TRCO/SBGI: Termination Fee Language Under Microscope as Aug. 8 End Date Approaches

Event Driven Takeaways

  • Attorneys close to the Tribune/Sinclair deal are looking closely at the language about conditions that could trigger a termination fee, Event Driven has learned.
  • There are reports that if the deal breaks apart, Tribune could receive a bid from another buyer. Reports have focused on Nexstar Media and Blackstone Group as potential bidders.
  • Tribune could owe Sinclair as much as $135.5M, “but the fee would only be owed if Tribune gets and accepts a competing offer before this agreement is terminated,” said John Newman, a law professor who previously worked at the DOJ.

In advance of the Aug. 8 end date for Tribune/Sinclair, attorneys close to the transaction are looking closely at the merger agreement’s language about termination fees, Event Driven has learned. Event Driven spoke with several attorneys, all of whom agreed that either Sinclair or Tribune could walk away from the transaction on Aug. 8. There are reports that if the deal breaks apart, Tribune could receive bids from companies such as Nexstar Media and Blackstone Group. Neithe