3 billion v. $3.3 billion. AT&T expects to complete its buy of TW this year, Chief Financial Officer John Stephens said on a call with analysts. “The financing is set and we’re ready to close once we receive DOJ approval,” he said. "In the meantime, Time Warner continues to perform well, even better than our expectations." AT&T said it took a 4 cents-per-share hit Q3 from merger-related interest expenses and 2 cents hit as a result of natural disasters. The carrier also said it has already spent $200 million on its FirstNet build. AT&T’s strong response to the recent storms bodes well for the future of FirstNet, Stephens said. “It’s still a long road ahead" for the people of Puerto Rico and the U.S. Virgin Islands, "but we plan to be there every step of the way,” he said. "Recovery is progressing with additional equipment arriving daily. We are seeing traffic growing daily on our network as service is restored." Daily call volume is now about 75 percent of pre-storm levels, he said. The company is pleased with changes in Washington, especially the likely end of 2015 net neutrality rules and pending tax reform, Stephens said. “We see a change in the mindset across D.C. in promoting lighter-touch regulation and pro-growth initiatives.”